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City of Tamarac Resolution R-2001-289
1 1 Temp. Reso. #9541 Page 1 September 17, 2001 Rev. #1 October 3, 2001 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2001-289 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, AUTHORIZING THE APPROPRIATE OFFICIALS TO ACCEPT AND EXECUTE THE AGREEMENT FOR BANKING SERVICES (AGREEMENT NO. 01-11 R) BETWEEN THE CITY OF TAMARAC AND FIRST UNION NATIONAL BANK OF FLORIDA FOR GENERAL BANKING SERVICES INCLUDING THE REPURCHASE MASTER AGREEMENT; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the current banking services agreement with First Union National Bank of Florida has been in effect for approximately six years; and WHEREAS, banking services have changed during the life of the contract so that certain upgraded and modern services available in the market are not covered under the current agreement specifications; and WHEREAS, City Administration determined that it would be beneficial to solicit proposals for banking services in order to enhance and improve the City's banking services; and WHEREAS, on March 30, 2001, proposals were solicited from twenty-two (22) banks (see Attachment 1); and WHEREAS, submittals were received from the following five (5) firms: 1. Bank Atlantic 2. Bank United 3. Bank of America 4. First Union National Bank 5. SunTrust, and ti- Temp. Reso. #9541 Page 2 September 17, 2001 Rev. #1 October 3, 2001 WHEREAS, an evaluation committee consisting of the Director of Finance, Controller, Investment Accountant, Customer Service Supervisor and Purchasing and Contracts Manager conducted an extensive evaluation of the proposals and short listed to the following top ranked banks (see Attachment 2): 1. Bank of America 2. First Union National Bank 3. SunTrust; and WHEREAS, First Union National Bank scored highest on the basis of cost of services, transaction time, investment earnings rate, the ability to provide type and quality of service, prior experience in governmental banking, other financial services available, and the overall quality of its presentation; and WHEREAS, the Banking Services Selection Committee after due consideration has ranked First Union National Bank, considered the most competitive, as its first choice; and WHEREAS, the Banking Services Selection Committee entered into negotiations with First Union National Bank; and WHEREAS, the Director of Finance and City Manager recommend the appropriate City officials be authorized to enter into an agreement with First Union National Bank to provide general banking services meeting state of the art banking services' requirements and benefits; and 1 Temp. Reso. #9541 Page 3 September 17, 2001 Rev. #1 October 3, 2001 WHEREAS, the City Commission of the City of Tamarac, Florida, deems it to be in the best interest of the citizens and residents of the City of Tamarac to provide for the acceptance and execution of the Agreement for banking services (Agreement No. 01- 11 R) between the City of Tamarac, Florida and First Union National Bank for general banking services including the Repurchase Master Agreement for a period of five years with renewal options. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SECTION 1: The foregoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution. SECTION 2: That the appropriate City Officials are hereby authorized to accept and execute the Agreement for banking services (Agreement No. 01-11 R) between the City of Tamarac, Florida and First Union National Bank for general banking services including the Repurchase Master Agreement for a period of five years with renewal options, (copies of which are attached hereto as "Attachment 3") SECTION 3: All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. SECTION 4: If any clause, section or other part or application of this Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. 1 r� 1 Temp. Reso. #9541 Page 4 September 17, 2001 Rev. #1 October 3, 2001 SECTION 5: This Resolution shall become effective immediately upon its passage and adoption. PASSED, ADOPTED, AND APPROVED this 101h day of October, 2001. ATTEST: . �4� MARION S €NSON, CMC CITY CLERK I HEREBY CERTIFY that I have approved this RESOLUTION as to form. ITCHELL-S. I CITY ATTOR JOE SCHREIBER MAYOR RECORD OF COMMISSION VOTE: MAYOR SCHREIBER A ei DIST 1: COMM. PORTNER A M DIST 2: COMM. MISHKIN Aye, DIST 3: V/M SULTANOF A & DIST 4: COMM. ROBERTS A ev ATTACHMENT 1 City of Tamarac Finance Department, Purchasing Division 7525 N.W. 88th Avenue, Tamarac, Florida 33321-2401 Telephone: (954) 724-2450 Facsimile (954) 724-2408 Website: www.tamarac.org DATE: March 30, 2001 SECTION A - REQUEST FOR PROPOSALS ALL INTERESTED PARTIES: TEMP RE5O #9541 RFP NO.01-11R The City of Tamarac, Florida, hereinafter referred to as CITY, will receive sealed Proposals at the office of the Purchasing and Contracts Manager, City Hall, 7525 NW 88th Avenue, Tamarac, Florida 33321, for furnishing the services described below: BANKING SERVICES Sealed Proposals must be received and time stamped in by the Purchasing and Contracts Manager, either by mail or hand delivery, no later than 2:00 p.m. local time on Wednesday, May 16, 2001, Any Proposals received after 2:00 p.m. local time on said date will not be accepted under any circumstances. Any,uncertainty regarding the time a Proposal is received will be resolved against the Offeror. Proposals are subject to the attached Standard Terms and Conditions contained in the Instructions to Offerors. CITY reserves the right to reject any or all Proposals, to waive any informalities or irregularities in any Proposals received, to re -advertise for Proposals, to award in whole or in part to one or more Offerors, or take any other such actions that may be deemed to be in the best interests of the CITY. Lynda S. Flurry, CPPO Purchasing/Contracts Manager Publish: Sunday, April 151h and April 22"d, 2001 Page 1 of 19 Equal 0 ortunity Employer TABLE OF CONTENTS RFP 01-11R SECTION A -- REQUEST FOR PROPOSALS REQUEST FOR PROPOSALS..........................................................................................................................1 I. STATEMENT OF WORK......................................................................................................................5 II. BACKGROUND.................................................................................................................................1.15 III. INTENT AND DURATION.....................................................................................................................5 IV. ACCOUNTS INCLUDED.......................................................................................................................5 V. ACCOUNT STRUCTURE......................................................................................................................6 VI. AVAILABILITY OF FUNDS...................................................................................................................7 VII. DAILY BALANCE REPORT NOTIFICATION.......................................................................................7 VIII. INVESTMENT PROGRAM....................................................................................................................8 IX. WIRE TRANSFERS..............................................................................................................................9 X. STATEMENT AND ADVICE FREQUENCY..........................................................................................9 XI. ACCOUNT RECONCILIATION.............................................................................................................9 XII. COIN SORTING.......................................................................................................I............................9 XIII. LOCK BOX SERVICES.......................................................................................................................10 XIV. DESIGNATED ACCOUNT EXECUTIVE.............................................................................................10 XV. ACCESS TO BANK RECORDS..................................................................................I......................10 XVI. CREDIT/DEBIT CARD TRANSACTIONS...........................................................................................10 XVII. AUTOMATIC FUNDS TRANSFER (AFT) AUTOMATIC CLEARING HOUSE (ACH DEBIT).............................................................................10 XVIII. CUSTODIAL ARRANGEMENTS........................................................................................................11 XIX. OTHER BANKING SERVICES AND CONDITIONS...........................................................................11 XX. COMPUTER REQUIREMENTS..........................................................................................................13 XXI. MISCELLANEOUS ITEMS..................................................................................................................14 XXII. INFORMATION FOR COMPLETING PROPOSAL FORM................................................................14 XXIII. SUMMARY..........................................................................................................................................15 XXIV. SERVICE CHARGES..........................................................................................................................15 XXV. PROPOSAL REQUIREMENTS...........................................................................................................15 XXVI. EVALUATION OF PROPOSALS........................................................................................................17 XXVII. GENERAL INFORMATION AND SCHEDULE OF EVENTS..............................................................18 XXVIII. SUMMARY OF DOCUMENTS TO BE SUBMITTED WITH PROPOSALS........................................18 XXIX. AWARD OF CONTRACT....................................................................................................................19 XXX. INSURANCE.......................................................................................................................................19 Page 2 of 19 SECTION B - INSTRUCTIONS TO OFFERORS I- DEFINED TERMS...........................................................................................................................................1 2. SPECIAL CONDITIONS................................................................................................................................. 3. EXAM OF CONTRACT DOCUMENTS AND SITE........................................................................................1 4. NON- COLLUSIVE AFFIDAVIT AND PUBLIC ENTITY CRIMES .................................................................2 5. CONFLICT OF INTEREST.............................................................................................................................2 6. SUBMISSION OF PROPOSALS...................................................................................................................2 7. MODIFICATION AND WITHDRAWAL OF PROPOSALS.............................................................................3 8. REJECTION OF PROPOSALS......................................................................................................................3 9. QUALIFICATIONS OF OFFERORS..............................................................................................................4 10. INSURANCE.................................................................................................................................................5 11. INDEMNIFICATION......................................................................................................................................6 12. RENEGOTIATION........................................................................................................................................6 13. REMEDIAL ACTION AND TERMINATION FOR CAUSE AND DEFAULT................................................7 14. TERMINATION FOR CONVENIENCE OF CITY..........................................................................................7 15. AUDIT RIGHTS............................................................................................................................................7 16. ASSIGNMENT..............................................................................................................................................8 17. TERM OF CONTRACT................................................................................................................................8 18. VOLUME OF WORK....................................................................................................................................8 19. PROPOSAL FORMS....................................................................................................................................8 20. MINIMUM PROPOSAL INFORMATION......................................................................................................9 SECTION C - PROPOSAL FORM FOR BANKING SERVICES PRICINGSUMMARY.........................................................................................................................................2 OFFEROR'S CERTIFICATION (INDIVIDUAL)..................................................................................................6 OFFEROR'S CERTIFICATION (SOLE PROPRIETOR OR FICTITIOUS NAME).............................................7 OFFEROR'S CERTIFICATION (PARTNERSHIP).............................................................................................8 OFFEROR'S CERTIFICATION (CORPORATION)............................................................................................9 Page 3of19 SECTION D -FORMS CERTIFIEDRESOLUTION..........................................................................................................................1 -1 OFFEROR'S QUALIFICATION STATEMENT.............................................................................................1 - 6 NON -COLLUSIVE AFFIDAVIT....................................................................................................................1 - 2 PUBLICENTITY CRIMES FORM................................................................................................................1 - 3 FOREIGN CORPORATION STATEMENT..................................................................................................1 -1 Page 4 of 19 I. STATEMENT OF WORK The City of Tamarac is seeking Proposals from qualified Proposers to provide Banking Services in accordance with the terms, conditions, and specifications contained in this Request for Proposals (RFP). The Proposal shall address at a minimum the following objectives: A. Actual daily operational banking needs of the City of Tamarac. B. Provide maximum service to the City of Tamarac while minimizing costs to the City. II. BACKGROUND The City of Tamarac is a metropolitan municipality serving more than 55,000 residents and encompassing an area of 12 square miles. III. INTENT AND DURATION It is the intent of the City of Tamarac to select one Bank to provide full banking and custodial services for all City funds, except for its employee's pension funds, which are organized and administered separately. The objectives are to obtain the best banking services while minimizing the cost to the City. The period of the contract for banking services shall commence within Ninety 190) days of selection of the depository Bank and shall terminate Five (5) years after the date of commencement. The City reserves the right to renew the contract for an additional Two 2 ears pending a mutual agreement between the City and the vendor, and a review by the City of vendor's contract performance for the previous year. Prices, terms and conditions shall remain firm throughout this contract period unless modified or canceled in accordance with the provisions of this Proposal. IV. ACCOUNTS INCLUDED All banking services will be conducted within one Concentration Account (Master Account) bank account with the following sub -accounts: 1. Accounts Payable Account 2. Payroll Account 3. EMS Billing Account 4. Utility Account 5. Compensating Balance Account V. ACCOUNT STRUCTURE The City of Tamarac desires to maximize its cash availability through the use of concentration and zero -balance accounts. This account structure will be Page 5 of 19 comprised of a Concentration Account and four (4) zero -balance accounts (Accounts Payable, Payroll, EMS Billing and Utility). All disbursements will flow through the zero -balance accounts. All balances will be maintained in the Concentration Account. The Accounts Payable, Payroll, EMS and Utility accounts will be reimbursed at the close of the business day, or at the opening of the business day following the day the checks are presented for payment, depending on the Bank's policy. The zero -balance accounts will always have a zero ledger balance at the beginning of each business day. The zero -balance accounts will be established as controlled disbursement accounts to manage check presentation. The City of Tamarac reserves the right to open additional zero -balance accounts during the contract period at the price proposed in this Proposal, provided the awarded Bank is furnished written notification at least twenty (20) calendar days before implementation date. 1. Concentration Account (Master Account) The Bank will establish a Master Account and transfer all collected balances in the City's accounts at the close of each business day. The total balance in the Master Account will then be invested in a repurchase agreement at the Bank and be collateralized by the provisions of the Master Repurchase and Custodial Agreements. This account will be used to support activity costs for all accounts. All wire transfers and ACH debits and credits will be made to and from this account. 2. Accounts Payable Account (Zero Balance Account) This account will be used solely to process disbursements for accounts payable. There will not be any direct deposits into this account, except for the Bank transfer to cover checks presented for payment. 3. Payroll Account (Zero Balance Account) This account will be used solely to process payroll disbursements to City Employees. There will not be any direct deposits into this account, except for the Bank transfer to cover checks presented for payment. This account will also handle the direct deposit transactions of the City employees. Page 6 of 19 4. EMS Billing Account (Zero Balance Account) This account will be used solely to process EMS lockbox deposits and other related transactions. 5. Utility Account (Zero Balance Account) This account will be used solely to process Utility ACH deposits and other related transactions. 6. Other Zero -Balance Accounts Other accounts may be established over the contract term by the City of Tamarac. These accounts will function essentially the same as the two zero - balance accounts indicated above. The zero -balance accounts will operate on the following basis: Transfers between accounts will be charged to the City only as transfers and not also as items deposited and checks paid. All transfers will take place automatically without initiation by the City. At the end of the business day, the zero -balance accounts will be debited for all checks presented during the day. At the close of the business day, the total amount debited will be transferred from the Concentration Account and credited to each zero -balance account. VI. AVAILABILITY OF FUNDS Awarded Bank agrees to credit the City's Concentration Account for Incoming Wire Transfers the same day, regardless of time of receipt during the day. The majority of deposits will be made through an armored car service. All deposits picked up by the armored car company will be given same day ledger credit regardless of the actual time the deposits are taken to the Bank by the armored car company. All checks will be based on the awarded Bank's "availability schedule". Proposing banks are required to attach a copy of their current "availability schedule" to the Proposal. Awarded Bank agrees to notify the Director of Finance, in writing, of any changes to the schedule. The City reserves the right to periodically audit the awarded Bank's compliance with the existing "availability schedule". VII. DAILY BALANCE REPORT NOTIFICATION The awarded Bank will be required to provide the daily balance notification to City of Tamarac. This notification will be required by 8:00 am, via a computer terminal. This notification will be to the attention of the Finance Department and Page 7 of 19 will consist of the following minimum information: 1. Ledger Balance 2. Available (or collected balance) 3. Float for 1, 2 and 3 day 4. Summary of debit and credit postings The available balance shall include the proceeds returned to the Bank from any bank -initiated repurchase agreement from the previous business day. It shall also include the proceeds of all wire transfers received the previous business day, regardless of time of receipt. VIII. INVESTMENT PROGRAM 1. Sweep Type Account The Bank will establish a Master Account and transfer all collected balances in the City's accounts at the close of each business day. The total balance in the Master Account will then be invested in a repurchase agreement or money market instrument at the Bank and be collateralized by the provisions of the Master Repurchase and Custodial Agreement. Said Agreement shall indicate the type of securities that will collateralize the repurchase agreements and these securities shall be guaranteed by the federal government. It is the City's understanding that Federal Reserve Board Regulation D provides repurchase agreements are not considered "deposits" and are therefore exempt from reserve requirements. The interest rate established for the Account shall be determined from the average weekly Federal Funds Rate for the previous week, as published in the Monday or Tuesday edition of the Wall Street Journal, and shall remain in effect until a new average rate is published. The Bank is to indicate their rate offer on the Proposal summary as follows: a) Unadjusted from the average weekly Federal Funds Rate or, b) Adjusted as an addition to the average weekly Federal Funds Rate (e.g., plus 25 basis points) or, c) Adjusted as a reduction to the average weekly Federal Funds Rate (e.g. minus 25 basis points). The Bank will provide the City debit/credit memos each day, showing the amount withdrawn and re -deposited as a result of Account activity for the prior business day. The City reserves the right to purchase investments through any other financial institution or broker it deems appropriate, including the official depository bank. The City reserves the rights noted in Section XIX, Item 18 with regard to additional bank services. Securities used as collateralization for the Master Repurchase Agreement will be deposited in the City's account with a third party or the Federal Reserve Bank with a market value of not less than 100% of the balance. Page 8 of 19 IX. WIRE TRANSFERS The City receives various wire transfers throughout the month. The City will also disburse funds via repetitive wire transfers upon on-line requests of an authorized person, or non -repetitive wire transfers upon on-line request of an authorized person and confirmation by a second authorized person. The City desires to enter into a Wire Transfer agreement with the awarded Bank for all incoming and outgoing wire transfers. The Bank is requested to provide a copy of its Wire Transfer agreement with its Proposal. Said agreement must take into consideration the provisions of UCC Article 4A. X. STATEMENT AND ADVICE FREQUENCY Monthly bank statements will be for the full calendar month and will be delivered to the City's Finance Department within five (5) business days after the end of the month. A Monthly Service Charge Report for a particular month will be completed and delivered to the City's Finance Department within ten (10) business days after the end of the month. This analysis will contain unit cost, monthly units, average daily balance, float and any and all charges for activities related to services performed for the City. XI. ACCOUNT RECONCILIATION The awarded Bank will provide reconciliation service for all accounts specified in the RFP. Reconciliation services include at least the following requirements: a) Checks paid to the Bank each month via modem, diskette or alternative medium suitable to the City's operating requirements. b) Return of all canceled checks or check images, sorted by check number, on a monthly basis. c) Return of all other items, such as debit and credit memos, and deposit tickets in date order on a monthly basis. The information described in item a) above will be available to the City within five (5) business days after the end of the month. Other services will be provided within ten (10) business days after the end of the month. XII. COIN SORTING The City anticipates that it will have approximately $1,000.00 per month in loose coins to be sorted and counted. The mix of the coinage will vary from month to month. Page 9 of 19 XIII. LOCK BOX SERVICES The City utilizes lock box services. All Proposals must include pricing for this service. XIV. DESIGNATED ACCOUNT EXECUTIVE The City requests that the proposing banks provide the names of a designated account executive, as well as an alternate. The designated account executives _must have the authority to make timely decisions in the normal course of business. Resumes must be provided for all key account executives designated to service this account. XV. ACCESS TO BANK RECORDS The City, or its authorized representatives, shall have access to the books and records maintained by the Bank with respect to such City bank accounts at all reasonable times, including the inspection or copying of such books and records and all memoranda, checks, correspondence or documents pertaining thereto. Such books and records shall be preserved by the Bank as required by applicable regulatory bodies. XVI. CREDIT/DEBIT CARD TRANSACTIONS The City would like to offer the option of allowing its citizens to use credit cards for certain transactions, specifically involving the City of Tamarac Building, Parks and Recreation and Utilities Departments. This service must be included in the RFP. The proposer should detail all activities related to this service in the Proposal. The details should include Bank's ability to handle on-line credit card transactions as well as the following: 1. Credit cards accepted (Visa, MC, Amex, Discover, etc.) 2. Bank or other debit cards 3. Proposed methods for handling these transactions 4. Schedule of costs to the City for providing this service to its citizens. XVII. AUTOMATIC FUNDS TRANSFER AFT 1 AUTOMATIC CLEARING HOUSE (ACH DEBIT) The City offers its utility customers the option of paying utility bills via Automatic Funds Transfer (AFT)/Automatic Clearing House (ACH debit). The City currently has approximately 18,000 utility customers; approximately 20% of these customers use Automatic Funds Transfer to pay utility bills. Page 10 of 19 Please provide a complete description of any AFT/ACH program you may have. Include details of the City's data transfer requirements and a listing of all fees (if any). XVIII. CUSTODIAL ARRANGEMENTS Specify any differences between Custodial Services and Safekeeping Services. If any differences exist, the City requires the higher level of care. The City is considering placing all of its custodial services with the Bank that serves as the depository Bank as a result of this RFP. The optional custodial services requested will be for the various securities currently held in safekeeping by the present depository's Trust Department, as well as the various securities that are purchased from other dealers and banks. These securities will be purchased and then transferred to the depository Bank to be placed within a custodial account within the Bank's Trust Department. These securities will be held until they are traded or mature. Interest received on these securities and proceeds from maturity or trade will be automatically credited to the City's Concentration Account. In a like manner, the Concentration Account will be automatically debited when securities are purchased and paid for on a delivery versus payment basis. The following amounts reflect the City's estimate of the number of securities and par values that will be placed within the custodial account on an annual basis. Number of annual transactions in/out book entry 55 Par value of securities held (book entry) $55 (million) Monthly reports describing all activities within the custodial account will be necessary. The Bank is requested to provide a copy of its proposed Custodial Agreement for the City's review. The proposed agreement must be negotiable. XIX. OTHER BANKING SERVICES AND CONDITIONS 1. All returned checks due to insufficient funds will be automatically re -deposited a second time. Please include your charge (if any) for this item. If a check is returned a second time, the Bank will return the check to the City. NSF checks will be debited to the Concentration Account. 2. The City intends to pay for all services specified within this RFP through compensating balances. 3. The depository Bank will provide all necessary banking supplies. These shall include, but not be limited to, deposit bags, coin wrappers, deposit slips (original and two copies) and deposit stamps. The Bank will also be responsible for paying the cost of blank check stock for all the disbursement accounts. Said check stock shall be ordered by the City from the vendor of its choice but shall be paid for by the depository Bank. The cost of said checks Page 11 of 19 may be added to the Bank's cost of servicing the City's accounts or used for computing the compensating balance for the City. The Bank will also provide an adequate supply of night deposit box keys and lockable night deposit bags. 4. At no time will any charges be applied against any of the accounts established through this RFP. All charges will be paid through the compensating balance. Should the City desire to add services not contemplated in this RFP, those charges will be covered by the compensating balance or by direct invoice, as directed by City. Unless agreed to by the City of Tamarac, this RFP will contain all the costs associated with providing banking services, as requested, to the City of Tamarac. Additional costs not previously approved or authorized by City will not be paid or funded in the compensating balance calculations. 5. All debit and credit memos required to adjust errors caused by the Bank will not be charged to the City. A copy of the particular deposit slip must accompany all deposit errors. All bank errors must be corrected within three (3) business days of notification by the City. 6. The City will deposit funds equal to or exceeding the gross amount of checks issued and/or wire transfers out. However, if an overdraft occurs due to a clerical error or oversight, all checks presented for payment shall be honored. The Bank will notify the Director of Finance immediately so that corrective action can be taken. 7. All Stop Payment Orders will be transmitted either through a PC connection to the Bank or via phone with written follow-up. Upon receipt of the order, the Bank will examine their records and inform the City as to whether the specified check has or has not been cashed. If the Bank determines that the specified check has been paid, the Bank will forward to the City a copy of said check. If the Bank determines that the specified check has not been paid, the Bank will immediately issue its internal stop payment order and confirm the execution of said order to the City. Cancellations of Stop Payment Orders (if any) will be processed as above. 8. Coins and currency are occasionally requested by various departments within the City. Please provide a standard fee (if any) for providing this service as required. 9. The State of Florida and the US Government send approximately five (5) Automated Clearing House (ACH) transactions per month to the City. 10. The City reserves the right to establish additional accounts with other banks, or provide for additional services from other banks, if the City so deems necessary. If the City elects to exercise this right, the contract covered by this Proposal shall remain in effect as regards all terms, agreements and conditions without penalty or diminution of ongoing banking services as contained therein and previously provided by the successful Bank in this Page 12 of 19 Proposal. 11. The Bank will offer the City the ability to lock all bank accounts from ACH debits from outside sources, with the exception of the Internal Revenue Service. The City will provide this exception to the Bank in writing. 12. The City anticipates a need for a "Positive Pay/Full Reconciliation" service. Please provide a complete description of any positive payment programs your Bank may have. Include details and a listing of all fees (if any). 13. The City anticipates a need for an "imaging" service for all cancelled checks. Please provide details and a listing of all fees (if any). 14. The City may have need of an Automated Teller Machine (ATM). Include details and a listing of fees (if any). 15. Propose any new financial services, plans or practices deemed to be in the best interest of the City if not otherwise addressed in this Proposal. 16. Indicate the dollar amount of credit you would be able to extend to the City on a short-term basis through promissory note or line of credit if the City decides to avail itself of such service from your institution. The loan funds may be provided either directly by your institution or by your institution as the lead bank with other participating banks. 17. Describe the type of financial services you can provide to the City for leasing machinery or equipment. Include any limitations your Bank may have. 18. The City reserves the right to establish additional accounts in other banks, or provide for additional services from other banks, if the City so deems necessary. If the City elects to exercise this right , the contract covered by this Proposal shall remain in effect as regards all terms, agreements and conditions without penalty or diminution of ongoing banking services as contained therein and previously provided by the successful bank in this proposal. XX. COMPUTER REQUIREMENTS 1. Please provide a specification on the equipment required by the City to access your on-line services. This specification should include at least the following information: a) Windows Format b) Minimum memory c) Minimum hard disk requirements d) Minimum Windows 98 version e) Communication specification f) Mouse requirement (if any) Page 13 of 19 g) Operational environment The specification should include any additional information necessary to enable City to communicate electronically with the awarded Bank. 2. Please provide a schedule of hours of operation for electronic services. List exceptions (if any) to the general schedule. XXI. MISCELLANEOUS ITEMS 1. Please outline any Banking Incentive Programs for City employees such as: a) Free or reduced cost checking accounts b) Reduced rate loans c) Other free or reduced cost services provided to Bank customer's employees. 2. On occasion, the City receives Canadian checks. Some are payable in US currency and some are payable in Canadian currency. Please state your policy on handling these and other foreign checks. XXII. INFORMATION FOR COMPLETING PROPOSAL FORM 1. Explanation of Proposal Forms The use of the Proposal Forms or copies thereof is required of all proposers. No Proposal will be considered without amounts being placed on these forms. If the Bank is unable to meet or exceed the requirements specified, the phrase "No Proposal" should be entered for that particular item. The Proposal will be on a variable cost basis. Under the variable cost method, actual monthly services will be counted and the volume of transactions will be computed to determine the compensating balance required to support the activity. The City reserves the right to eliminate any individual service contained in the RFP if, based on analysis, the fees for providing the service are excessive or if the service proposed can be performed in an alternative manner. 2. Completion of Proposal Form Each Bank should review the Proposal forms and price each service specified. Per item charges should be extended to the "Monthly Cost" column. The total of this column will be entered on the line "Total Proposed Cost". Page 14 of 19 XXIII. SUMMARY All banks are requested to complete the form "Proposal Form for Banking Services", attach the requested forms, reports and exhibits and return the package to the City in accordance with the instructions in "General Terms and Conditions. The City intends to enter into a formal Banking Services Contract with the awarded Bank which will incorporate all provisions of the RFP. Additional terms and conditions will not be included in the contract unless mutually agreed upon by both parties. XXIV. SERVICE CHARGES The City of Tamarac currently uses compensating balances to pay for banking services. The City plans to continue this practice, but alternative Proposals will be accepted for evaluation. XXV. PROPOSAL REQUIREMENTS 1. Scone of Services Proposed Clearly describe the scope of services proposed inclusive. A brief statement must be included which explains why your approach and plan would be the most effective and beneficial to the residents of the City of Tamarac. Each Proposal shall provide a straightforward, concise delineation of the Proposer's capabilities to satisfy the requirements of the RFP. The emphasis in each Proposal must be on completeness and clarity of content. In order to expedite the evaluation of Proposals, it is essential that Proposers follow the format and instructions contained herein. If the Proposer so wishes, the Proposal may be accompanied with brochures, promotional materials or displays properly identified. However, Proposal submission requirements as listed herein must be followed. All Proposals must be submitted as specified on the Proposal pages, which follow. Any attachments must be clearly identified. The Proposal must address a commitment to continuous provision of the scope of services proposed within the contract period. 2. Firm Qualifications This section of the Proposal should give a description of the firm, including the size, range of activities, etc. Particular emphasis should be given as to how the firm -wide experience and expertise in the area of Banking Services will be brought to bear on the proposed work. This section must also identify the contact person supervisory personnel who will be responsible for the provision of services. The Technical Proposal should adhere to the following format: A. Title Page — show the request for Proposal subject, the name of your firm, Page 15 of 19 address, telephone number, name of contract person and date. B. Table of Contents — clearly identify the material by section and page number. C. Letter of Transmittal — limited 1-5 printed pages. 1. Briefly state your firm's understanding of the work to be done and provide a positive commitment to perform the work. 2. State the names of the persons who will be authorized to make presentations for your firm, their titles, addresses and telephone numbers. D. Profile of Proposer 1. State whether your organization is national, regional or local. 2. State the location of the office from which your work will be performed. 3. Describe your firm's experience in providing banking services for municipalities. Provide a representative list of current and prior government clients. Include the contract person's name and telephone number and indicate the type of services performed. 3. References Provide a list and description of similar services satisfactorily performed within the past three (3) years. For each engagement listed, include the name and telephone number of a representative for whom the engagement was undertaken who can verify satisfactory performance. 4. Price Proposal Submit your signed, firm, fixed fee performance -based price Proposal for providing all services, materials, etc., required for completion of services in accordance with your technical Proposal. The price Proposal must be submitted on the forms provided. 5. Proposal Copies Submission of one original copy and five (5) copies of the Proposal shall be submitted to the City of Tamarac, City Hall, 7525 NW 88th Avenue, Tamarac, Florida 33321, to the attention of Lynda S. Flurry, Purchasing and Contracts Manager. Page 16 of 19 6. Addenda Additional Information Any addenda or answers to written questions supplied by the City to participating Offeror's become part of this Request for Proposal and the resulting contract. This Proposal form shall be signed by an authorized company representative, dated and returned with the Proposal. No negotiations, decisions or actions shall be initiated or executed by the Offeror as a result of any discussions with any City employee. Only those communications, which are in writing from the Purchasing and Contracts Manager, may be considered as a duly authorized expression. Also, only communications from Offerors, which are signed, and in writing will be recognized by the City as duly authorized expressions on behalf of the Offeror. XXVI. EVALUATION OF PROPOSALS 1. Evaluation Method and Criteria Proposals will be evaluated using the criteria listed below: CRITERIA POINT RANGE 1. Cost of services as well as transaction time and 0-50 investment earnings rate will be evaluated based on the Proposal summary. 2. Ability to provide the type and quality of services 0-30 requested. 3. Prior experience in providing banking services to 0-15 governments, including organizational structure available to service the City. 4. Other financial services available from the Bank 0-05 above and beyond. Maximum Points 100 These weighted criteria are provided to assist the proposers in the allocation of their time and efforts during the submission process. The criteria also guides the Evaluation Committee during the short -listing and final ranking of proposers by establishing a general framework for those deliberations. Short listed Proposals will be selected for an interview prior to a recommendation being presented to the City Commission. As the best interest of the CITY may require, the right is reserved to reject any and all Proposals or waive any minor irregularity or technicality in Proposals received. Proposers are cautioned to make no assumptions unless their Proposal has been evaluated as being responsive. The successful proposer shall be required to execute a City contract covering Page 17 of 19 the scope of services to be provided and setting forth the duties, rights and responsibilities of the parties. This contract must be executed by the successful proposer prior to recommendation of award and presentation to the City Commission. XXVII. GENERAL INFORMATION AND SCHEDULE OF EVENTS For information concerning this Request for Proposal (RFP), contact the City's Purchasing and Contracts Manager, Lynda S. Flurry, at (954) 724-2450. Such contact is to be for clarification purposes only. Material changes, if any, to the scope of services, or Proposal procedures will only be transmitted by written addendum. The schedule of events, relative to the procurement shall be as follows: Event Date (on or by) 1. Issuance of Request for Proposals 04/16/01 05/16/01 2. Opening of Proposals 05/17/01-05/31 /01 3. Proposal Evaluations 06/04/01 4. Presentations 06/11 /01 5. Complete Negotiations 6. Award of Contract 07/11/01 CITY reserves the right to delay scheduled dates. XXVIII. SUMMARY OF DOCUMENTS TO BE SUBMITTED WITH PROPOSALS Samples of the following documents (except the Certificate of Insurance), are attached and shall be executed as a condition of this offer: a) Proposal, Pricing Summary and Offeror's Certification b) Certified Resolution c) Offeror's Qualification Statement d) Non -Collusive Affidavit e) Public Entity Crimes Statement f) Foreign Corporation Statement g) Certificate(s) of Insurance Page 18 of 19 XXIX. AWARD OF CONTRACT The contract or contracts shall be awarded to the responsible Offeror(s) whose Proposal(s) is/are determined to be the most advantageous to CITY, taking into consideration the evaluation factors and criteria set forth in the Request for Proposals. Be advised that the CITY is prepared to award individual contracts for each service or multiple services or any other combination of services as CITY deems in its best interests. XXX. INSURANCE PLEASE HAVE YOUR INSURANCE REPRESENTATIVE CAREFULLY REVIEW ANY INSURANCE COVERAGES AND CONDITIONS PRIOR TO SUBMITTING YOUR PROPOSAL TO ENSURE COMPLIANCE WITH THE INSURANCE REQUIREMENTS OF THE INSTRUCTIONS TO OFFERORS. Page 19 of 19 SECTION B - INSTRUCTIONS TO OFFERORS STANDARD TERMS AND CONDITIONS RFP 01-11R 1. DEFINED TERMS 1.1 Terms used in these Instructions to Offerors are defined and have the meaning assigned to them. The term "Offeror" means one who submits a Proposal directly to CITY as distinct from a Sub -Offeror, who submits a Proposal to the Offeror. The term "Successful Offeror" means the qualified, responsible and responsive Offeror to whom CITY (on the basis of CITY'S evaluation as hereinafter provided) makes an award. The term "CITY" refers to the City of Tamarac, a municipal corporation of the State of Florida. The term "Proposal Documents" includes the Request for Proposals, Instructions to Offerors, Proposal, Qualifications Statement, Non -Collusive Affidavit and Public Entity Crime Statement, Corporate Resolution or Letter of Transmittal, Proposal Security and Specifications, if any, and the proposed Contract Documents, if any, (including all Addenda issued prior to receipt of Proposals). The term "CONTRACTOR" shall mean the individual(s) or firm(s) to whom the award is made and who executes the Contract Documents. 2. SPECIAL CONDITIONS 2.1 Any and all Special Conditions that may vary from the General Conditions shall have precedence. 3. EXAMINATION OF CONTRACT DOCUMENTS AND SITE 3.1 Before submitting a Proposal, each Offeror must (a) visit the site to familiarize himself with the facilities and equipment that may in any manner affect cost, or performance of the work; (b) consider federal, state and local laws, ordinances, rules and regulations that may in any manner affect cost, or performance of the work, (c) study and carefully correlate the Offeror's observations with the Proposal Documents; and (d) notify the Purchasing and Contracts Manager of all conflicts, errors and discrepancies, if any, in the Proposal Documents. 3.2 Offeror, by and through the submission of a Proposal, agrees that he shall be held responsible for having examined the facilities and equipment; familiarized himself with the nature and extent of the work and any local conditions that may affect the work to be done and the equipment, materials, parts and labor required. Page 1 of 9 4. NON -COLLUSIVE AFFIDAVIT AND PUBLIC ENTITY CRIME FORMS 4.1 Each Offeror shall complete the Non -Collusive Affidavit, and the Public Entity Crimes Form and shall submit the forms with the Proposal. CITY considers the failure of the Offeror to submit these documents to be a major irregularity and may be cause for rejection of the Proposal. 5. CONFLICT OF INTEREST 5.1 The award of any contract hereunder is subject to the provisions of Chapter 112, Florida Statutes. Offerors must disclose with their Proposal the name of any officer, director, partner, proprietor, associate or agent who is also an officer or employee of CITY or any of its agencies. Further, all Offerors must disclose the name of any officer or employee of CITY who owns, directly or indirectly, an interest of five percent (5%) or more in the Offeror's firm or any of its branches or affiliate companies. 6. SUBMISSION OF PROPOSALS 6.1 Proposals must be typed or printed in ink. Use of erasable ink is not permitted. All corrections to prices made by the Offeror must be initialed. 6.2 Proposals must contain a manual signature of the authorized representative of the Offeror. Proposals shall contain an acknowledgment of receipt of all Addenda. The address and telephone number for communications regarding the Proposal must be shown. 6.3 Proposals by corporations must be executed in the corporate name by the President or other corporate officer accompanied by evidence of authority to sign. The corporate address and state of incorporation must be shown below the signature. 6.4 Proposals by partnerships must be executed in the partnership name and signed by a partner, whose title must appear under the signature and the official address of the partnership must be shown below the signature. 6.5 Proposals shall be submitted at or before the time and at the place indicated in the Request for Proposals and shall be submitted in a sealed envelope (faxed Proposals will not be accepted under any circumstances). The envelope shall be clearly marked on the exterior "PROPOSAL FOR BANKING SERVICES THE CITY OF TAMARAC FLORIDA, OPEN MAY 16, 2001," and shall state the name and address of the Offeror and shall be accompanied by any other required documents. No responsibility will attach to the Purchasing Office forthe premature opening of a Proposal not properly addressed and identified. Page 2 of 9 6.6 In accordance with Chapter 119 of the Florida Statutes (Public Records Law), and except as may be provided by other applicable state and federal law, the Request for Proposal and the responses thereto are in the public domain. However, the Offerors are requested to identify specifically any information contained in their Proposals which they consider confidential and/or proprietary and which they believe to be exempt from disclosure, citing specifically the applicable exempting law. 6.7 All Proposals received from Offerors in response to the Request for Proposal will become the property of CITY and will not be returned to the Offerors. In the event of Contract award, all documentation produced as part of the Contract shall become the exclusive property of CITY. 7. MODIFICATION AND WITHDRAWAL OF PROPOSA 7.1 Proposals may be modified or withdrawn by an appropriate document duly executed (in the manner that a Proposal must be executed) and delivered to the place where Proposals are to be submitted at any time prior to the deadline for submitting Proposals. A request for withdrawal or a modification must be in writing and signed by a person duly authorized to do so. Evidence of such authority must accompany the request for withdrawal or modification. Withdrawal of a Proposal will not prejudice the rights of an Offeror to submit a new Proposal prior to the Proposal opening date and time. After expiration of the period for receiving Proposals, no Proposal may be withdrawn or modified. 7.2 If, within twenty-four (24) hours after Proposals are opened, any Offeror files a duly signed, written notice with CITY and within five (5) calendar days thereafter demonstrates to the reasonable satisfaction of CITY by clear and convincing evidence there was a material and substantial mistake in the preparation of its Proposal, or that the mistake is clearly evident on the face of the Proposal but the intended correct Proposal is not similarly evident, then Offeror may withdraw its Proposal and the Bid Security will be returned. Thereafter, the Offeror will be disqualified from further bidding on the subject Contract. 8. REJECTION OF PROPOSALS 8.1 To the extent permitted by applicable state and federal laws and regulations, CITY reserves the right to reject any and all Proposals, to waive any and all informalities not involving price, time or changes in the work with the Successful Offeror, and the right to disregard all nonconforming, non -responsive, unbalanced or conditional Proposals. Proposal will be considered irregular and may be rejected, if they show serious omissions, alterations in form, additions not called for, conditions or unauthorized alterations, or irregularities of any kind. Page 3 of 9 8.2 CITY reserves the right to reject the Proposal of any Offeror if CITY believes that it would not be in the best interest of the CITY to make an award to that Offeror, whether because the Proposal is not responsive or the Offeror is unqualified or of doubtful financial ability or fails to meet any other pertinent standard or criteria established by CITY. SPECIAL CONDITIONS TO INSTRUCTIONS TO OFFERORS 9. QUALIFICATIONS OF OFFERORS 9.1 Each Offeror shall complete the Pricing Summary and submit the same with the Proposal. Failure to submit the Questionnaire and the documents required, as listed in the Request for Proposals, Section XXVIII. Summary of Documents To Be Submitted With Proposals, may constitute grounds for rejection of the Proposal. 9.2 A bank submitting a Proposal must be: a) A Federal or Florida chartered financial institution with a principal _ Branch office located within the corporate limits of the City of Tamarac. b) A member of the Federal Reserve System c) An approved public depository by the Treasurer of the State of Florida in conformity to the Florida Security for Public Deposits Act (Chapter 280, Florida Statutes). Offeror must have adequate organization, facilities, equipment and personnel to insure prompt and efficient services to the City. The City reserves the right before recommending any award to inspect the facilities, organization and financial condition or to take any other action necessary to determine ability to perform in accordance with specifications, terms and conditions. 9.3 As a part of the Proposal evaluation process, CITY may conduct a background investigation, including a record check by the Broward Sheriffs Office of Offeror. Offeror's submission of a Proposal constitutes acknowledgement of the process and consent to such investigation. 9.4 No Proposal shall be accepted from, nor will any contract be awarded to, any person, who is in arrears to CITY, upon any debt or contract, or who is a defaulter, as surety or otherwise, upon any obligation to CITY, or who is deemed irresponsible or unreliable by CITY. Page 4 of 9 10. INSURANCE 10.1 The Successful Offeror shall secure and maintain, at its own expense, and keep in effect during the full period of both contracts a policy or policies of insurance, which must include the following coverage's and minimum limits of liability: a) Worker's Compensation and Employer's Liability Insurance for all employees of the Successful Offeror engaged in work under the Contract in accordance with laws of the State of Florida. The Successful Offeror shall agree to be responsible for the employment, control and conduct of its employees and for any injury sustained by such employees in the course of their employment. b) Professional Liability Insurance in an amount not less than $5,000,000.00. c) Fidelity Bond The Contractor shall procure and maintain a Blanket Fidelity Bond on each bank employee handling City funds for the term of the contract. The minimum limits of coverage shall be $1,000,000 per occurrence. Fidelity Bond relates to the bank's blanket insurance on its employees for errors, omissions, or theft. State your policy's coverage limits or any liability (if any) the City would incur. 10.2 ALL LIABILITY INSURANCE POLICIES SHALL SPECIFICALLY PROVIDE THAT THE CITY OF TAMARAC IS AN ADDITIONAL NAMED INSURED WITH RESPECT TO THE REQUIRED COVERAGES AND THE OPERATIONS OF THE CONTRACTOR UNDER THE CONTRACT. Insurance Companies selected must be acceptable to the City. All of the policies of insurance so required to be purchased and maintained shall contain a provision or endorsement that the coverage afforded shall not be canceled, materially changed or renewal refused until at least thirty (30) calendar days written notice has been given to City be certified mail. 10.3 The required insurance coverage shall be issued by an insurance company duly authorized and licensed to do business in the State of Florida with the following minimum qualifications in accordance with the latest edition of A.M. Best's Insurance Guide: Financial Stability A - Financial Size VIII Policies shall be "Occurrence" form. Page 5 of 9 11. INDEMNIFICATION 11.1 GENERAL INDEMNIFICATION: The CONTRACTOR shall indemnify and hold harmless the CITY, its elected and appointed officials, employees, and agents from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the CONTRACTOR or its officers, employees, agents, subcontractors, or independent contractors, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the CITY or its elected or appointed officials and employees. The above provisions shall survive the termination of this Agreement and shall pertain to any occurrence during the term of this Agreement, even though the claim may be made after the termination hereof. Nothing contained herein is intended nor shall be construed to waive CITY's rights and immunities under the common law or Florida Statutes 768.28, as amended from time to time. 11.2 The Successful Offeror shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 11.3 CITY reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Successful Offeror under the indemnification agreement. Nothing contained herein is intended nor shall it be construed to waive CITY's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 12. RENEGOTIATION 12.1 During the contract period, the City reserves the right to restate and/or renegotiate with the depository bank such additions, deletions, or changes to the contract as may be necessitated by law or changed circumstances. In the event that the City and the bank cannot come to a mutual agreement and negotiation on any such addition, deletion or changed, that portion of the contract concerning the services involved in the addition, deletion, or change shall be terminated and an amendment shall be executed by bank and approved and executed by the City Commission. Page 6 of 9 13. REMEDIAL ACTION AND TERMINATION FOR CAUSE AND DEFAULT 13.1 During the contract period the Director of Finance or the Director's designee shall assess the bank's performance of the contract. In the event of a breach of the contract by the bank or unsatisfactory performance as assessed by the Director of Finance, or if the Contractor performs in a manner that precludes the City from administering its functions in an effective and efficient manner and if, after thirty (30) days following written notice thereof, the bank has been unable to remedy such breach, or provide satisfactory performance, then the City shall upon written notice to the bank, be authorized to cancel the contract, thereafter reserving the right to proceed against the contractor for any and all damages permitted by law arising from said breach. The bank shall not be held responsible for any failure determined to the satisfaction of the Director of Finance to be due to any action or inaction on the part of the City. 14. TERMINATION FOR CONVENIENCE OF CITY 14.1 Upon seven (7) calendar days written notice delivered by certified mail, return receipt requested, to Successful Offeror, CITY may without cause and without prejudice to any other right or remedy, terminate the agreement for CITY's convenience whenever CITY determines that such termination is in the best interests of CITY. Where the agreement is terminated for the convenience of CITY, the notice of termination to Successful Offeror must state that the Contract is being terminated for the convenience of CITY under the termination clause and the extent of termination. Upon receipt of the notice of termination for convenience, Successful Offeror shall promptly discontinue all work at the time and to the extent indicated on the notice of termination, terminate all outstanding subcontractors and purchase orders to the extent that they relate to the terminated portion of the Contract and refrain from placing further orders and subcontracts except as they may be necessary, and complete any continued portions of the work. 15. AUDIT RIGHTS 15.1 CITY reserves the right to audit the records relating to this contract of Successful Offeror at any time during the performance and term of the Contract and for a period of three (3) years after completion and acceptance by CITY. If required by CITY, Successful Offeror shall agree to submit to an audit by an independent certified public account selected by CITY. Successful Offeror shall allow CITY to inspect, examine and review the records of Successful Offeror at any and all times during normal business hours during the term of the Contract. Page 7 of 9 16. ASSIGNMENT 16.1 Successful Offeror shall not assign, transfer or sell the Contract or its rights, title or interests or obligations therein without CITY'S prior written approval. 16.2 Violation of the terms of this paragraph shall constitute a breach of the Contract by Successful Offeror and CITY may, at its discretion, cancel the Contract and all rights, title and interest of Successful Offeror shall thereupon cease and terminate. 17. TERM OF CONTRACT 17.1 The period of the contract shall commence upon the date of contract commencement as specified in the Notice to Proceed and shall terminate five (5) years from that date. 17.2 The contract may be renewed by City for one (1) additional two (2) year period subject to satisfactory performance by the Contactor and determination that renewal is in the best interest of the City. 17.3 All prices, terms, and conditions shall remain firm for the initial period of the contract and for any renewal period unless modified or canceled in accordance with provisions of this Proposal or resulting two-party agreement. 18. VOLUME OF WORK 18.1 No warranty or guarantee is given or implied as to the types or quantities of services that will actually be required. The quantities stated in this Proposal are estimates of one (1) month's requirements and are for cost comparison purposes only. 19. PROPOSAL FORMS 19.1 Proposals are to be submitted on the attached Proposal_ Summary Form or copies thereof. Proposals may not be considered unless they are submitted on this form. a) It shall be assumed that individual banking services, which are offered meet or exceed the requirements as stated in the accompanying specifications. If the Proposer cannot meet a service requirement, then the phrase "not available" should be entered on the Proposal Form for that service requirement. In the case of a "not available " remark, the bank may offer an alternative service. Multiple Proposals and Alternate Proposals may be submitted for consideration. Page 8 of 9 b) This Request for Proposals presents the City's Requirements under present methods of operation. Responses to this request should address these requirements, but Proposers are encouraged to suggest any additional services, which, in their opinion, would be in the best interest of the City. c) Proposals may be submitted which deviate from the requirements herein, providing that they are clearly identified as alternate Proposals and providing further that it can be demonstrated that stated requirements are substantially improved or are not compromised or prejudiced by such deviations; and, that it would be clearly in the interest of the City that an alternative Proposal be considered. Such alternative Proposals will be provisionally accepted for consideration, subject to the reserved right of the City to make the determination whether the above stated conditions for the alternative Proposals have been satisfied and subject further to the reserved right of the City to accept or reject these Proposals upon the basis of the determination. 20. MINIMUM PROPOSAL INFORMATION 20.1 In order for the City to evaluate the Proposals, each bank shall provide information relative to their ability to provide the services that the City shall require both now and in the future. At a minimum, this information must include: a) A summary of the institution's financial resources (including the latest year audited financial statements and annual report of bank and holding company, if any). b) A listing of branches, emphasizing those located within the corporate limits of the City of Tamarac. c) A listing of other local governments accounts serviced by the bank indicating contact person(s) at the government unit. d) An overview of the bank's involvement in community service projects. e) Financial services available beyond those included in the Proposal. f) Any other information the bank believes relevant to the selection of a depository bank. g) Copy of master repurchase and custodial agreement. h) Copy of the Wire Transfer agreement. i) Provide documentation stating Bank is a qualified depository of the State of Florida. Page 9 of 9 SECTION C - PROPOSAL FORM FOR BANKING SERVICES REQUEST FOR PROPOSAL NO. 01-11 R SUBMITTED TO: City of Tamarac 7525 NW 8811 Avenue Tamarac, Florida 33321 1. The undersigned Offeror proposes and agrees, if this Proposal is accepted, to enter into an Agreement with CITY to perform and furnish all work as specified or indicated in the Proposal and Contract Documents for the Contract price and within the Contract time indicated in the Proposal and in accordance with the other terms and conditions of the Proposal and Contract Documents. 2. Offeror accepts and hereby incorporates by reference in this Proposal Form all of the terms and conditions of the Request for Proposal and Instructions to Offerors. 3. The Offeror has become fully informed concerning the local conditions, and nature and extent of work, and has examined all Proposal Documents and insurance requirements. 4. Offeror has given the Purchasing and Contracts Manager written notice of all conflicts, errors or discrepancies that it has discovered in the Contract and/or Proposal documents and the written resolution thereof by the Purchasing and Contracts Manager is acceptable to Offeror. 5. Offeror proposes to furnish all labor, materials, equipment, supplies, services, and supervision for the work described as follows: BANKING SERVICES Page 1 of 9 PRICING SUMMARY 6. Proposer is required to complete the following pricing list, which reflects the estimated requirements of the City and will be the determining factor in evaluating the cost of services. These services will be required at the start of the contract. Indicate N/C if there is no charge for an item. If Proposer wishes to incorporate additional service items, please use blanks provided. SPECIFIC CHARGES FOR SERVICE METHOD Account Transactions (Quantities Estimated) ITEM NO. DESCRIPTION OF SERVICES (A) VOLUME (13) UNIT COST (A) x (B) MONTHLY COST GENERAL SERVICES 1 CHECKS PAID 900 2 DEPOSITS 200 3 DEPOSITED ITEMS CHARGED BACK 35 4 SECURITY SAFEKEEPING MAINTENANCE 1 5 RE -DEPOSITED ITEMS 70 6 RETURNS SPECIAL INSTRUCTIONS - BASIC 5 7 DEPOSIT CORRECTIONS 1 8 MULTIPLE STATEMENTS 6 9 ACCOUNT MAINTENANCE 6 GENERAL SERVICES TOTAL AUTOMATED CLEARING HOUSE 10 MISCELLANEOUS ITEMS PAID 100 11 FILE PROCESSED 12 12 BLOCK ACH TRANSACTIONS 5 13 DEPOSITS 25 14 MAINTENANCE 2 15 ITEMS ORIGINATED 4000 16 ACH RETURNS 10 17 NOTIFICATIONS OF CHANGE 5 ACH TOTAL CUSTOMER C/L 18 PRE -ENCODED REJECTS OVER 2.5% 5 19 PRE -ENCODED REJECTS THRU 1.5% 60 20 PRE -ENCODED REJECTS >1.5% THRU 2.5% 5 Page 2 of 9 21 ENCODED DEPOSITED ITEMS ON US 2300 22 ENCODED DEPOSITED ITEMS REG CH 7100 23 ENCODED DEPOSITED ITEMS OTHER 6200 CUSTOMER CIL TOTAL IMAGE 24 CHECK IMAGES MAINT. PER OCCURRENCE 2 25 CHECK IMAGES PER ITEM 850 26 CHECK IMAGES ON CD-ROM PER CD 1 IMAGE TOTAL INVISION 27 STOP PAYMENTS 10 28 INQUIRIES 5 29 PACKAGE 1 30 PKG ACCOUNTS 5 31 PKG ACCOUNTS 1 32 PKG DL ITEMS 1500 33 PKG DL ITEMS 900 INVISION TOTAL MONEY CENTER 34 DISPOSABLE BAGS PROCESSED 140 35 DEPOSIT CORRECTIONS 1 36 CASH DEPOSIT PROCESSING 600 MONEY CENTER TOTAL RECONCILEMENTS 37 SERIAL SORT PER ITEM 850 38 SERIAL SORT MAINTENANCE 2 39 POSITIVE PAY MONTHLY MAINTENANCE 2 40 FULL RECONCILEMENT PER ITEM 850 41 ACCOUNT RECON OUTPUT TRANSMISSION 2 42 ARP TRANS FAX ACKNOWLEDGEMENT 1 43 ARP TRANS FAX ACKNOWLEDGEMENT 2 44 FULL RECON MONTHLY MAINTENANCE 2 RECONCILEMENTS TOTAL Page 3 of 9 SWEEP 45 1 INVESTMENT MAINTENANCE 1 SWEEP TOTAL WIRE TRANSFERS 46 FUNDS TRANSFER 20 47 INCOMING WIRE 5 WIRE TRANSFER TOTAL WHOLESALE LOCKBOX 48 1ST CLASS POSTAGE PER ITEM 280 49 OR0861458 280 50 ITEMS PROCESSED 280 51 OR0861458 280 52 CORRESPONDENCE HANDLING 475 53 OR0861458 475 54 MISCELLANEOUS 1 55 DEPOSITED ITEMS ON US 15 56 DEPOSITED ITEMS REGIONAL CH 35 57 DEPOSITED ITEMS OTHER 210 WIRE TRANSFER TOTAL ZERO BALANCE ACCOUNTING I 55 1 MASTER ACCOUNT MAINTENANCE 1 1 56 1 SUB ACCOUNT MAINTENANCE 1 4 I ZERO BALANCE ACCOUNTING TOTAL I I I I I TOTAL PROPOSED COST I I I I COMPENSATING BALANCE METHOD Compensating Balance Required to eliminate monthly cost of service charges. (estimated) Describe compensating balance adjustment factor for this account with basis and frequency. Page 4 of 9 7. Acknowledgement is hereby made of the following Addenda (identified by number) received since issuance of the Request for Proposal: Addendum No. Date Addendum No. Date Addendum No. Date 8. The following documents are attached to and made as a condition to this Proposal: a) Proposal, Pricing Summary and OfFeror's Certification b) Certified Resolution c) Offeror's Qualification Statement d) Non -Collusive Affidavit e) Public Entity Crimes Statement f) Foreign Corporation Statement g) Certificate(s) of Insurance 9. Please have your insurance representative carefully review any insurance coverages and conditions prior to submitting your Proposal to ensure compliance with the insurance requirements of the instructions to offerors. 10. The CITY reserves the right to award this contract on the basis of any combination of the above items, or all items, in which the CITY deems in its best interests. 11. The correct legal name of Offeror is: City/State/Zip:_ Telephone No.: Social Security No. or Federal I.D. No.: 12. Communications concerning this Proposal shall be addressed to at the following address: Submitted on KII11iI Page 5 of 9 OFFEROR'S CERTIFICATION WHEN OFFEROR IS AN INDIVIDUAL IN WITNESS WHEREOF, the Offeror hereto has executed this Proposal Form this day of , 2001. Affi- Witness Witness State of Florida County of Signature of Individual Printed Name of Individual Business Address City/State/Zip Business Phone Number On this the day of , 2001, before me, the undersigned Notary Public of the State of Florida, personally appeared and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: NOTARY PUBLIC, STATE OF FLORIDA (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) ❑ DID take an oath, or ❑ DID NOT take an oath OPTIONAL INFORMATION: Type of Document: No. of Pages: No. of Signatures Notarized: Page 6 of 9 OFFEROR'S CERTIFICATION WHEN OFFEROR IS A SOLE PROPRIETORSHIP OR OPERATES UNDER A FICTITIOUS OR TRADE NAME IN WITNESS WHEREOF, the Offeror hereto has executed this Proposal Form this day of , 2001. In Witness Witness State of Florida County of Printed Name of Firm Signature of Owner Printed Name of Individual Business Address City/State/Zip Business Phone Number On this the day of , 2001, before me, the undersigned Notary Public of the State of Florida, personally appeared and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: NOTARY PUBLIC, STATE OF FLORIDA (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) ❑ DID take an oath, or ❑ DID NOT take an oath OPTIONAL INFORMATION: Type of Document: No. of Pages: No. of Signatures Notarized: Page 7 of 9 OFFEROR'S CERTIFICATION WHEN OFFEROR IS A PARTNERSHIP IN WITNESS WHEREOF, the Offeror hereto has executed this Proposal Form this day of , 2001. Witness Witness State of Florida County of Printed Name of Partnership By: Signature of General/Managing Partner Printed Name of Partner Business Address City/State/Zip Business Phone Number State of Registration On this the day of , 2001, before me, the undersigned Notary Public of the State of Florida, personally appeared and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC, STATE OF FLORIDA NOTARY PUBLIC SEAL OF OFFICE: (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) ❑ DID take an oath, or ❑ DID NOT take an oath OPTIONAL INFORMATION: Type of Document: No. of Pages: No. of Signatures Notarized: Page 8 of 9 OFFEROR'S CERTIFICATION WHEN OFFEROR IS A CORPORATION IN WITNESS WHEREOF, the Offeror hereto has executed this Proposal Form this day of , 2001. (CORPORATE SEAL) By Secretary State of Florida County of Printed Name of Corporation Printed State of Incorporation By: Signature of President or Authorized Officer Printed Name of President or Authorized Officer Corporation Address City/State/Zip Business Phone Number On this the day of , 2001, before me, the undersigned Notary Public of the State of Florida, the foregoing instrument was acknowledged by and [Name of corporate officer(s) and his/her/their corporate title(s)] of [Name of corporation and state of place of incorporation] WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: on behalf of the corporation. NOTARY PUBLIC, STATE OF FLORIDA (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) ❑ DID take -an -oath, or ❑ DID NOT take an oath OPTIONAL INFORMATION: Type of Document: No. of Pages: No. of Signatures Notarized: Page 9 of 9 CERTIFIED RESOLUTION I, (Name), the duly elected Secretary of (Corporate Title), a corporation organized and existing under the laws of the State of , do hereby certify that the following Resolution was unanimously adopted and passed by a quorum of the Board of Directors of the said corporation at a meeting held in accordance with law and the by-laws of the said corporation. "IT IS HEREBY RESOLVED THAT (Name)", the duly elected (Title of Officer) of (Corporate Title) be and is hereby authorized to execute and submit a Bid and Bid Bond, if such bond is required, to the City of Tamarac and such other instruments in writing as may be necessary on behalf of the said corporation; and that the Bid, Bid Bond, and other such instruments signed by him/her shall be binding upon the said corporation as its own acts and deeds. The secretary shall certify the names and signatures of those authorized to act by the foregoing resolution. The City of Tamarac shall be fully protected in relying upon such certification of the secretary and shall be indemnified and saved harmless from any and all claims, demands, expenses, loss or damage resulting from or growing out of honoring, the signature of any person so certified or for refusing to honor any signature not so certified. I further certify that the above resolution is in force and effect and has not been revised, revoked or rescinded. I further certify that the following are the name, titles and official signatures of those persons authorized to act by the foregoing resolution. NAME TITLE SIGNATURE Given under my hand and the Seal of the said corporation this day of ,20 (SEAL) By: Secretary Corporate Title NOTE: The above is a suggested form of the type of Corporate Resolution desired. Such form need not be followed explicitly, but the Certified Resolution submitted must clearly show to the satisfaction of the City of Tamarac that the person signing the Bid and Bid Bond for the corporation has been properly empowered by the corporation to do so in its behalf. Page 1 of 1 OFFEROWS QUALIFICATION STATEMENT The undersigned certifies under oath the truth and correctness of all statements and of all answers to questions made hereinafter: SUBMITTED TO: City of Tamarac Purchasing and Contracts Manager ADDRESS: 7525 NW 88" Avenue Tamarac, Florida 33321 Submitted By: Name: Address: Principal Office: Telephone No. Fax No. Check One ❑ Corporation ❑ Partnership ❑ Individual ❑ Other 1. State the true, exact, correct and complete name of the partnership, corporation, trade or fictitious name under which you do business and the address of the place of business. The correct name of the Offeror is: The address of the principal place of business is: 2. If Offeror is a corporation, answer the following: a) Date of Incorporation: b) c) d) e) f) g) State of Incorporation: President's name: Vice President's name: Secretary's name: Treasurer's name: Name and address of Resident Agent: 3, If Offeror is an individual or a partnership, answer the following: a) Date of organization: Page 1 of 6 b) Name, address and ownership units of all partners: c) State whether general or limited partnership: 4. If Offeror is other than an individual, corporation or partnership, describe the organization and give the name and address of principals: 5. If Offeror is operating under a fictitious name, submit evidence of compliance with the Florida Fictitious Name Statute. 6. How many years has your organization been in business under its present business name? a) Under what other former names has your organization operated? 7. Indicate registration, license numbers or certificate numbers for the businesses or professions, which are the subject of this Bid. Please attach certificate of competency and/or state registration. 8. Have you personally inspected the site of the proposed work? ❑ YES ❑ NO 9. Do you have a complete set of documents, including drawings and addenda? ❑ YES ❑ NO 10. Did you attend the Pre -Proposal Conference if any such conference was held? ❑ YES ❑ NO 11. Have you ever failed to complete any work awarded to you? If so, state when, where and why? Page 2 of 6 12. State the names, telephone numbers and last known addresses of three (3) owners, individuals or representatives of owners with the most knowledge of work which you have performed and to which you refer (government owners are preferred as references). Name Address Telephone 13. List the pertinent experience of the key individuals of your organization (continue on insert sheet, if necessary). 14. State the name of the individual who will have personal supervision of the work: 15. State the name and address of attorney, if any, for the business of the Offeror: 16. State the names and addresses of all businesses and/or individuals who own an interest of more than five percent (5%) of the Offeror's business and indicate the percentage owned of each such business and/or individual: 17. State the names, addresses and the type of business of all firms that are partially or wholly owned by Offeror: Page 3 of 6 18. State the name of Surety Company which will be providing the bond, and name and address of agent: 19. Bank References: Bank Address Telephone 20. Attach a financial statement including Proposer's latest balance sheet and income statement showing the following items: a) Current Assets (e.g., cash, joint venture accounts, accounts receivable, notes receivable, accrued income, deposits, materials, real estate, stocks and bonds, equipment, furniture and fixtures, inventory and prepaid expenses): b) Net Fixed Assets c) Other Assets d) Current Liabilities (e.g., accounts payable, notes payable, accrued expenses, provision for income taxes, advances, accrued salaries, real estate encumbrances and accrued payroll taxes). e) Other Liabilities (e.g., capital, capital stock, authorized and outstanding shares par values, earned surplus, and retained earnings): 21. State the name of the firm preparing the financial statement and date thereof: 22. Is this financial statement for the identical organization named on page one? ❑ YES ❑ NO 23. If not, explain the relationship and financial responsibility of the organization whose financial statement is provided (e.g., parent -subsidiary). Page 4 of 6 THE OFFEROR ACKNOWLEDGES AND UNDERSTANDS THAT THE INFORMATION CONTAINED IN RESPONSE TO THIS QUALIFICATIONS STATEMENT SHALL BE RELIED UPON BY OWNER IN AWARDING THE CONTRACT AND SUCH INFORMATION IS WARRANTED BY OFFEROR TO BE TRUE. THE DISCOVERY OF ANY OMISSION OR MISSTATEMENT THAT MATERIALLY AFFECTS THE OFFEROR'S QUALIFICATIONS TO PERFORM UNDER THE CONTRACT SHALL CAUSE THE OWNER TO REJECT THE PROPOSAL, AND IF AFTER THE AWARD TO CANCEL AND TERMINATE THE AWARD AND/OR CONTRACT. (Signature) Page 5 of 6 State of Florida County of On this the day of , 2001, before me, the undersigned Notary Public of the State of Florida, personally appeared and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: NOTARY PUBLIC, STATE OF FLORIDA (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) ❑ DID take an oath, or ❑ DID NOT take an oath Page 6 of 6 NON -COLLUSIVE AFFIDAVIT State of )ss. County of deposes and says that: being first duly sworn, 1. He/she is the (Owner, Partner, Officer, Representative or Agent) of the Offeror that has submitted the attached Proposal; 2. He/she is fully informed respecting the preparation and contents of the attached Proposal and of all pertinent circumstances respecting such Proposal; 3. Such Proposal is genuine and is not a collusive or sham Proposal; 4. Neither the said Offeror nor any of its officers, partners, owners, agents, representatives, employees or parties in interest, including this affiant, have in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Offeror, firm, or person to submit a collusive or sham Proposal in connection with the Work for which the attached Proposal has been submitted; or to refrain from bidding in connection with such Work; or have in any manner, directly or indirectly, sought by agreement or collusion, or communication, or conference with any Offeror, firm, or person to fix the price or prices in the attached Proposal or of any other Offeror, or to fix any overhead, profit, or cost elements of the Proposal price or the Proposal price of any other Offeror, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against (Recipient), or any person interested in the proposed Work; 5. The price or prices quoted in the attached Proposal are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Offeror or any other of its agents, representatives, owners, employees or parties in interest, including this affiant. Signed, sealed and delivered in the presence of: Witness Witness By Printed Name Title Page 1 of 2 State of Florida County of On this the day of , 2001, before me, the undersigned Notary Public of the State of Florida, personally appeared and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: NOTARY PUBLIC, STATE OF FLORIDA (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) ❑ DID take an oath, or ❑ DID NOT take an oath Page 2 of 2 SWORN STATEMENT PURSUANT TO SECTION 287.133(3)(a), FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICER AUTHORIZED TO ADMINISTER OATHS. This sworn statement is submitted with Bid, Proposal or Contract No. to the City of Tamarac for 2. This sworn statement is submitted by and (name of entity submitting sworn statement) Federal Employer Identification Number (FEIN) (If the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement: 3. My name is and (please print name of individual signing) my relationship to the entity named above is 4. 1 understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or with the United States, including, but not limited to, any bid or contract for goods or services, any lease for real property, or any contract for the construction or repair of a public building or public work, involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 5. 1 understand that "convicted" or "conviction" as defined in Paragraph 287.133(1)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, non -jury trial, or entity of a plea of guilt or nolo contendere. 6. 1 understand that an "affiliate" as defined in Paragraph 287.133(1)(a), Florida Statutes, means: 1. A predecessor or successor of a person convicted of a public entity crime: or 2. An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The owner by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under Page 1 of 3 an arm's length agreement, shall be a prima facie case that one person controls another person. A person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 7. 1 understand that a "person" as defined in Paragraph 287.133(1)(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts led by a public entity or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members and agents who are active in management of an entity. 8. Based on information and belief, the statement, which I have marked below, is true in relation to the entity submitting this sworn statement. (Please indicate which statement applies.) Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity were charged with and convicted of a public entity crime after July 1, 1989. T The entity submitting this sworn statement, or one or more of the officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity was charged with and convicted of a public entity crime after July 1, 1989. The entity submitting this sworn statement, or one of its officers, director, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or the affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (Attach a copy of the final order.) I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH (ONE) ABOVE, IS FOR THAT PUBLIC ENTITY ONLY AND, THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. Date: (Signature) Page 2 of 3 ACKNOWLEDGMENT State of Florida County of On this the day of , 2001, before me, the undersigned Notary Public of the State of Florida, personally appeared and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: NOTARY PUBLIC, STATE OF FLORIDA (Name of Notary Public: Print, Stamp, or Type as Commissioned) ❑ Personally known to me, or ❑ Produced identification: (Type of Identification Produced) ❑ DID take an oath, or ❑ DID NOT take an oath Page 3 of 3 FOREIGN (NON-FLORIDA) CORPORATIONS MUST COMPLETE THIS FORM DEPARTMENT OF STATE CORPORATE CHARTER NO. If your corporation is exempt from the requirements of Section 607.1501, Florida Statutes, YOU MUST CHECK BELOW the reason(s) for the exemption. Please contact the Department of State, Division of Corporations at (904) 488-9000 for assistance with corporate registration or exemptions. 607.1501 Authority of foreign corporation to transact business required. (1) A foreign corporation may not transact business in this state until it obtains a certificate of authority from the Department of State. (2) The following activities, among others, do not constitute transacting business within the meaning of subsection (1): (a) Maintaining, defending, or settling any proceeding. (b) Holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs. (c) Maintaining bank accounts. (d) Maintaining officers or agencies for the transfer, exchange, and registration of the corporation's own securities or maintaining trustees or depositaries with respect to those securities. (e) Selling through independent contractors. If) Soliciting or obtaining orders, whether by mail or through employees, agents, or otherwise, if the orders require acceptance outside this state before they become contracts. (g) Creating or acquiring indebtedness, mortgages, and security interests in real or personal property. (h) Securing or collecting debts or enforcing mortgages and security interests in property securing the debts. (i) Transacting business in interstate commerce. (j) Conducting an isolated transaction that is completed within 30 days and that is not one in the course of repeated transactions of a like nature. (k) Owning and controlling a subsidiary corporation incorporated in or transacting business within this state or voting the stock of any corporation which it has lawfully acquired. (I) Owning a limited partnership interest in a limited partnership that is doing business within this state, unless such limited partner manages or controls the partnership or exercises the powers and duties of a general partner. (m) Owning, without more, real or personal property. (3) The list of activities in subsection (2) is not exhaustive. (4) This section has no application to the question of whether any foreign corporation is subject to service of process and suit in this state under any law of this state. Please check one of the following if your firm is NOT a corporation: (1) Partnership, Joint Venture, Estate or Trust (II) Sole Proprietorship or Self Employed NOTE: This sheet MUST be enclosed with your bid if you claim an exemption or have checked I or II above. If you do not check I or II above, your firm will be considered a corporation and subject to all requirements listed herein. BIDDER'S CORRECT LEGAL NAME SIGNATURE OF AUTHORIZED AGENT OF BIDDER Page 1 of 1 J�F TAMq� o �OR10.• City of Tamarac Finance Department, Purchasing Division 7525 N.W. 88th Avenue, Tamarac, Florida 33321-2401 Telephone: (954) 724-2450 Facsimile (964) 7242408 Website: www.tamarac.org REQUEST FOR PROPOSAL BANKING SERVICES RFP NO. 01-04R ADDENDUM NUMBER 1 May 1, 2001 The following information and attachments have been requested and are being provided as additional information. 1. The last three months of account analysis statements for all accounts referenced in the RFP. Includes both group and individual analysis statements. (See Attachment 1) 2. Average collected balances for the previous 12 months for all accounts. (See Attachment 2) 3. The last three months of sweep statements for the accounts utilizing this service. (See Attachment 3) 4. Copy of the City's safekeeping statement. What rate (i.e., T-Bill, Fed Funds) is the interest tied to? How many basis points are discounted from this index? (See Attachment 4) 5 Copy of the City's merchant statement. NIA - No History 6. Specify the type of merchant terminals preferred by the City. The City expects to provide customers the option of paying for services via credit/debit cards for walk-in, phone-in, mail -in and Internet transactions. 7. Provide the percentage of swipe vs. non -swipe credit card transactions. N/A - No History City of Tamarac Banking Services RFP Equal Opportunity Employer Addendum No. 1 May 1, 2001 8. Provide volume information as well as average ticket size. N/A - No History 9. Does the City currently invest with the State Board of Administration (SBA)? Yes What is the average investment amount maintained at the SBA? $15 Million 10. An electronic copy of the RFP via e-mail. Unavailable at this time. 11. How many employees does the City currently employ? 372 12. What percentage of employees participate in direct deposit of payroll? 73% 13. Does the City currently offer employees discounted banking services through the current banking services provider? Yes 14. Does the City currently contract with an armored courier to deliver deposits to the vault or banking centers (branches)? Yes 15. If so, does the City contract with the armored courier directly? Yes 16. Does the City currently receive supplies at no cost, or does it pay for supplies via analysis? Yes, receives supplies at no cost. All other terms, conditions, and specifications shall remain the same. This addendum shall be attached to the contract documents and the receipt of the same shall be noted in the proposal in the space provided. If you have any questions regarding this addendum, please call (954) 724-2450. Lynda S. Flurry, CPPO Purchasing and Contracts Manager City of Tamarac (B) Item Description of Services (A) Volume (B) Unit Cost (A) x Monthly No. Cost General Services Checks Paid 900 $ 0.070 $ 63.00 Deposits 200 $ 0.300 $ 60.00 F52 De osited Items Char ed Back 35 $ 3.000 $ 105.00 Securi Safekeepin Maintance 1 see section IIIRe-deposited Items 70 $ 2.000 $ 140.00 6 Returns Special Instructions -Basic 5 $ 15.000 $ 75.00 7 Deposit Corections 1 $ 3.000 $ 3.00 8 Multiple Statements 6 6 $ N/C 10.000 $ N/C 60.00 9 Account Maintenance 506.00 General Services Total Automated Clearing House 10 Miscellaneous Items Paid 100 $ 0.150 $ 15.00 11 File Processed 12 $ 5.000 $ 60.00 12 Block ACH Transactions 5 $ 15.000 $ 75.00 13 Deposits 25 $ 0.120 $ 3.00 14 Maintenance 2 $ 25.000 $ 50.00 15 Items originated 4000 $ 0.080 $ 320.00 16 ACM Returns 10 $ 6.000 $ 60.00 17 Notifications of Change 5 $ 6.000 $ 30.00 ACH Total 613.00 Customer C/L 18 Pre encoded Rejects Over 2.5% 5 N/C N/C 19 Pre -encoded Rejects Thru 1.5% 60 N/C N/C 20 Pre -encoded Rejects>1.5%Thru 2.5% 5 $ N/C 0.050 $ N/C 115.00 21 Encoded Deposited Items On Us 2300 22 Encoded Deposited Items Re Ch 7100 $ 0.060 $ 426.00 23 Encoded Deposited Items Other 6200 $ 0.090 1 $ 558.00 Customer C/L Total $ 1,099.00 Image 24 Check Images Maint. Per 2 $ 35.000 $ 70.00 25 Occurrence Check Images Per Item 850 $ 0.035 $ 29.75 26 Check Images on CD -Rom Per CD 1 $ 15.000 $ 15.00 114.75 Image Total Invision StopPayments 10 $ 5.000 $ 50.00 In uiries 5 $ 1.000 $ 5.00 Package 1 $ 100.000 $ 100.00 M33 Pk Accounts 5 1 $ N/C 25.000 $ N/C 25.00 Pk Accounts 1500 N/C N/C Pk DL Items 900 $ 0.100 $ 90.00 Pkg DL Items 270.00 Invision Total • Money Center 34 Disposable Bags Processed 140 $ 0.750 $ 105.00 35 Deposit Corrections 1 $ 3.000 $ 3.00 36 Cash Deposit Processing (a) 600 $ 0.090 $ 54.00 Money Center Total 162.00 Reconcilements 37 Serial Sort Per Item 850 $ 0.040 $ 34.00 38 Serial Sort Maintenance (b) 2 $ 35.000 $ 70.00 39 Positive Pay Monthly Maintenance 2 $ 25.000 $ 50.00 40 Full Reconcilement Per Item 850 $ 0.105 $ 89.25 41 Account Recon Output Transmission 2 $ 5.000 $ 10.00 42 ARP Trans Fax Acknowledgement 1 $ 5.000 $ 5.00 43 ARP Trans Fax Acknowledgement 2 $ 5.000 $ 10.00 44 Full Recon Monthly Maintenance 2 $ 55.000 $ 110.00 Reconcilements Total 378.25 Sweep 45 Investment Maintenance 1 $ 75.000 $ 75.00 Sweep Total $ 75.00 Wire Transfers 46 Funds Transfer 20 $ 5.000 $ 100.00 47 Incoming Wire 5 $ 5.000 $ 25.00 1 1 Wire Transfer Total $ 125.00 Wholesale Lockbox 48 1 st Class Posta a Per Item 280 $ 0.100 $ 28.00 49 OR0861458 280 N/C N/C 50 Items Processed 280 $ 0.490 $ 137.20 51 OR0861458 280 N/C N/C 52 Correspondence Handling 475 $ 0.250 $ 118.75 53 OR0861458 475 N/C N/C 54 Miscellaneous 1 N/C N/C 55 Deposited Items On Us 15 $ 0.050 $ 0.75 56 Deposited Items Regional Ch 35 $ 0.060 $ 2.10 57 Deposited Items Other 210 $ 0.090 $ 18.90 Wholesale Lockbox Total 305.70 Zero Balance Accounting 55 Master Account Maintenance 1 $ 25.000 25.00 56 Sub Account Maintenance 4 $ 5.000 $ 20.00 Wholesale lockbox-USPS returned mail er item $ 1.000 $ - Wholesale Iockbox Monthly Maintenance 1 $ 105.000 $ 105.00 Change and Currency Orders $ 3.000 $ - Zero Balance Accounting Total 156.00 Total Proposed Cost 3,798.70 • LI Compensating Balance Method Compensating Balance Required to eliminate monthly cost of service charges.(estimated) 1,116,76L764 Describe compensating balance adjustment factor for this account with basis and frequency. The compensating balance is based on an earnings credit rate which flucuates monthly and is a spread off of the 90-day T-Bill. The rate used for the following computation was 4.45%. There is also a mandatory 10% reserve requirement rate included. (a) Per $1,000 (b) There is no Charge when using Full Reconcilement • • • EXCEPTIONS TO RFP REQUIREMENTS Section VIH. 1. Sweep Type Account First Union proposes a daily sweep to overnight Repurchase Agreements based on the daily Fed Funds rate as of 10:00 AM less 19 basis points. Since our automated repo system uses the 10:00 AM rate, we are best able to serve the City's needs by utilizing this index. Accordingly, we are able to offer a more aggressive spread. The following table contains a comparison of the 10:00 AM rate vs the Effective Fed Funds rate published in the Wall Street Journal. An average for each of the past twelve months is provided which shows only minimal deviation from the Effective Fed Funds index. Our repos are collateralized at 100% per the RFP requirements. Collateral consists of either Direct US Government or US Agency Obligations depending on daily availability. The City of Tamarac Comparison of EFF vs. 10:00 AM Fed Funds Month Fed Effective Rate 10am Board Rate Difference May-00 6.2606 6.2381 0.02 June-00 6.4927 6.4846 0.01 July-00 6.5506 6.5315 0.02 August-00 6.5020 6.4580 Q.04 September-00 6.5333 6.5013 0.03 October-00 6.5250 6.4740 0.05 November-00 6.5280 6.5033 0.03 December-00 6.5120 6.4860 0.03 January-01 6.0260 6.0040 0:02 February-01 5.5250 5.4700 0.05 March-01 5.3390 5.3130 0.03 April-01 4.8367 4.8096 0.03 Average Difference .03 May 16, 2001 City of Tamarac 11 Government Ban/dng rON" Section 7 Hypnotical scenario After reviewing the sample portfolio provided, the following charges would apply. 1. Please list the cost per month for maintaining this portfolio. The cost per month would be $35.00. This is calculated by multiplying the 14 Book Entry securities by $2.50/month. 2. Please list the cost to purchase one security from an outside broker. The cost is $13.00 3. Please list the cost to sell one security to an outside broker. The cost is $13.00 4. Please list any other applicable costs to maintain an individual security. The only other costs are $12.00 per transaction for maturities/calls for a security, and $6.75 per transaction for mortgage paydowns. *There is a minimum fee of $100.00 per month. If the maintenance of the portfolio fell under the minimum, the $100.00 fee would apply. 0 Section XIX. 3. Supplies • The specified supplies are provided by outside vendors. The cost of these supplies shall be passed through to account analysis at flat cost with no mark-up by First Union. Section XIX. 16. Lines of Credit and 17. Lease Financing First Union National Bank has pre -approved several past extensions of credit to Tamarac and would be pleased to consider the extension of a credit line or municipal lease to the City. Terms, conditions, and structure of any credit facility are contingent upon the Bank's receipt and review of the City's CAFR, current budget, capital improvement plan and qualifying opinion of bond counsel. As a general rule, the minimum credit facility amount is $100,000. As the largest provider of credit services to Florida municipalities, First Union is uniquely qualified to assist the City in determining the optimal credit structure based upon your funding needs and available revenue sources. Many of our clients have utilized a 364-day G.O. structure to provide a safety net for unanticipated current revenue shortfalls. We would be pleased to review the City's financial information to determine if this structure would best meet your needs. Section XXI. 2 Canadian Checks: Canadian checks drawn on a US dollar denominated account and clearly stating $ US Dollars will be processed in similar fashion to ordinary US checks and subject to the enclosed availability schedule. Checks drawn in Canadian currency will be sent through First Union's foreign item collection process and may take several weeks to clear. First Union does not recommend that the City accept any foreign items. May 16, 2001 City of Tamarac 12 CERTIFIED RESOLUTION 11 • EXTRACT FROM THE BY-LAWS OF FIRST UNION NATIONAL BANK Me Section 8.2 Execution of Instruments. All agreements, indentures, mortgages, deeds, conveyances, transfers, certificates, declarations, receipts, discharges, releases, satisfactions, settlements, petitions, notices, applications, schedules, accounts, affidavits, bonds, undertakings, proxies, and other instruments or documents may be signed, executed, acknowledged, verified, delivered or accepted in behalf of the Association by the Chairman of the Board, the Vice Chairman of the Board, any Chairman or Vice Chairman, the President, any Vice President or Assistant Vice President, the Secretary or any Assistant Secretary, the Cashier or Treasurer or any Assistant Cashier or Assistant Treasurer, or any officer holding similar or equivalent titles to the above in any regions, divisions or functional units of the Association, or, if in connection with the exercise of fiduciary powers of the Association, by any of said officers or by any Trust Officer or Assistant Trust Officer (or equivalent titles); provided, however, that where required, any such instrument shall be attested by one of said officers other than the officer executing such instrument. Any such instruments may also be executed, acknowledged, verified, delivered or accepted in behalf of the Association in such other manner and by such other officers as the Board of Directors may from time to time direct. The provisions of this Section 8.2 are supplementary to any other provision of these By-laws. I HEREBY CERTIFY THAT the foregoing is a true and complete extract from the By - Laws of First Union National Bank, a national banking association, now in full force and effect; and that the following person has been duly appointed and now holds the office Me designated; and that the signature set opposite their name is their genuine signature: / r Paul F. Vincent Vice President me IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the seal of said Association on May 10, 2001. [SEAL] Assistant Secretary FULNC:37023-1 OFFEROR'S QUALIFICATION STATEMENT The undersigned certifies under oath the truth and correctness of all statements and of all answers to questions made hereinafter: SUBMITTED TO: City of Tamarac Purchasing and Contracts Manager ADDRESS: 7525 NW 88' Avenue Tamarac, Florida 33321 Submitted By: Name: Address: Principal Office: Telephone No. Fax No, First Union National Bank Paul F. Vincent 1950 West Hillsboro Blvd Deerfield Beach FL 33442 Check One ® Corporation ❑ Partnership ❑ Individual ❑ Other 1. State the true, exact, correct and complete name of the partnership, corporation, trade or fictitious name under which you do business and the address of the place of business. The correct name of the Offeror is: First Union National Bank The address of the principal place of business is:� 1950 West Hillsboro Blvd, 2nd Floor Deerfield Beach FL 33442 2. If Offeror is a corporation, answer the following: a) Date of Incorporation: 1908 b) State of Incorporation: North Carolina C) President's name: G. Kennedy Thompson d) Vice President's name: Ben Jenkins (Vice Chiarman) e) Secretary's name: Mark C . Treanor f) Treasurer's name: Bod Kelly g) Name and address of Resident Agent: N/A 3. If Offeror is an individual or a partnership, answer the following: a) Date of organization: N/A Page 1 of 6 • • b) Name, address and ownership units of all partners: N/A c) State whether general or limited partnership: N/A 4. If Offeror is other than an individual, corporation or partnership, describe the organization and give the name and address of principals: N/A 5. If Offeror is operating under a fictitious name, submit evidence of compliance with the Florida Fictitious Name Statute. N/A 6. How many years has your organization been in business under its present business name? 42 years a) Under what other former names has your organization operated? N/A 7. Indicate registration, license numbers or certificate numbers for the businesses or professions, which are the subject of this Bid. Please attach certificate of competency and/or state registration. See attached 8. Have you personally inspected the site of the proposed work? © YES ❑ NO 9. Do you have a complete set of documents, including drawings and addenda? [] YES ❑ NO 10. Did you attend the Pre -Proposal Conference if any such conference was held? ® YES ❑ NO 11. Have you ever failed to complete any work awarded to you? If so, state when, where and why? N/A Page 2 of 6 C7 12. State the names, telephone numbers and last known addresses of three (3) owners, individuals or representatives of owners with the most knowledge of work which you have performed and to which you refer (government owners are preferred as references). Name Address Telephone City of Hollywood Hollywood 954-921-3232 ± City of Coral Springs Coral Springs 954-344-1088 City of Deerfield Beach Deerfield Beach 954-480-4224 13. List the pertinent experience of the key individuals of your organization (continue on insert sheet, if necessary). See attached biography 14. State the name of the individual who will have personal supervision of the work: Paul F. Vincent 15. State the name and address of attorney, if any, for the business of the Offeror: N/A 16. State the names and addresses of all businesses and/or individuals who own an interest of more than five percent (5%) of the Offeror's business and indicate the percentage owned of each such business and/or individual: N/A 17. State the names, addresses and the type of business of all firms that are partially or wholly owned by Offeror: 0 N/A Page 3 of 6 • 18. State the name of Surety Company which will be providing h P Y p ng the bond, and name and address of agent: N/A 19. Bank References: Bank Address Telephone N/A 20. Attach a financial statement including Proposer's latest balance sheet and income statement showing the following items: a) Current Assets (e.g., cash, joint venture accounts, accounts receivable, notes receivable, accrued income, deposits, materials, real estate, stocks and bonds, equipment, furniture and fixtures, inventory and prepaid expenses): b) Net Fixed Assets c) Other Assets d) Current Liabilities (e.g., accounts payable, notes payable, accrued expenses, provision for income taxes, advances, accrued salaries, real estate encumbrances and accrued payroll taxes). e) Other Liabilities (e.g., capital, capital stock, authorized and outstanding shares par values, earned surplus, retained earnings): see enclosed annual report for fiscal year 2 p . 21. State the name of the firm preparing the financial statement and date thereof: xPMG, LLP 12/31/2000 22. Is this financial statement for the identical organization named on page one?[!] YES []NO 23. If not, explain the relationship and financial responsibility of the organization whose financial statement is provided (e.g., parent -subsidiary). N/A Page 4 of 6 THE OFFEROR ACKNOWLEDGES AND UNDERSTANDS THAT THE INFORMATION CONTAINED IN RESPONSE TO THIS QUALIFICATIONS STATEMENT SHALL BE RELIED UPON BY OWNER IN AWARDING THE CONTRACT AND SUCH INFORMATION IS WARRANTED BY OFFEROR TO BE TRUE. THE DISCOVERY OF ANY OMISSION OR MISSTATEMENT THAT MATERIALLY AFFECTS THE OFFEROR'S QUALIFICATIONS TO PERFORM UNDER THE CONTRACT SHALL CAUSE THE OWNER TO REJECT THE PROPOSAL, AND IF AFTER THE AWARD TO CANCEL AND TERMINATE THE AWARD AND/OR CONTRACT. (Signature) Paul F. Vincent Vice President Government Services Group • r] Page 5 of 6 NON -COLLUSIVE AFFIDAVIT State of Florida )ss. County Of Froward.__ Paul F. Vlncent being first duly sworn, deposes and says that: 1. He/she is the representive , (Owner, Partner, Officer, Representative or Agent) of First Union National Bank the Offeror that has submitted the attached Proposal; 2. He/she is fully informed respecting the preparation and contents of the attached Proposal and of all pertinent circumstances respecting such Proposal; 3. Such Proposal is genuine and is not a collusive or sham Proposal; 4. Neither the said Offeror nor any of its officers, partners, owners, agents, representatives, employees or parties in interest, including this affiant, have in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Offeror, firm, or person to submit a collusive or sham Proposal in connection with the Work for which the attached Proposal has been submitted; or to refrain from bidding in connection with such Work; or have in any manner, directly or indirectly, sought by agreement or collusion, or communication, or conference with any Offeror, firm, or person to fix the price or prices in the attached Proposal or of any other Offeror, or to fix any overhead, profit, or cost elements of the Proposal price or the Proposal price of any other Offeror, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against (Recipient), or any person interested in the proposed Work; 5. The price or prices quoted in the attached Proposal are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Offeror or any other of its agents, representatives, owners, employees or parties in interest, including this affiant. Signed, sealed and delivered in the presence of: / Irene Sutter g1/ y Witness Lisa Dyer Witness • Paul F. Vincent Printed Name Vice President Title Page 1 of 2 State of Florida County of Broward On this the 16thday of May , 2001, before me, the undersigned Notary Public of the State of Florida, personally appeared Paul F. Vincent and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: PAMELA RAMKAL4WAN MY COMMISSION # CC 944979 EXPIRES: Jun 13, 2004 I RY PL Notary Savics & Amminy, Inc. • NOTARY PUBLIC, STATE OF FLORIDA Pamela Ramkalawan (Name of Notary Public: Print, Stamp, or Type as Commissioned) C Personally known to me, or ❑ Produced identification: (Type of Identification Produced) ❑ DID take an oath, or ❑ DID NOT take an oath Page 6 of 6 State of Florida County of Broward On this the 16th day of May , 2001, before me, the undersigned Notary Public is of the State of Florida, personally appeared Paul F. Vlncent and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. drn4. � 0�.�.loJrl NOTARY PUBLIC, STATE OF FLORIDA NOTARY PUBLIC SEAL OF OFFICE: Pamela Ramkalawan (Name of Notary Public: Print, Stamp, or Type as Commissioned) [K1111t10TAFR1Y ELA RAMKALAWAN OMMISSION # CC 944979 XPIRES: Jun 13, 2004 Cj1 Personally known to me, or LNo,aryServiCgB,Bonding,InC. ❑Produced identification: (Type of Identification Produced) is ❑ DID take an oath, or ❑ DID NOT take an oath Ll Page 2 of 2 SWORN STATEMENT PURSUANT TO SECTION 287.133(3)(8), FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICER AUTHORIZED TO ADMINISTER OATHS. This sworn statement is submitted with Bid, Proposal or Contract No. 01--11R to the City of Tamarac for Purchasing Services 2. This sworn statement is submitted by First Union National Bank (name of entity submitting sworn statement) Federal Employer Identification Number (FEIN) 22-1147033 and (If the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement: 3. My name is Paul F. Vincent and (please print name of individual signing) my relationship to the entity named above is Vice President 4. 1 understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or with the United States, including, but not limited to, any bid or contract for goods or services, any lease for real property, or any contract for the construction or repair of a public building or public work, involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 5. 1 understand that "convicted" or "conviction" as defined in Paragraph 287.133(1)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, non -jury trial, or entity of a plea of guilt or nolo contendere. 6. 1 understand that an "affiliate" as defined in Paragraph 287.133(1)(a), Florida Statutes, means: 1. A predecessor or successor of a person convicted of a public entity crime: or 2. An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The owner by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under . an arm's length agreement, shall be a prima facie case that one person controls Page 1 of 3 C another person. A person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 7. 1 understand that a "person" as defined in Paragraph 287.133(1)(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts led by a public entity or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members and agents who are active in management of an entity. 8. Based on information and belief, the statement, which I have marked below, is true in relation to the entity submitting this sworn statement. (Please indicate which statement applies.) XX Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity were charged with and convicted of a public entity crime after July 1, 1989. The entity submitting this sworn statement, or one or more of the officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity was charged with and convicted of a public entity crime after July 1, 1989. The entity submitting this sworn statement, or one of its officers, director, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or the affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (Attach a copy of the final order.) I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH (ONE) ABOVE, IS FOR THAT PUBLIC ENTITY ONLY AND, THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES FOR CATEGORY TWO OF ANY CHANGE IN TH NFORMATION CONTAINED IN THIS FORM. _ - /,. (Signature) Date: May 16th, 2001 Page 2 of 3 ACKNOWLEDGMENT L -I -j lie r State of Florida County of Broward On this the 16thday of May , 2001, before me, the undersigned Notary Public of the State of Florida, personally appeared Paul F. Vincent (Name(s) of individual(s) who appeared before notary) and whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC NOTARY PUBLIC, STATE OF FLORIDA SEAL OF OFFICE: Pamela Ramkalawan (Name of Notary Public: Print, Stamp, or Type as Commissioned) PAMELA RAMKALAWAN MY COMMISSION � CC 944979 EXPIRES: Jun 13, 2004 ® Personally known to me, or jARY FL NotarySwoes&Bonoing,Ina ❑ Produced identification: (Type of Identification Produced) ❑ DID take an oath, or ❑ DID NOT take an oath Page 3 of 3 Citv of Tamarac _ Pp „' npa w Item No. Description of Services (A) Volume (B) Unit Cost (A) x (13) Monthly Cost General Services 1 Checks Paid 900 $ 0.070 $ 63.00 2 Deposits 200 $ 0.300 $ 60.00 3 Deposited Items Charged Back 35 $ 3.000 $ 105.00 4 Security Safekeeping Maintance 1 see section III 5 Re -deposited Items 70 $ 2.000 $ 140.00 6 Returns Special Instructions -Basic 5 $ 15.000 $ 75.00 7 Deposit Corections 1 $ 3.000 $ 3.00 8 Multiple Statements 6 N/C N/C 9 Account Maintenance 6 $ 10.000 $ 60.00 General Services Total 1 1 $ 506.00 Automated Clearing House 10 Miscellaneous Items Paid 100 $ 0.150 $ 15.00 11 File Processed 12 $ 5.000 $ 60.00 12 Block ACH Transactions 5 $ 10.000 $ 50.00 13 Deposits 25 $ 0.120 $ 3.00 14 Maintenance 2 $ 25.000 $ 50.00 15 Items Originated 4000 $ 0.050 $ 200.00 16 ACH Returns 10 $ 6.000 $ 60.00 17 Notifications of Change 5 $ 6.000 $ 30.00 ACH Total $ 468.00 Customer C/L 18 Pre -encoded Rejects Over 2.5% 5 N/C N/C 19 Pre -encoded Rejects Thru 1.5% 60 N/C N/C 20 Pre -encoded Rejects>l.5%Thru 2.5% 5 N/C N/C 21 Encoded Deposited Items On Us 2300 $ 0.050 $ 115.00 22 Encoded Deposited Items Reg Ch 7100 $ 0.060 $ 426.00 23 jEncoded Deposited Items Other 6200 $ 0.090 $ 558.00 Customer C/L Total $ 1,099.00 Image 24 Check Images Maint. Per Occurrence 2 $ 35.000 $ 70.00 25 Check Images Per Item 850 $ 0.035 $ 29.75 26 Check Images on CD -Rom Per CD 1 $ 15.000 $ 15.00 Image Total $ 114.75 Invision 27 Stop Payments 10 $ 5.000 $ 50.00 28 Inquiries 5 $ 1.000 $ 5.00 29 Package 1 $ 100,000 $ 100.00 30 Pkg Accounts 5 N/C N/C 31 Pkg Accounts 0 $ - $ - 32 Pkg DL Items 1500 N/C N/C 33 Pkg DL Items 900 $ 0.100 $ 90.00 Invision Total $ 245.00 Money Center 34 Disposable Bags Processed 140 $ 0.750 $ 105.00 35 Deposit Corrections 1 $ 3.000 $ 3.00 36 Cash Deposit Processing (a) 600 $ 0.090 $ 54.00 Money Center Total $ 162.00 Reconcilements 37 Serial Sort Per Item 0 $ - $ - 38 ISerial Sort Maintenance (b) 0 $ - $ - 39 Positive Pay Monthly Maintenance 2 $ 25.000 $ 50.00 40 Full Reconcilement Per Item 850 $ 0.105 $ 89.25 41 Account Recon Output Transmission 2 $ 5.000 $ 10.00 42 ARP Trans Fax Acknowledgement 1 $ 5.000 $ 5.00 43 ARP Trans Fax Acknowledgement 2 $ 5.000 $ 10.00 44 Full Recon Monthly Maintenance 2 $ 55.000 $ 110.00 Reconcilements Total $ 274.25 Sweep 45 Investment Maintenance 1 $ 75.000 $ 75-00 Sweep Total I $ 75.00 Wire Transfers 46 Funds Transfer 20 $ 5.000 $ 100.00 47 Incoming Wire 5 $ 5.000 $ 25.00 Wire Transfer Total $ 125.00 Wholesale Lockbox 48 1 st Class Postage Per Item 280 $ 0.100 $ 28.00 49 OR0861458 280 N/C N/C 50 Items Processed 280 $ 0.490 $ 137.20 51 OR0861458 280 N/C N/C 52 Correspondence Handling 475 $ 0.250 $ 118.75 53 OR0861458 475 N/C N/C 54 Miscellaneous 1 N/C N/C 55 Deposited Items On Us 15 $ 0.050 $ 0.75 56 Deposited Items Regional Ch 35 $ 0.060 $ 2.10 57 IDeposited Items Other 210 $ 0.090 $ 18.90 Wholesale Lockbox Total $ 305.70 Zero Balance Accounting 55 Master Account Maintenance 1 $ 25.000 $ 25.00 56 Sub Account Maintenance 4 $ 5.000 $ 20.00 Wholesale lockbox-USPS returned mail per item $ 1.000 $ - Wholesale lockbox Monthly Maintenance 1 $ 105.000 $ 105.00 Change and Currency Orders $ 3.000 $ - Zero Balance Accounting Total $ 150.00 Total Proposed Cost $ 3,524.70 Compensating Balance Method Compensating Balance Required to eliminate monthly cost of service charges. (estimated) $ 1.036,217,228 Describe compensating balance adjustment factor for this account with basis and frequency. The compensating balance is based on an earnings credit rate which ilucuates monthly and is a spread off of the 90-day T-Bill. The rate used for the following computation was 4.45%. There is also a mandatory 10% reserve requirement rate included. (a) Per $1,000 (b) There is no Charge when using Full Reconcilement ATTACHMENT 2 10/01/2001 BANKING SERVICES Committee Evaluation Totals TEMP RESO 49541 Proposer's Name' Bank Bank of Bank First Sun Atlantic America United Union Trust No Conflict of Interest No No No No No Adhered to the Instructions Yes Yes Yes Yes Yes Cost of Services/Transaction Time/Invest. Earnings Rate (50 points) Director of Finance 46 47 46 45 43 Controller 45 43 45 45 45 Investment Accountant 35 35 30 47 45 Purchasing and Contracts Manager 42 42 44 45 45 Customer Service Supervisor 44 41 41 47 43 Ability to provide type/quality of services (30 points) Director of Finance 21 20 15 28 29 Controller 25 28 27 29 28 Investment Accountant 20 25 10 25 22 Purchasing and Contracts Manager 28 25 26 30 30 Customer Service Supervisor 28 30 30 30 30 Prior experience in government banking (15 points) Director of Finance 5 12 0 15 15 Controller 0 12 0 15 15 Investment Accountant 0 5 0 15 11 Purchasing and Contracts Manager 0 13 0 15 15 Customer Service Supervisor 0 14 0 15 15 Other financial services available (5 points) Director of Finance 5 5 1 5 5 Controller 4 5 5 5 5 Investment Accountant 2 1 3 3 4 Purchasing and Contracts Manager 5 3 4 4 5 Customer Service Supervisor 2 2 1 2 2 TOTAL POINTS Director of Finance 77 84 62 93 92 Controller 74 88 77 94 93 Investment Accountant 57 66 43 90 82 Purchasing and Contracts Manager 75 83 74 94 95 Customer Service Supervisor 74 87 72 94 90 Totals ranked below 1 357 408 1 32$ 1 465 452 TOTAL RANKING (Proposals) Director of Finance 4 3 5 1 2 Controller 5 3 4 1 2 Investment Accountant 4 3 5 1 2 Purchasing and Contracts Manager 4 3 5 2 1 Customer Service Supervisor 4 3 5 1 2 Ranking based on Total Points 4 3 5 1 2 Ranking after short-list Presentations N/A 2 N/A 1 3 Udrive/2001 Bids/01-11L Banking Services/Banking Services Evaluation Worksheet AGREEMENT FOR BANKING SERVICES AGREEMENT NO.01-11R THIS AGREEMENT made and entered into this /0 day of &0 k ha" , 20�, by and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Avenue, Tamarac, Florida 33321, hereinafter referred to as CITY, and First Union National Bank a corporation with principal offices located at 1950 Hillsboro Boulevard 2"d Floor Deerfield Beach Florida 33442 hereinafter referred to as the BANK. WHEREAS, the City intends to utilize a Bank to provide full Banking and certain investment services for all City funds, except for its employees' pension funds, which are organized and administered separately. The objectives are to obtain the most efficient Banking services, while minimizing cost to the City; and to maximize return on investments while pre -servicing capital and avoiding unreasonable risks and providing readily availability of funds; and, WHEREAS, the City requires certain professional services in connection with Banking services; and, WHEREAS, the Bank represents that it is capable and prepared to provide such Services. NOW THEREFORE, in consideration of the promises contained herein, the parties hereto agree as follows: ARTICLE 1 - EFFECTIVE DATE The term of this Agreement is for a period of five (5) years from date of execution. Upon expiration of the five (5) year term, the parties may choose to terminate this Agreement, or renew by written agreement signed by the parties hereto for an additional two-year period. ARTICLE 2 - SERVICE TO BE PERFORMED BY THE BANK The contract documents consist of this Agreement, conditions of the Request for Proposal (General, Supplementary and other Conditions), specifications, all addenda issued prior to, and all modifications issued after execution of this Agreement. These contract documents form the Agreement, and all are as fully a part of the Agreement if attached to this Agreement or repeated therein. The Bank shall perform these services as specifically stated and as may be specifically designated and additionally authorized by the City. Such additional authorizations will be in the form of a Task Order. Each Task Order will set forth a specific Scope of Services, amount of compensation and completion date and shall be approved by resolution of the City Commission. ARTICLE 3 - STANDARD OF CARE Bank shall exercise the same degree of care, skill, and diligence in the performance of the Services as is ordinarily provided by a Bank under similar circumstances and Bank shall, at no additional cost to the City, re -perform services which fail to satisfy the foregoing standard of care. ARTICLE 4 - INDEMNIFICATION The Bank shall indemnify and hold harmless the City, its elected and appointed officials, employees, and agents from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with the work performed by the Bank or its officers, employees, agents, subcontractors, or independent contractors, excepting only such damage solely attributable to the gross negligence or willful misconduct of the City or its elected or appointed officials and employees. The above provisions shall survive the termination of this Agreement and shall pertain to any occurrence during the term of this Agreement, even though the claim may be made after the termination hereof. Nothing contained herein is intended nor shall be construed to waive City's rights and immunities under the common law or Florida Statutes 768.28, as amended from time to time. Upon completion of all Services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reasons, the terms and conditions of this Article shall survive indefinitely. ARTICLE 5 - INDEPENDENT CONTRACTOR Bank undertakes performance of the Services as an independent contractor and shall be wholly responsible for the methods of performance. Personal services provided by the Bank shall be by employees of the Bank and subject to supervision by the Bank, and not as officers, employees, or agents of the City. Personnel policies, tax responsibilities, social security and health insurance, employee benefits, purchasing policies and other similar administrative procedures applicable to services rendered under this Agreement shall be those of the Bank. The City shall have no right to supervise the methods used, but the City shall have the right to observe such performance. Bank shall work closely with the City in performing Services under this Agreement. ARTICLE 6 - NON-DISCRIMINATION The Bank agrees that it shall not discriminate against any of its employees or applicants for employment because of their age, handicap, race, color, religion, sex, or national origin, and to abide by all federal and State laws regarding non-discrimination. The Bank further agrees to insert the foregoing provisions in all subcontracts hereunder except subcontracts for standard commercial supplies or raw materials. Any violation of such provisions shall constitute a material breach of this Agreement. ARTICLE 7 - ASSIGNMENT AND SUBCONTRACTING Bank shall not transfer or assign the performance required by this Agreement without the prior consent of the City. This Agreement, or any portion thereof, shall not be subcontracted without the prior written consent of the City. ARTICLE 8 - COMPLIANCE WITH LAWS In performance of the Services, Bank will comply with applicable regulatory requirements including federal, state, and local laws, rules regulations, orders, codes, criteria and standards. ARTICLE 9 - INSURANCE During the performance of the Services under this Agreement, Bank shall maintain the following insurance polices, and provide originals or certified copies of all policies, and shall be written by an insurance company authorized to do business in Florida. ii WORKER'S COMPENSATION The Bank shall procure and maintain, for the life of this Agreement, Worker's Compensation Insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employers' Liability with limits meeting all applicable state and federal laws. This coverage shall extend to any subcontractor that does not have their own Workers' Compensation and Employer's Liability Insurance. Thirty- (30) days notice of cancellation is required and must be provided to the City of Tamarac via Certified Mail. COMPREHENSIVE GENERAL LIABILITY The Bank shall procure and maintain, for the life of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on an "Occurrence" basis. Coverage shall include Premises and Operations; Independent Contractors' Products and Completed Operations and Contractual Liability. This policy shall provide coverage for death, personal injury or property damage that could arise directly or indirectly from the performance of this Agreement. The Minimum Limits of Coverage shall be $5,000,000 per occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability with no more than $10,000 deductible. The City of Tamarac must be named as an additional insured. Thirty- (30) days written notice must be provided to the City of Tamarac via Certified Mail in the event of cancellation. FIDELITY BOND The Bank shall procure and maintain a Blanket Fidelity Bond on each Bank employee handling City funds for the term of the Agreement. The minimum limits of coverage shall be $1,000,000 per occurrence. Fidelity Bond relates to the Bank's blanket insurance on its employees for errors, omissions, or theft. SUPPLEMENTAL PROVISIONS The following two (2) statements will be utilized whenever any type of insurance is required. These statements should be included on all proposal documents. 1. The insurance coverage and conditions afforded by this policy(s) shall not be suspended, voided, canceled or modified, except after thirty (30) days prior written notice by Certified Mail, Return Receipt Requested, has been given to the City of Tamarac Department that originated this contract. 2. Certificates of Insurance meeting the specific required provision specified within this Agreement shall be forwarded to the City of Tamarac Department that originated the Agreement, and approved prior to the start of any work or the possession of any City property. ARTICLE 10 - CITY'S RESPONSIBILITIES The City shall be responsible for providing all information on hand including transactions, and other data that is available in the files of the City. ARTICLE 11 -TERMINATION OF AGREEMENT This Agreement may be terminated by City or Bank upon 120 days of written notice by the terminating party to the other party for such termination in which event the Bank shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Bank abandons this Agreement or causes it to be terminated, Bank shall indemnify the City against loss pertaining to this termination. Default by Bank: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City should the Bank neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Bank of written notice of such neglect or failure. ARTICLE 12 - AGREEMENT SUBJECT TO FUNDING This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. ARTICLE 13 - NONDISCLOSURE OF PROPRIETARY INFORMATION Subject to Florida Statutes, Bank shall consider all information provided by City and all reports, studies, calculations, and other documentation resulting from the Bank's performance of the Services to be proprietary unless such information is available from public sources. Bank shall not publish or disclose proprietary information for any purpose other than the performance of the Services without the prior written authorization of City or in response to legal process. ARTICLE 14 - UNCONTROLLABLE FORCES Neither the City nor Bank shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the non -performing party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if non-performance is due to forces which are preventable, removable, or remediable and which the non -performing party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The non -performing party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. ARTICLE 15 - GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Florida as now and hereafter in force. The venue for actions arising out of this agreement is fixed in Broward County, Florida. 4 ARTICLE 16 - SEVERABILITY; WAIVER OF PROVISIONS Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. ARTICLE 17 - INTEGRATION AND MODIFICATION This Agreement is adopted by the City and Bank as a complete and exclusive statement of the terms of the Agreement between the City and Bank. This Agreement supersedes all prior agreements, contracts, proposals, representations, negotiations, letters or other communications between the City and Bank pertaining to the Services, whether written or oral. The Agreement may not be modified unless such modifications are evidenced in writing signed by both the City and Bank. The indemnification clause contained in this agreement supersedes and replaces the limitation of liability and indemnification clauses contained in the First Union Deposit Agreement Item 19. Endorsements and the Back of Checks, Item 23. Cash Management and Item 35. Telephone Access — Wire Transfer Terms and Conditions. In case of inconsistency or conflict between the provisions of the separate parts of the following Contract Documents, the separate parts shall take precedence and govern in the following order. Additionally, these documents are incorporated into and made an integral part of this Agreement as if set forth in full: A. Agreement for Banking Services B. RFP No. 01-11 R and all Terms and Conditions therein C. Proposal dated May 16, 2001 including revised fee proposal D. Master Repurchase Agreement E. Deposit Agreement The Bank warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Bank to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the Bank, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. ARTICLE 19 - TRUTH -IN -NEGOTIATION CERTIFICATE Execution of this Agreement by the Bank shall act as the execution of a truth -in -negotiation certificate certifying that the wage rates and costs used to determine the compensation provided for in this Agreement are accurate, complete and current as of the date of the Agreement and no higher than those charged the Bank's most favored customer for the same or substantially similar service. The said rates and cost shall be adjusted to exclude any significant sums should the City determine that the rates ad costs were increased due to inaccurate, incomplete or noncurrent wage rates or due to inaccurate representations of fees paid to outside Banks. The City shall exercise its rights under this "Certificate" within one (1) year following payment. 61 IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. City of Tamarac, through its Mayor and First Union National Bank (Name of party with whom Agreement is made), signing by and through its Vice President duly authorized to execute same. Witness: Marion Swenson," CMC City Clerk Date: ATTEST: (Corporate Secretary Type/Print Name of Corporate Secy. (CORPORATE SEAL) CITY OF TAMARAC jechreiber, Mayor Date: /0 -/0- 0 / L A11 / Jeffrey L/OilleF, City Manager Date: / 0 - / 0 0 I FIRST UNION NATIONAL BANK (Authorized Signature) Paul F. Vincent, Vice President Date: a/ rl CORPORATE ACKNOWLEDGEMENT STATE OFFLORIDA COUNTY OF BROWARD The foregoing instrument was acknowledged before me this � 011� day of September, 2001 by Paul F. Vincent, Vice of First Union National Bank, a Florida corporation, on behalf of the corporation. OFFICIAL NQriARYSEAL , JUNE A WHITE NOTARY PUBLIC STATE OF FLORIDA COMMISSION NO. CC775720 MY COMMISSION EXP. SEPT'15 Signat a of Notary Public — State of Florida .Tvtic A- GJ91 %L— Printed, typed/stamped name of Notary Public Exactly as commissioned ❑ Personally known by me, or produced identification: r" oRiag J Z1 ✓6iI<3 L CcCPSE" (Type of identification produced) mid take an oath, or ❑ Did not take an oath E-13 REPURCHASE MASTER AGREEMENT Dated as of (the "Co an ") and FIRST UNION NATIONAL BANK (the "Bank") 1. Applicability Pursuant to the terms and conditions of the Deposit Agreement between the Company and the Bank previously executed and delivered by the Company, the Company has elected to enter into transactions in which the Bank agrees to transfer to the Company securities or financial instruments ("Securities") against the transfer of fiends by the Company, with a simultaneous agreement by the Company to transfer to the Bank such Securities on the following business day against the transfer of funds by the Bank. Each such transaction shall be referred to herein as a "Transaction". Unless the Company is notified to the contrary in advance in writing by the Bank, Securities shall be limited to those issued by or guaranteed by the U.S. government or federal government agencies. 2. Security_ Interest Although the parties intend that all Transactions hereunder be sales and purchases and not loans, in the event any Transactions are deemed to be loans, the Bank shall be deemed to have pledged to the Company as security for the performance by the Bank of its obligations under each such Transaction, and shall be deemed to have granted to the Company a security interest in, all of the Securities with respect to all Transactions hereunder and all proceeds thereof. 3. Segregation of Securities Required Disclosure for Transactions in Which the Bank Retains Custody of Securities The Bank is not permitted to substitute other securities for those subject to this Agreement and therefore must keep the Company's securities segregated at all times, unless in this Agreement the Company grants the Bank the right to substitute other securities. If the Company grants the right to substitute, this means that the Company's securities will likely be commingled with the Bank's own securities during the trading day. The Company is advised that, during any trading day that the Company's securities are commingled with the Bank's securities, they may be subject to liens granted by the Bank to third parties and may be used by the Bank for deliveries on other securities transactions. Whenever the securities are commingled, the Bank's ability to resegregate substitute securities for the Company will be subject to the Bank's ability to satisfy any lien or to obtain substitute securities. To the extent required by applicable law, all Securities in the possession of the Bank shall be segregated from other securities in its possession and shall be identified as subject to this Agreement. Segregation may be accomplished by appropriate identification on the books and records of the holder, including a financial intermediary or a clearing corporation. Title to all Securities shall pass to the Company, provided the Company may not engage in repurchase transactions with the Securities or otherwise pledge or hypothecate the Securities. 4. Intent (a) The parties recognize that each Transaction is a "repurchase agreement" as that term is defined in Section 101 of Title 11 of the United States Code, as amended (except insofar as the type of Securities subject to such Transaction or the term of such Transaction would render such definition inapplicable), and a "securities contract" as that term is defined in Section 741 of Title 11 of the United States Code, as amended. (b) It is understood that the Company's right to liquidate Securities delivered to it in connection with Transactions hereunder or to exercise any other remedies with respect to this Agreement, is a contractual right to liquidate such Securities as described in Sections 555 and 559 of Title 11 of the United States Code, as amended. 5. Disclosure Relating to the Bank The Company acknowledges that is has been advised that funds held by the Bank pursuant to a Transaction hereunder are not a deposit and therefore are not insured by the Federal Deposit Insurance Corporation. Title: Date -- /0 JA�L L- By: First Union National Bank (The `Bank (authorized signature) Title: VP CtF lgs�f. C4 Date: 7/2,Sr /4 IN ADDITION TO ABOVE, CUSTOMER MUST COMPLETE TAXPAYER CERTIFICATION BELOW. SUBSTITUTE FORM W-9 - Taz a er Identification Number and Certification. Under Penalties of Perjury, I Certify That: (1) The number shown on this form is my correct Taxpayer Identification Number (or that I am waiting for a number to be issued to me); and (2) 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding. Certification instruction - You must cross out item (2) above if you have been notified by IRS that you are currently subject to backup withholding because of under reporting interest or dividends on your tax return. Primary Applicant Social Security or Tax I.D.#: -b - C 0 — Exempt Recipients Check Here. Fed- # ��- ►03955 a - The Internal Revenue Service does not require your consent to any provision of this document other than the certifications required to avoid backup withholding. Primary Applicant Signature-, Date: /10 0 0 I Revision 08/30/00 DEPOSIT AGREEMENT NAND DISCLOSURES For Non -Personal Accounts Effective May 15, 2000 The words "you" and "yours" as used in this Agreement mean the person, partnership, corporation, association or other entity who has agreed to the terms of this Agreement with us. The words "we" and "us" mean First Union National Bank. 1. LEGAL EFFECT OF THIS AGREEMENT. When you open a deposit account with us by signing a Signature Card, providing a Resolution and receiving a copy of this Agreement, you are agreeing to the terms of this Agreement. It is a legally binding contract. Please note that the contract can only be modified as provided in this Agreement. In establishing an account with us, you agree and acknowledge that our relationship is that of debtor and creditor and that we are not in any way acting as a fiduciary for you or for your benefit. Please READ and RETAIN this Agreement so that you can refer to it whenever you have a question about your account. If you have any questions after reading this Agreement, we would be happy to try to answer or clarify them. 2. SCOPE OF AGREEMENT. This Agreement only applies to business accounts. Business accounts are those accounts established by a partnership, corporation, association or other entity operated on a for -profit basis; a corporation or an association operated on a not -for -profit basis, a governmental unit, and an individual who intends to use the account for carrying on a trade or business. The classification and form of ownership of a business account are as designated on the Signature Card. In a partnership or other unincorporated business account, the partners or owners agree with each other and with us that any one partner or owner whose name is written or typed on the Signature Card has complete authority to bind the partnership or other business and all other partners or owners in all transactions involving the account. In a corporation account, each person who signs the Signature Card represents to us that the corporation is duly authorized to transact business and that each person whose name is written or typed on the Signature Card is duly authorized and has complete authority to bind the corporation in all transactions involving the account. The partnership, corporation or other legal entity agrees to notify us promptly in writing of any change in authority. We also reserve the right to require a partnership, corporation or other legal entity to give us a separate written authorization telling us who is authorized to act on its behalf. For corporations, we may rely upon written instructions from the corporate secretary or an assistant secretary. We are authonzed to follow the directions of a person designated as having authority to act on the entity's behalf until we actually receive written notice that the authority has been terminated and have had a reasonable time to act upon that notice. 3. DEPOSITS. You may make deposits by mail or in person at our branch offices by using deposit tickets. We have the right to endorse any non -cash items submitted for deposit to your account and to deposit them into your account. We also have the right to limit, refuse or return any deposit. You agree to reimburse us for any loss or expense (including, without limitation, reasonable attorneys' fees and the costs of litigation) we incur because you fail to endorse an item exactly as it is drawn. If we receive an item on a weekend, holiday or after our cut-off hour on a business day, the item is deemed to have been received on our next business day. You agree that our count of the coins and currency in your deposit shall be conclusive as to the amount. We will make any necessary adjustments to your account for any discrepancies and notify you. Our business days and cut-off hours are posted at our offices (except for certain Automated Teller Machines which may be unique) and are subject to change from time to time at our discretion. We reserve the right to make adjustments to your account, in our sole discretion, for computation or other errors to your account. 4. COLLECTION OF ITEMS. In receiving items for deposit or collection, we act as your collection agent and assume no responsibility beyond the exercise of due care. Special instructions for handling an item are effective only if made in writing and given to us along with the item in question. We will not be liable for default or negligence of our correspondents or for loss in transit, and each correspondent will only be liable for its own negligence. You are responsible for reconstruction and proof of loss of any cash items included in deposits which are lost or stolen in transit before we have received and accepted the deposit. Items and their proceeds may be handled in accordance with applicable Federal Reserve and Clearing House rules. All items are credited subject to final payment and our receipt of proceeds. Without prior notice to you, we may charge back any item at any time before final payment, whether returned or not, and we may also charge back any item drawn on us if, within the normal handling period for such item, the item cannot be honored against the drawer's account. We are authorized to pursue collection of previously dishonored items, and in so doing we may permit the payor bank to hold an item beyond the midnight deadline, 5. CHECKS AND OTHER WITHDRAWALS. We may refuse to pay or may impose a special fee for any check or other item drawn against your account or used to withdraw funds from your account if it is not on a form we have approved. We also reserve the right to refuse to pay or impose a special fee for any check or other item drawn against your account or used to withdraw funds from your account if the transaction is made in a manner not specifically authorized for your account, if made more frequently or in a greater number than specifically permitted for your account, or if made in an amount less than the minimum withdrawal or transfer specifically permitted for your account. We may pay checks or other items drawn upon your account (including those payable to us) in any order we determine, even if paying a particular check or item results in an insufficient balance in your account to pay one or more other items that otherwise could have been paid out of your account. Unless prohibited by applicable law, you agree that the Bank may impose a fee on the payee or other holder of a check or other item drawn against your account that is presented for payment over the counter at the Bank (i.e . someone wants to cash one of your checks at a Bank office) rather than being deposited in ar account at another institution and presented for payment through the check collection system. 6. AUTHORIZED SIGNATURES. The signatures appearing on the Signature Card are the authorized signatures for your account. For the payment of funds and for other purposes relating to any account you have with us, we are authorized to recognize an authorizec signature, but we will not be liable to you for refusing to honor your checks or other signed instructions if we believe in good faith that the signature appearing on such checks or instructions is not genuine. When your account is established, you may indicate your desire that more than one authorized signature appear on a check or other item drawn against the account by designating a desired number of signatures on the Signature Card or in a separate written authorization. However, such a designation is solely for your convenience and internal control purposes. In the absence of our specific written agreement to the contrary, we may honor any check or other item drawn against your account as long as it contains at least one authorized signature. 7. FACSIMILE SIGNATURES. If any checks, drafts, notes, or other negotiable instruments are signed and endorsed in writing, by rubber stamp or otherwise, with or without a designation of the party making such signature or endorsement, we may pay and charge your account for payments. checks, drafts, notes or other orders for payment bearing or purporting to bear the facsimile signature of any person or persons required to sign when the signatures resemble the facsimile specimen designated, regardless of by whom or by what means the actual or purported facsimile signature may have been affixed. We are not liable for any use of a facsimile signature device Therefore, you should maintain close control over your facsimile signature devices and promptly review your statements and canceled checks to detect unauthorized use of those devices. 8. OVERDRAFTS. We may determine whether or not your account contains sufficient funds to Pay a check or other item at any time between the time we receive the check or other item and our return deadline, and only one determination of the account balance is required. If that determination reveals insufficient available funds to pay the check or other item, you agree to pay a service charge, and we are not required to honor the check or other item and may return it. Alternatively, we may honor the Check or other item, create an overdraft and impose a service charge for paying the overdraft. You agree to deposit sufficient funds to cover the overdraft and the related service charge upon notice of the overdraft and to reimburse us for any costs we incur in collecting the overdraft from you including, without limitation, reasonable attorneys' fees and the costs of litigation to the extent permitted by law. However, the honoring of one or more overdrafts does not obligate us to honor any future overdrafts, and you should not rely on us to honor an overdraft even if we have done so in the past. Moreover, we are not required to send you prior notice on checks returned for insufficient funds. 9. OVERDRAFT CHECKING PROTECTION. If overdraft checking protection is available, and you elect that option, the Bank will automatically transfer funds, sufficient to cover the amount of any overdraft and service charge, to your primary checking account from any other eligible secondary deposit account (checking, savings. money market) you selected. Funds will be transferred in the next largest full dollar amount. One transfer will be made at the end of the business day in which an overdraft(s) occurs. You agree to pay an overdraft protection service charge for each daily transfer, as provided in the Bank's Schedule of Fees, and that charge will be deducted from your primary account. This is not an extension of credit and no transfer will be made if sufficient funds are not available in your secondary account to cover the overdraft. If your secondary account is a savings or money market account, transfers from such accounts are preauthorized transfers and, under federal regulation, you are not permitted to make more than six preauthorized transfers (including telephone transfers) each statement period. If a check is involved and is not paid because there are not sufficient funds, you will be charged a non - sufficient funds fee. If a transfer activates an overdraft extension of credit arrangement. the terms and conditions of that agreement apply. 10. SERVICE FEES. You agree to pay any service fees that apply to your account. Service fees may include but are not limited to charges for check printing, check writing, stop payment orders, notices of post-dated items, cashier's checks, overdrafts, Automated Clearing House (ACH) entries. wire transfers, insufficient funds checks, and Cash Management Services. Any fees may be deducted from your account without prior notice to you. We will not be liable for dishonoring checks or other withdrawal orders because of insufficient funds resulting from proper deduction of fees. A schedule of our current fees is given to you when you open an account and is available at any of our branch offices. Service fees are subject to change from time to time at our discretion. Notice of any changes will be sent to you at the address shown on our records. and a reasonable period of time will be given before any changes become effective. You further agree to reimburse us for any actual expenses we incur to execute. cancel or amend any wire transfer payment order, or perform any related act at your request. 11. AUTOMATED PROCESSING OF ITEMS. If you elect to have your bank documents printed by a vendor that has not been approved by the bank, you will be doing so at your own risk. We shall not be liable for processing errors or delays due to printing inaccuracies or faulty magnetic ink encoding of critical data. We have adopted automated collection and payment procedures so that we can process the greatest volume of items at the lowest possible cost to all customers. These automated procedures involve high-speed automated check processing machines that read information encoded onto each item in magnetic ink. In recognition of this fact, you agree that in paying or taking an item for collection, we may disregard all information on the item other than the drawer's signature, the identity of the drawee bank, the amount of the item, and any other information encoded onto the item in magnetic ink according to general banking standards, whether or not that information is consistent with other information en the item. For instance, we may rely on the amount of a check as encoded by another institution in magnetic ink, even if that encoded amount is greater than the face amount of the check or exceeds the maximum amount for which the check is valid as stated in a legend on the check. You agree to reimburse us for any loss or expense (including, without limitation, reasonable attorneys' fees and the cost of 0000 538194 (50/pkg Rev 041 litigation) we incur because you issue or deposit an item containing such extra information. Furthermore, you agree that we do not fail to exercise ordinary care in paying an item solely because our procedures do not provide for the sight examination of items with a face amount below an amount we specify from time to time. 12. STATEMENTS. Your statement will be mailed monthly, quarterly or annually, depending on the types of accounts and services you have with us, and will include the interest rate and effective yield for the interest payment(s) included in that statement. We will mail your statements to the address we have for you in our records. You agree that we may change this address based on information provided to us by the U.S. Postal Service. We will have no liability to you for changing your address based on such information, even if the information provided by the U.S. Postal Service is in error. If any statement is returned to us because of an incorrect address, we may stop sending statements to you. You should carefully examine the statement and canceled checks when you receive them. If you feel there is an error on the statement, or that some unauthorized person has withdrawn funds from the account, notify us immediately. The statement is considered correct unless you notify us promptly after any error is discovered. Moreover, because you are in the best position to discover an unauthorized signature, an unauthorized endorsement or a material alteration, you agree that we will not be liable for paying such items if (a) you did not exercise reasonable care in examining the statement and canceled checks or (b) you have not reported an unauthorized signature, an unauthorized endorsement or material alterations to us within 60 days of the mailing date of the earliest statement describing these items, or (c) these items were forged or altered so cleverly (as by unauthorized use of a facsimile machine, photocopy machine or otherwise) that an unauthorized signature, an unauthorized endorsement or material alteration could not be detected by a reasonable person. If you have elected not to receive copies of canceled checks with your statements, the canceled checks or legible copies will be provided to you within a reasonable time after your written request that sufficiently identifies the checks requested. You agree to pay the applicable service charge for retrieving and copying the requested checks. 13. STOPPING PAYMENT, You may ask us to stop payment of checks drawn on your Commercial Checking, Business Checking, Non -Profit Checking, Commercial Interest Checking, Commercial Money Market Checking, Commercial Money Market Investment, and Client Fund Manager accounts. You must tell us the exact amount of the check, check number, date of check, payee and the full account number on which it is drawn for us to be able to enter a stop payment. If the information you give us is not correct or if you do not give us other reasonable information requested about the check, we will not be responsible if we are not able to effect the stop payment. If you generate your checks by computer, or in any other manner which does not produce a MICR -encoded check number on the check, First Union will be unable to guarantee that your stop payment will be honored You therefore agree to hold First Union harmless should First Union be unable to honor a stop payment order which you have timely and correctly placed on your check with no MICR -encoded check number. We are entitled to a reasonable period of time within which to notify our employees after you give us a stop payment order. If we re -credit your account after paying a check over a valid and timely stop payment order. you agree to transfer to us all of your rights against the payee or other holder of the check, and to assist us in any legal action taken against that person later on. A release or cancellation of a stop payment order may be given by a person who is authorized to draw checks against the account. Stop payment orders on cashier's checks certified checks or money orders are not permitted. Stop payment orders (both oral and written) are valid for the length of time you request, but in all events, for a minimum of six months unless renewed by you for an additional six months or specified length of time. We will send you a written confirmation of your stop payment order, noting the period of time it will be effective (not applicable to Florida customers). The fee for stopping payment varies with the length of the stop payment order. You may extend a stop payment order by calling or writing us prior to the expiration of the existing stop payment order. An additional fee may apply for the extended period. 14. SETOFF AND SECURITY INTEREST. Any pledge or assignment of CDs and other accounts for security purposes remains subject to our right of setoff and security interest. If you ever owe us money as a borrower, guarantor, judgment debtor or otherwise, including any obligation owed to a financial institution acquired by us, and it becomes due, we have the right under the law (called "setoff') and under this agreement (by which you grant us a security interest in your certificates of deposit and other deposit accounts) to use the money from your account to pay the debt. We may use the money to pay the debt even if the withdrawal results in an interest penalty or the dishonor of checks. In the case of a partnership or joint account, each partner or joint owner agrees that we may use the money in their individual accounts to satisfy any one of their individual obligations. We may use the money if (a) you are a joint owner of the account and (b) you are not indebted to us and (c) the debt is owed to us by another joint owner, Similarly, each partner or joint owner agrees that we may use the money in their individual accounts to satisfy obligations in the joint account or partnership account. The security interest granted by this Agreement is consensual and is in addition to our right of setoff. 15. NOTICES. Any notice we send you will be considered effective when it is deposited in the U.S. Mail to the most recent address reflected in our records. Notice from you will be considered effective when we receive it at our designated address. 16. CLOSING YOUR ACCOUNT. If you close your Commercial Interest Checking, Commercial Money Market Checking, Commercial Money Market Investment, Client Fund Manager or Commercial Savings Account during the calendar month, you may lose the interest that has accumulated since the last time interest was added to your account. Before you close your Master account, you must transfer any balances remaining in your Client accounts to the Master account You will pay an interest penalty if you make withdrawals from or redeem a Certificate of Deposit early, as explained hereafter. We have the right to close your Commercial Checking, Business Checking, Non -Profit Checking. Commercial Interest Checking, Commercial Money Market Checking, Commercial Money Market Investment, Client Fund Manager and Commercial Savings accounts at any time without advance notice. The closing of your account (whether by you or by us) does not release you from any fees or other obligations incurred before the closure, those you incur in the process of closing out your account, or for your liability on outstanding items. 17. REPORTING INFORMATION, We have the right to report information about your account to any credit reporting agency or to anyone to whom you give us as a reference. First Union shares customer transaction and experience information with affiliates within First Union Corporation (e.g. First Union National Bank, First Union Brokerage Services, Inc., First Union Mortgage Corporation, etc.) through a central information system. First Union will now be allowed by the Fair Credit Reporting Act to share any other customer information among First Union affiliates. First Union will never share this "other information" with any non-affiliated third party for any reason other than those already stated in your account agreement. Sharing of "other information" among First Union affiliates can be used to improve our services to you. However, you may opt out of such sharing between First Union affiliates. In order to do so send your name, address (as it appears on your account statement), social security number or tax ID, telephone number, and account type and number to: First Union, P.O. Box 11726, Roanoke, VA 24022-1726. (Your request must be mailed in a separate envelope and should not be included in any other bank correspondence.) Please note that each customer has the right to direct First Union not to share information other than transaction or experience information about them with its affiliates. Each customer, including each joint owner, may separately choose to ask that his or her "other information" not be shared among First Union affiliates. Customers who request that "other information" not be shared may do so only for themselves, and may not do so for anyone else, including joint account owners. We will process any request received as quickly as possible. You authorize us to tell payees of items drawn against your account whether sufficient funds are then available. 18. ABANDONED ACCOUNTS. If you fail to notify us in writing of your current mailing address, fail to use your account or fail to notify us concerning your account, your account and deposits may be presumed abandoned after a certain period of time. Dormant accounts may be subject to reasonable service charges similar to those imposed on active accounts, and these service charges may be imposed on accounts presumed to be abandoned. Accounts which are presumed to be abandoned will be subject to escheat in accordance with the laws of the state where your account is opened. 19. ENDORSEMENTS AND THE BACK OF CHECKS. If you issue a Check that contains a carbon band, printing, endorsements or other material on the back of the check outside of the area extending 1 1/2 inches from the trailing edge of the check, that material could also interfere with endorsements by banks and cause delays in returning the check. Similarly, if you or a prior endorser signs, stamps or affixes an endorsement to a check for deposit which is outside of the area extending 1 112 inches from the trailing edge of a check, that material could also interfere with endorsements by banks and cause delays in returning the check. Therefore, you agree to indemnify and hold us harmless from any and all claims, loss, costs and expenses (including, without limitation, reasonable attorneys' fees and the costs of litigation) that we may incur as a result of the late return of a check caused by a carbon band, printing, endorsements or other material on the back of any check drawn on or deposited to your account that extend outside the area extending 1 112 inches from the trailing edge of the check. The trailing edge is defined as the left side of the check when viewing it from the front. 20. STALE, POST-DATED AND TIME -DATED ITEMS. We maintain the option either to pay or to dishonor any stale check (i.e., a check that is more than six months old) upon presentation to us. It is not recommended that you issue a post-dated check (i.e., a check bearing a date later than the actual calendar date) as a means of withdrawal. Our high-speed automated check processing equipment cannot detect post-dated checks. Therefore, you agree that we will not be liable to you for charging your account before the indicated date on a properly payable but post-dated check. Similarly, our check processing equipment is unable to detect time -dated checks (i.e., checks stating that they are not valid after a certain date or beyond a certain period of time). As a result, you agree that we will not be liable to you for charging your account after the date or period stated on an otherwise properly payable time -dated check. 21. NIGHT DEPOSITORY SERVICES. If you wish to use our night depository services, the acceptance by us of an authorized night deposit bag and its contents, and your selection and use of such a bag, are subject to the following terms and conditions: A. You shall indicate by signing a Night Deposit Agreement that you will use hold bags and the Bank will not process the deposit(s) until one of your authorized agents has signed for the bag(s). The bag(s) will only be released to an authorized agent that has signed the Night Deposit Agreement. If bags other than hold bags are used, a Night Deposit Agreement will not be required. B. You may deliver and pick up the bag by armored courier, or by courier designee, or by any other agent or employee. All such couriers or courier designees shall be deemed to be your agents. C, The bag at time of delivery to us shall contain a deposit ticket accurately describing the cash, checks and/or other items contained in the bag and containing your name and the number of the account to which we are to make the deposit, and it shall be securely sealed. We reserve the right, in our sole discretion, to refuse to accept the bag or process any deposit if the bag appears torn or tampered with in any way. We will give you notice of our refusal to process the bag. We shall not be deemed to have possession of the bag or any contents, if we have refused to accept or process pursuant to the preceding sentence, and shall have no liability to you if we refuse to process the bag. D. You may deliver the bag into our night depository facility at any hour of the day or night, whether or not we are open for business. You will have received and acknowledged receipt of a key which opens such night depository facility, which key belongs to us and shall be returned to us upon termination of your right to use the night depository facility or upon our demand. You may not permit any other person or entity to use any key entrusted to you or allow any other person or entity to make use of our night depository facility with any such key. We shall remove bags from the night depository facilities at least once a day on each day we are open for business. The Bank employee removing the bag or other Bank employee shall open the bag and process the contents in accordance with paragraph E. We may withdraw any night depository facility from use at any time without notice. E. You hereby direct us to open the bag and deposit the contents to your designated account with us. We shall process the contents of the bag in accordance with our normal processing procedures. We will notify you upon discovery of any discrepancy or missing documentation. Our count of the coins and currency contents of the bag shall be conclusive as to the amount it contains. We will conditionally credit all checks and other items contained in the bag as shown on the deposit ticket subject to later verification and final settlement. Notwithstanding the foregoing, we shall not be liable for opening or not opening the bag. F. You agree that nothing will be placed in the bags except money, checks and other like negotiable items ("Property") and no Property will be placed in the chute to the night depository facility unless enclosed in a properly sealed or locked bag. The use of the night depository facility shall be at your sole risk. You agree that neither we nor any of our agents shall be responsible for any loss or damage sustained by you in the use of the night depository facility which results from a mechanical defect of the facility, from an act of God, from the inability of the user to properly operate the facility, or from acts of vandalism or malicious mischief unless loss or damage is caused by our gross negligence or intentional misconduct. G. Prior to the receipt and acceptance of the contents of the bag by us as a deposit, the relationship between you and us as to all Property placed in the night depository facility shall be that of bailor and bailee of such Property, and we shall be liable to you. not as an insurer of said Property, but only for that degree of care required of gratuitous bailee having the custody of the Property of others. No debtor/creditor relationship shall exist between us with respect to any cash, check or other items contained in the bag until we shall have received and accepted the contents of the bag as a deposit. credited the amount of your account, and, in the case of non -cash items, when we have finally coilected the check or item. We shall not be liable to you except for our own lack of good faith or failure to exercise ordinary care with regard to any matters covered by Article 4 of the Uniform Commercial Code. and for our gross negligence and wilful misconduct with regard to any other matters. We shall not be liable for any act performed by us, nor any claims, expenses, damages or losses arising therefrom, if such act is performed by us pursuant to instructions. written or oral. which we reasonably and in good faith believe to be yours. In no event shall we be liable for indirect, consequential or exemplary damages, even if we have been advised of such possibility. H. The right to use the bag may be terminated by us on seventy-two (72) hours notice given orally to you or your agents, or by written notice mailed to your last address shown on our books. We reserve the right to assess a fee for the use of Bank's Night Depository Services. Such fee will be in keeping with Bank policy and disclosed on the Commercial Accounts Schedule of Fees available at any branch office. 22. COURIER BAG RETRIEVAL AND DELIVERY. If you elect to have any Bag retrieved and delivered by a third party whom you have authorized to do so under the terms of this Agreement, but is acting as your third party agent. Bank shall not be authority of the person(s) or entity purporting to be your agent. You agree that notwithstanding anything to the contrary contained in this Agreement or elsewhere, you shall indemnify, defend, and hold harmless Bank and each of its affiliates, directors, officers, employees, attorneys, and agents (to the fullest extent permitted by law) from and against any and all claims. demands, lawsuits, costs. expenses, fees, fines, obligations, liabilities, losses, damages, recoveries, and deficiencies, including interest, penalties and reasonable attorneys' fees and costs, whether direct, indirect, consequential, incidental or at any time asserted that Bank may incur or suffer or that may arise out of, result from or relate to your third party agent or any person or entity purporting to be your third party agent retrieving, delivering and/or taking custody of any Bag. 23. CASH MANAGEMENT. If you wish to use our Cash Management Services, your selection and use of our provisions of these Services are subject to the following terms and Conditions: The Services are more fully described in the Automated Clearing House Terms and Conditions and separate Service Description(s) provided by us, both initially and at any time hereafter. You agree that if any terms and conditions of the Service Description(s) conflict with the terms of this Agreement, the terms and conditions of the Service Description(s) shall govern. We may change our operational procedures without amending this Agreement, upon notice to you. Documentation. We, in our sole discretion, will determine the adequacy of the documents and instruments and may delay the implementation of the Services prior to the receipt of adequate documents and instruments. You will promptly notify our Cash Management Department in writing of any actual changes underlying or represented in the documentation, and will promptly execute and deliver new documentation as may be required by us. We shall not be liable for any actions taken by us in reliance upon such new documentation until actual notice is received by us in sufficient time for us to act thereon. We reserve the right periodically to request, and you agree to provide upon our request. financial statements and other information we may feel are appropriate in consideration of various Cash Management or other depository services you ask us to provide or continue providing to you. Subsidiaries. If you are executing this agreement on behalf of separate corporate entities or subsidiaries as well as on your own behalf, you hereby represent and warrant to us that you have received proper authorization or powers of attorney from each of such separate corporate entities or subsidiaries and that you have full power and authority to bind such entities to the terms of this Agreement. Termination. Either party may terminate the services by giving the other party at least thirty (30) days prior written notice. However, we may terminate all services immediately and we shall be entitled to any remedy available to us at law or equity if (1) you fail to make any payment to us when due, or (2) you should seek protection under any law for the protection of those unable to pay their debts or should any action in bankruptcy be filed by or against you or (3) any failure or default you have under obligation. In the event of termination for whatever reason, all sums and fees owed by you to us shall be immediately due and payable. Indemnification; Limitation of Liability. You agree to indemnify and hold us harmless, our officers, employees and agents from any and all losses or claims of any kind arising in connection with the Services provided under this Agreement, except losses or claims arising out of negligence or wilful misconduct of the Bank or its employees. You further agree to indemnify and hold us harmless, our officers, employees and agents from any and all losses or claims of any kind arising out of actions taken or omitted in good faith by us in reliance upon instructions from you. We shall not be responsible for any other entity's (not under our direct control) acts or omissions, including, without limitation, any Federal Reserve Bank or transmission or communication facility. Even if liability is established for actual damages, in no event shall we or you be liable, to one another, for special, consequential or punitive damages arising out of or in connection with the furnishing, performance or use of the Services provided for under this Agreement. even if we or you have been advised of the possibility of such damages. The limitations and exclusions in this paragraph shall apply to all claims of every kind, nature and description whether arising from breach of contract, breach of warranty, negligence or other tort, and shall survive the termination of this Agreement. Disbursement Fraud Detection Services. You acknowledge that we have developed and made available to you several Services designed to reduce the likelihood that a fraudulent. unauthorized or altered check or other item will be paid. You also acknowledge that failure to utilize those Services could substantially increase the likelihood that a fraudulent, unauthorized or altered check or other item will ultimately be paid out of your account. 24. TIME DEPOSITS. Time deposits may be issued either in the form of a Certificate of Deposit, passbook, or a time deposit for which no certificate is issued. On the initial or any subsequent maturity date. you may present your properly endorsed Certificate (for accounts where Certificates were issued), your passbook, or sign a receipt farm (for accounts with no certificate issued) at any branch office and you will be paid the amount due. Redemption. We may redeem the Time Deposit on the initial or any subsequent maturity date, and may accelerate maturity if you default in the payment of money owed to us, applying the redemption proceeds against such obligations. Interest Calculation. We use the daily balance method to calculate interest on your account. This method applies a daily periodic rate to the ledger balance in your account each day and to any interest you've earned that has not been credited to your account. The daily rate interest is compounded at the frequency indicated on the Rate Disclosure provided. from the opening date Interest is paid from the date of deposit through the day prior to the maturity date, and begins to accrue on the business day you deposit non -cash items. The APY assumes that interest will remain on deposit for the term of the account. A withdrawal of interest will reduce earnings. The daily rate is 1/365 (or 1/366 in a leap year) of the interest rate. Interest Rates. The interest rate for your deposit is established based upon the amount of deposit and the term you select. and is fixed for the term of the account. Receiving Interest. You may choose to have interest automatically reinvested, paid to a First Union checking, savings, or money market account or paid to you by check. Interest payments can be made monthly. quarterly, semi-annually, or annually depending on the term of the time deposit. For terms from three months to one year, we also offer the option of having interest paid at maturity. Interest payments can be made only at maturity for time deposits with terms shorter than three months. If you elect to have your interest reinvested, your interest is credited to your account monthly. Automatically Renewable Time Deposits. If "Automatically Renewable" is indicated on your account opening documents, the following terms apply: Grace Period. For accounts with a maturity of 7 through 31 days, you have one calendar day after the maturity date to withdraw funds without penalty. For all other accounts, you have 7 days after the maturity date to withdraw funds without penalty. This time period is known as a grace period. Automatic Renewal. Unless your account is closed on the initial or any subsequent maturity date or within the grace period, this time deposit account will automatically be extended for a time period equal to the initial term beginning at the initial maturity date or at each subsequent maturity date. The interest rate for each renewal term will be the currently offered rate in effect on the maturity date for the term just ended. Withdrawal of Principal. If any principal is withdrawn within the grace period and it is reinvested in any First Union account, interest will be paid through the grace period on the amount withdrawn at the interest rate in effect for the term just ended. However, interest will not be paid for the days in the grace period if any of the principal is withdrawn and not reinvested at First Union. Withdrawal of Interest. Interest earned during the initial or subsequent term may be withdrawn without penalty on the maturity date or within the grace period after the term when earned. Additional Deposits. Additional deposits are not permitted during the term of your account. Interest Added to Principal. If the interest earned during the initial or subsequent term is not withdrawn on the maturity date or within the grace period after the term when earned, it will be added to and made part of the principal amount. Partial Withdrawals. You are permitted to make partial withdrawals, $500 minimum, during the initial or any subsequent renewal term of your account, as long as the minimum amount required to open an account of that type remains on deposit. The partial withdrawal will be subject to early withdrawal penalties and fees. Early Withdrawal Penalties. If you make withdrawals from or close your time deposit account before the maturity date, you will be subject to an early withdrawal fee, and a penalty as outlined below: 1. If any of the deposit is withdrawn before the initial or any subsequent maturity date, a penalty as shown below will be imposed on the amount withdrawn: Maturity Term Early Withdrawal Penalty 7 days thru 90 days All interest that would have be earned in the maturity period. Florida Greater of: 30 days simple interest or all interest earned. 91 days thru 364 days Amount equal to 90 days' simple interest. 365 days and greater Amount equal to 180 days' simple interest. 2. Withdrawals from time deposit accounts will be permitted before maturity without an interest penalty as outlined in the previous paragraph 1 in the following circumstances: (i) where requested, upon the death of any account owner; or (ii) where requested, when the account owner is determined to be legally incompetent by a court or other administrative body of competent jurisdiction, or (iii) where a bank pays that portion of the account on which federal deposit insurance has been lost as the result of a merger of two or more federally insured banks in which the depositor previously maintained separate time deposit accounts, for a period of 1 year after the date of the merger. 25. INTEREST INFORMATION. Interest on Commercial Money Market Investment, Commercial Money Market Checking, Commercial Interest Checking, Client Fund Manager and Commercial Savings accounts will be compounded and credited as determined by the Bank. Please refer to the Commercial Accounts Schedule of Fees for details on interest compounding and payment methods. Interest rates for the above accounts vary from time to time, and the current interest rates are available in our branch offices. Your statement will also include the interest rate and the effective annual percentage yield earned for that statement period 26, COMMERCIAL MONEY MARKET INVESTMENT. You will earn our current Commercial Money Market Investment interest rate if you maintain a daily collected balance of the minimum amount. Please refer to your Commercial Accounts Schedule of Fees to confirm threshold balances for earning higher rates of interest. 27. INTERNAL MONEY MANAGEMENT ACCOUNTING. For regulatory and accounting purposes, your checking account will consist of two "sub -accounts" on our books: 1) either a non -in terest•bea ring (demand) account or an interest -bearing (NOW)sub-account. and 2) a money market sub -account. These sub -accounts are treated as a single account for statements and daily use of your account. Interest is not earned on either sub -account for non -interest - bearing checking accounts. On interest -bearing checking accounts, the same interest rate may be paid on both sub -accounts, and your periodic statement will reflect a single blended annual percentage yield (APY) earned. Whenever your checking sub -account balance exceeds a threshold amount (which we may set and change at our discretion), we may transfer funds above that amount to the money market sub -account. As these funds are needed to pay items presented against your checking account, we will transfer funds from the money market sub -account to the checking sub -account, up to six times per statement month If a sixth transfer is needed, the entire balance in the money market sub -account will be transferred into the checking sub -account. This process may be repeated each statement month. This accounting process has no effect on the daily use of your account, on how checks are paid, or on how account activity appears on your periodic account statement. 28. POLICY FOR PAYMENT OF INTEREST ON COLLECTED BALANCES. Interest begins to accrue on interest bearing deposit accounts no later than the business day we receive credit for the deposit of non -cash items deposited to your account. We receive credit for checks drawn on other financial institutions based on the availability schedule established by the applicable branch of the Federal Reserve Bank and other correspondent banks. The balance in interest bearing deposit accounts for which we have received credit is called the collected balance. Interest is paid on the collected balance less reserves, if applicable, we have on deposit with the Federal Reserve Bank, 29. COMMERCIAL SAVINGS. Your balance(s) will earn interest at our current Commercial Savings interest rate. Please refer to your Commercial Accounts Schedule of Fees to confirm tiers for earning higher rates of interest (may not be applicable in all states). 30. ACCOUNT LIMITATIONS. We are required under federal regulation to retain the right to ask for seven days' written notice before you withdraw money from the following accounts: Commercial Interest Checking, Commercial Money Market Checking, Commercial Money Markc Investment, Client Fund Manager and Commercial Savings accounts. Unless you receiv different instructions from us, you can make withdrawals by writing a check on the applicabl account, except on Commercial Savings accounts. 31. COMMERCIAL MONEY MARKET INVESTMENT ACCOUNT LIMITATIONS. You ma make unlimited withdrawals in person from your Commercial Money Market Investment Account however, by federal regulation, you are not permitted to make more than six preauthonze transfers (including telephone transfers, automatic transfers, overdraft transfers, and transfer made by personal computer) each statement period. No more than three of the transfers may l made by draft or check to a third party. If this limitation is exceeded on a regular basis, we arf required to convert your account to another account that permits unlimited check writin privileges. A fee will be imposed for items posted during a statement period in excess of this I m (see the Commercial Accounts Schedule of Fees for the amount of the fee). We will deter-ri, the number of third party checks for your statement period based on the posted date of the thin party checks. 32. COMMERCIAL SAVINGS ACCOUNT LIMITATIONS. You may make unlimited withdrawals in person from your Commercial Savings Account, however, under federal regulations you arE not permitted to make more than six preauthorized transfers (including telephone transfers automatic transfers, overdraft transfers, and transfers made by personal computer) and drafts per month. If this limitation is exceeded on a regular basis, we are required to close your accoun and to open another account that permits unlimited check writing privileges. Withdrawals car only be made by those persons authorized by previously submitted resolutions. 33. CLIENT FUND MANAGER, Your Master account is a non interest bearing Commercia Checking account established in your name to link it to related Client accounts. We are no acting as escrow agent or in any other fiduciary capacity with respect to your Master account or Client accounts. Each Client account will be a separate interest bearing Commercial Money Market Investment Account or non interest bearing Business Checking Account opened by you in the name of a party or parties to be designated by you at the time these accounts are opened You are required to provide us with the name and taxpayer identification number of the party it whose name the Client account is being opened Each deposit must be accompanied by E deposit ticket which indicates your Client's name and account number. You authorize us tc accept deposits for credit to Client accounts as designated by you. Withdrawals from a Chen account can only be made by first transferring funds to the Master account. 34. TRANSFER OF ACCOUNTS. Commercial Savings accounts and CDs are assignable however, you must obtain our prior written consent before making any assignment. NC assignment will become effective until we have documented it in our records. 35. TELEPHONE ACCESS. You may access your accounts and perform many bank nc services using a touch-tone telephone and personalized access codes. Services may include balance and transaction information, transfers, stop payments, interest information and othe, matters where available. WIRE TRANSFER TERMS AND CONDITIONS If you wish to use our wire transfer service the following terms and conditions shall govern al transactions for our acceptance and processing of your payment orders, credits and relates requests. Unless otherwise defined below. the terms used in this Agreement shall have the same meaning as set forth in Article 4A of the Uniform Commercial Code of the state in whin your account or relationship is maintained. except South Carolina accounts will apply NO Carolina Article 4A definitions and governing law. Authorization and Security Procedure. We have established rules and security procedures for you to initiate and receive funds transfers to or from your account(s) which include a requirement for you to sign a Funds Transfer Security and Authorization -Schedule A (the "Authorization Schedule"), which is incorporated by reference and made part of this Agreement. The Authorization Schedule contains the procedures ("Security Procedures") which both of us will use to process payment orders initiated by you. Additional call back procedures may be utilized by you as described on Schedule B. which is incorporated by reference and made part of this Agreement upon your execution thereof You agree that those Security Procedures are commercially reasonable In light of your circumstances and the type, value and frequency of the payment orders you will request. You also agree to keep the Security Procedures confidential and not to disclose the Security Procedures to anyone except the persons whom you have authorized to make transfer requests on your behalf ("Authorized Representatives"). If you or any of your Authorized Representatives have reason to believe that a Security Procedure may have been learned by an unauthorized person, you agree to notify the Bank immediately at the telephone number indicated in the Authorization Schedule. If a payment order (or related request) is received by us in accordance with your Security Procedure, it shall be conclusively deemed authentic and we shall be entitled to rely thereon. You are responsible for the accuracy of the initial communication of the payment order as well as the accuracy of any documentation or callback of the payment order made by us. You, for yourself and each of your Authorized Representatives. agree that we, in our sole discretion, may record telephone conversations between us. Execution of Payment Orders. If we receive a payment order which has been verified according to our Security Procedures, you authorize and direct us to debit your account(s) as listed on the Authorization Schedule and transfer the funds. We are also authorized to implement any instructions, including amendments or cancellations of prior payment orders. upon verification of such instructions. We are authorized to rely cn any payment order believed by us in good faith to have been given by an Authorized Representative. We may handle payment orders received from you and other customers in any order selected by us and unless otherwise instructed by you, we may use any means, intermediaries or funds transfer systems which may have operating rules governing the execution of payment orders to effect the transfer as we in our sole discretion. shall decide. Cut Off Times. All payment orders must be received by us before the cut-off time for funds transfers on a business day established by us from time to time Any payment orders or related requests received after such deadlines, or on weekends, holidays for us or the bank or institution to receive the transfer, or the funds transfer system to be used, will be treated as received on our next funds transfer business day. We will make efforts to execute all payment orders received prior to the deadline. Advice of Funds Transfers, After executing each payment order, we will use our best efforts to mail to you a confirmation of such payment order at your address indicated on our records. You agree to examine the confirmation promptly upon receipt and to notify us immediately of any discrepancies between the confirmation and your records. We shall not be liable for interest compensation, unless we are notified of the discrepancy within thirty days after the date of your receipt of the confirmation or your bank statement indicating the debit for the payment order in question, whichever is earlier. You agree that your right to assert a claim against us with respect to any transaction reasonably identified on a statement shall expire within one year of your receipt of that statement, and that if you have elected not to receive a statement, such right shall expire within one year of receipt of the transaction advice which reasonably identified the transaction. Limitation of Liability and Indemnification. You expressly agree that we shall be liable to you only for our negligent performance or non-performance of the service provided pursuant to the Agreement, and that our responsibility shall be limited to the exercise of reasonable and ordinary care. We shall not be liable for any errors or delay on the part of any third party, including without limitation, third parties used by us in executing a payment order or performing a related act du.a to any cause other than our own failure to exercise reasonable and ordinary care, and no such third party shall be deemed to be our agent. We shall not be liable for our refusal to honor any request if we in good faith are unable to satisfy ourselves that such request is valid, based upon our adherence to the Security Procedures. IN NO EVENT SHALL WE BE LIABLE FOR SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES. EXCEPT AS MAY BE OTHERWISE PROVIDED BY LAW EVEN IF WE SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. Except as may be limited by applicable law, you agree to indemnify us and hold us harmless (including the payment of reasonable attorneys' fees) against all liability to third parties arising out of or in connection with the terms and conditions of this Agreement of the services provided hereunder or otherwise pursuant to your instructions. Use of Identifying Numbers. When a payment or payment order identifies a beneficiary, beneficiary's bank or intermediary bank inconsistently by name and an identifying number such as an account number. S.W.I.F.T. address or universal identification number, payment may be made by the intermediary or beneficiary bank on the basis of the identifying number, even if the identifying number identifies a person or entity different from the named person or entity in your payment order and that your obligation to pay the payment order shall not be excused by your error, We will rely on the identifying number as proper identification of a beneficiary. Interest Compensation. In the event that we shall be liable to you for interest compensation under this Agreement or by applicable law, interest shall be calculated on the basis of the average Federal Funds rate for the period involved. You agree that we may, at our sole option, pay interest compensation as follows: (1) by lump sum payment of cash, or (2) by providing a credit to your account with us. International Payments. Orders for the transfer of U.S. Dollars shall be paid in U.S. dollars if transferred to a beneficiary located in the United States. If transferred to a beneficiary located in a foreign country, the beneficiary's bank may elect to pay the beneficiary in foreign currency at the bank's buying rate of exchange for wire transfers. It is your responsibility to advise the beneficiary of this possibility. We may send any message relative to this order in explicit language, code or cipher. Foreign currency transfer orders are final when made to us. However, pursuant to the request of the originator, and, if possible, we may cancel or amend any order before the transfer is made. We shall incur no liability if we are unable, for any reason, to cancel or amend an order. Refunds of U.S. Dollar orders shall be in the U.S. Dollar amount. Refunds of foreign currency orders shall be in the amount of U.S. Dollars that can be bought for the foreign currency amount at our then current rate of exchange. The originator bears all risk of loss due to Fluctuation in the rate of exchange. No transfer fee shall be refunded. ACH TERMS AND CONDITIONS If you wish to use our ACH service, the following terms and conditions shall govern all transactions arising out of this service. Services. The ACH services to be performed by us and in accordance with the rules of the National Automated Clearing House Association ("NACHA") (hereinafter the "Rules") as such Rules are amended from time to time include the transmission of electronic credit and/or debit entries (hereinafter "Entries") initiated by you and processed through us from your demand depository accounts with us (the "Accounts") to accounts maintained with us and at other banks and financial institutions by means of NACHA in conjunction with the Federal Reserve Bank (the "Services"), and we will act as an Originating Depository Financial Institution as defined in the Rules with respect to such Entries. Capitalized terms in this Service Description, unless otherwise defined, will have the meaning given in the adoption of Article 4A of the Uniform Commercial Code in the state in which your account or relationship is maintained, except South Carolina accounts will apply North Carolina Article 4A definitions and governing law. Services Performed, You will give us Instructions detailing the services to be performed with regard to the initiation, acceptance, rejection and transmission of Entries; transfer of funds; accounts to be utilized as Authorized Accounts; and the disposition of information regarding the Services performed. When accepted by us, your Instructions are hereby incorporated by reference as though fully set forth herein. Such Instructions may be changed from time to time by you upon notice to and acceptance by us without disturbing the validity of these Terms and Conditions. Rules and Verification of Entries. You agree we will transmit Entries by means of the Federal Reserve Bank in accordance with the Rules. You agree that we are not required to verify Entry information but instead may rely that the information furnished by you is authentic, accurate and conforms to the Rules. Office of Foreign Assets Control (OFAC). The ACH system may not be used to process transactions in violation of OFAC sanctions. At a minimum, illicit transactions will be blocked or rejected and originators could face penalties. Prenotification, If required by the Rules, you agree to provide us with NACHA prescribed prenotification information for all Entries that Company intends to initiate, within the time limits prescribed in the Rules. Cancellation, Amendment and Rejection of Entries. 1. Cancellation and Amendment. You will have no right to the amendment, cancellation or stop payment of an Entry after its receipt by us. However, we will use reasonable efforts to act on such a request by you prior to transmittal to the ACH to the extent provided in Article Seven of the Rules, or, in the case of an Entry for transmittal to an account maintained with us ("On -Us Entry"), prior to crediting or debiting the On -Us account, but we will have no liability if such amendments, cancellations or stop payments are not affected, notwithstanding, timely receipt of the amendment, cancellation or stop payment request. 2, Rejection By Bank. We will have the right to reject any Entry and may at our option reject an Entry which is in excess of the collected balance in the Account(s). We will notify you by telephone or electronic transmission of such rejection no later than the business day such Entry would otherwise have been transmitted by us to the ACH. We will have no liability to you by reason of the rejection of any Entry or the fact that such notice is not given at an earlier time than that provided for herein. 3. Rejection by ACH, We reserve the right to place a limit on aggregate transfers of funds out of any account which might result in a negative collected balance in the account or an overdraft occurring in the account. In the event any Entry is rejected by the ACH for any reason whatsoever, it will be your responsibility to remake such Entry; provided, however, that we can remake any Entry where the rejection by the ACH was due to a discrepancy in the Entry by us and sufficient data is available to us to permit a remake of such Entry. 4. Unauthorized ACH Transactions. If you receive an unauthorized transaction posted to your account. you have until 2 o'clock PM of the banking day after the item was posted to notify us to return the item as unauthorized. We will not be able to return the item after that time without the cooperation and agreement of the originating bank and the originating company. Any other action must be conducted between you and the originator of the transaction. Retention of Information and Authorizations. You will retain and provide us, upon request, all information necessary to remake any Entry for three (3) days after midnight of the Effective Date of an Entry. For the purposes of these Terms and Conditions, the "Effective Date" is the day the offsetting Entry is to post to the Accounts, as stated in your Instructions. You will retain an original or copy of each authorization for six (6) years after the date of termination or revocation of such authorization. Inconsistency of Name and Account Number. You acknowledge and agree that if an Entry describes the Beneficiary/Receiver of the Entry inconsistently by name and account number, payment of the Entry transmitted by us may be made on the basis of the account number even if the identifying number identifies a person or entity different from the named Beneficiary/Receiver and that your obligation to us for the amount of the Entry is not excused in such circumstance by your error, Security Procedures. 1. Agreement to Security Procedures. You and we acknowledge that as part of your Instructions for the Services, we have each agreed to security procedures, hereinafter "Security Procedures". which we will each use to verify that Entries are correct and valid or are those of Company. You agree that such Security Procedures are Commercially Reasonable in light of your circumstances and the type, value and frequency of the Entries you will initiate. 2. Security Procedures. For Electronic Data Transmission of ACH Entry file(s) to us by you and for Electronic Data Transmission of ACH files to us from you where we are retrieving the file(s), you agree to utilize security procedures provided by us and you further agree that the security provided is Commercially Reasonable data security. If our transmission software accepts the file(s) or it successfully retrieves the file(s) based on this security and the file(s) are in ACH system readable format, you agree that acceptance shall occur and we may process the file(s). If you opt for tape delivery of ACH file(s), you must complete Attachment A - Security Procedures Tape Delivery which is incorporated in these Terms and Conditions by reference. 3. Confidentiality of Security Procedures, You agree to keep the Security Procedures confidential and not to disclose the Security Procedures to anyone except Authorized Representatives. If you or any of your Authorized Representatives have reason to believe that the Security Procedures may have been learned or are known by an unauthorized person, you agree to notify our Cash Management Technical Services area immediately. 4, Modification of Security Procedures, All modifications and additions to the Security Procedures or list of Authorized Representatives must be in writing, except if you request us by oral instructions to delete a name of an Authorized Representative, in which event, you agree to send Bank immediate written confirmation of such deletion. Returned Entries. You will use reasonable means to notify us of the receipt of a returned Entry. We will have no obligation to re -transmit a returned Entry, unless we have agreed otherwise in writing. We will credit the Account(s) for any amount received by us by reason of the return of any Entry transmitted by us for which we have previously received payment from you. On -Us Entries. Except as provided in the Rules and these Terms and Conditions, in the case of an On -Us Entry received by us for transmittal, we will credit the Beneficiary/Receiver's account in the amount of such Entry on the Effective Date contained in such Entry provided the requirements of your Instructions and Security Procedures are met. If any such requirements are not met, we will use reasonable efforts to credit the Beneficiary/Receiver's account in the amount of such Entry on the next business day following such Effective Date. Provisional Payment, Payment of an Entry by the Beneficiary/Receiver's bank to the Receiver/Beneficiary will be provisional until receipt by the Beneficiary/Receiver's bank of final settlement for such Entry. You specifically acknowledge that you have received notice of such settlement rule and the fact that, if such settlement is to be received, the Beneficiary/Receiver's bank will be entitled to a refund from the Receiver/Beneficiary or the amount credited, and you will not be deemed to have paid the Receiver/Beneficiary the amount of the Entry. Collected Funds. 1. Credit Entries. If you are initiating Credit Entries, you will provide good collected funds in the Accounts to cover any Credit Entry initiated by us no later than 2 PM on the Effective Date applicable thereto. For the purposes of these Terms and Conditions, "good collected funds" are defined as Federal Reserve funds subject to immediate withdrawal. 2. Debit Entries, If you are initiating Debit Entries, you will receive immediately available funds in the Accounts for any Debit Entry initiated by you on the Effective Date applicable thereto or the next banking day after receipt of the Debit Entry information from us, whichever is greater. You will promptly provide good collected funds into the affected Account to indemnify us if any Debit Entry is rejected after we have permitted you to withdraw good collected funds in the amount thereof or if any adjustment memorandum that relates to any such Entry is received by us. Authorization Warranty, With respect to each Entry submitted you warrant to us that: 1. Authorized. Where required, the employee or other person or entity to whom such Entry pertains has authorized such Entry in writing prior to the submission thereof to us and such authorization is effective at the time of delivery or transmittal of such Entry and will so remain until acceptance of the Entry by the Beneficiary/Receiver's bank; 2. Evidence. You will maintain written evidence of such authorizations in accordance with all applicable laws, rules and regulations and will furnish us with a copy if requested by us, and 3. Accurate. The Entry is accurate, in proper form, timely and conforms to all obligations owed by you to the applicable Receiver/Beneficiary. 36. LEGAL PROCESS AGAINST ACCOUNT, If legal action such as a tax levy, attachment, garnishment, etc. is brought against your account, we may refuse to pay out any money from your account until the dispute is resolved. If your account is attached, garnished or otherwise subject to levy by lawful legal action, we will not be liable to you for any sums we may be required to pay because of such attachment, garnishment or other levy, even if paying the money from your account leaves insufficient funds to pay a check you have written. If we incur any expenses, including without limitation, reasonable attorneys' fees, in responding to an attachment, garnishment or other levy which are not otherwise reimbursed, we may charge such expenses to your account without prior notice to you. Any garnishment or other levy against your account is subject to our right of setoff and security interest. 37. OTHER ADVERSE CLAIMS. If we receive notice of an actual of potential adverse claim to your account or the funds in your account, we may at our discretion refuse to pay out any money from your account for a reasonable period of time after receipt of notice of the actual or potential claim. Although we reserve the right to refuse to pay out any money from your account if we have received notice of an actual or potential claim, we are not required to recognize any adverse claim unless (a) the claimant provides us with an acceptable bond indemnifying us against any and all liabilities, losses, damages, costs and expenses that we might incur in connection with payment of the adverse claim and any resulting dishonored checks or other items or (b) the claimant has obtained an order requiring us to recognize the adverse claim from a court of competent jurisdiction. 38, DISPUTES INVOLVING THE ACCOUNT. You agree to reimburse us for any loss, costs or expenses, including, without limitation, reasonable attorneys' fees and the costs of litigation to the extent permitted by law, that we incur as a result of any dispute involving your account, and you authorize us to deduct any such loss, costs, or expenses from your account without prior notice to you. This obligation includes disputes between us involving the account and situations where we become involved in disputes between you and an authorized signor, another joint owner, or a third party claiming an interest in the account. It also includes situations where you, an authorized signor, another joint owner, or a third party takes action with respect to the account that causes us, in good faith, to seek the advice of counsel, whether or not we actually become involved in a dispute. 39. CHANGING THIS AGREEMENT. We can change the rules for any of the accounts described in this Agreement at any time. We will notify you within a reasonable time before the change will take effect if the change is not in your favor. However, interest rate changes are effective when posted in our branch offices and do not require prior notice. 40. CUSTOMER'S WAIVER OF NOTICE. By signing the Signature Card, you waive any notice of non-payment, dishonor or protest regarding any items credited to or charged against your deposit account. For example, if a check which you deposited is dishonored and returned to us, we are not required to notify you of the dishonor. 41. WAIVER OF RIGHTS BY THE BANK. We reserve the right to waive the enforcement o any of the terms of this Agreement with respect to any transaction or series of transactions. An, such waiver will not affect our right to enforce any of our rights with respect to other customers o to enforce any of our rights with respect to later transactions with you and is not sufficient t, modify the terms and conditions of this Agreement. 42. INVALIDITY OF CONTRACT PROVISIONS. In the event any one or more of the provision: of this Agreement shall for any reason, including under any applicable statute or rule of law, br held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement sha' remain in full force and effect. 43, FORCE MAJEURE. You agree we shall have no responsibility or liability to you or any thirc party for failure or delay in our performance under this Agreement or for any losses due tc causes or conditions, including, without limitation, delays and/or interruptions of business due tc acts of God, natural disasters, fire, acts of government authority, acts of public enemy or war dots, civil disturbances, insurrections, labor difficulties, power failure, telecommunications failure severe adverse weather conditions or other causes beyond our reasonable control. The time. I, any, required for such performance under this Agreement shall be automatically extended dunnc the period of such delay or interruption. 44, APPLICABLE LAW. These rules and regulations will be governed by the law of the state where your account is opened. If there is any conflict between the rules and regulations anc applicable federal or state law, the rules and regulations will be considered changed to the extent necessary to comply with the law. If any provision of these rules and regulations i� declared to be invalid, unenforceable or illegal, that part will not affect the validity of the othe, provisions. 45. ARBITRATION OF DISPUTES. If either you or we have any unresolvable dispute or clair concerning your account, upon demand of either of us it will be decided by binding arbitratior under the expedited procedures of the Commercial Financial Disputes Arbitration Rules of the American Arbitration Association (AAA) and Title 9 of the United States Code. Arbitratior hearings will be held in the city where the dispute occurred or where mutually agreed by us. A single arbitrator will be appointed by the AAA and will be a retired judge or attomey witf experience or knowledge in banking transactions. The arbitrator will award the filing fees, cost and arbitrator fees to the prevailing party, and a judgment may be entered upon the award b� any court of competent jurisdiction. 46. ENTIRE AGREEMENT. This Agreement and the documents to which it refers constitute our I entire agreement and understanding and supersede all prior agreements and understandings This Agreement may not be changed orally. EXTRACT FROM THE BY-LAWS OF FIRST UNION NATIONAL BANK Section 8.2 Execution of Instruments. All agreements, indentures, mortgages, deeds, conveyances, transfers, certificates, declarations, receipts, discharges, releases, satisfactions, settlements, petitions, notices, applications, schedules, accounts, affidavits, bonds, undertakings, proxies, and other instruments or documents may be signed, executed, acknowledged, verified, delivered or accepted in behalf of the Association by the Chairman of the Board, the Vice Chairman of the Board, any Chairman or Vice Chairman, the President, any Vice President or Assistant Vice President, the Secretary or any Assistant Secretary, the Cashier or Treasurer or any Assistant Cashier or Assistant Treasurer, or any officer holding similar or equivalent titles to the above in any regions, divisions or functional units of the Association, or, if in connection with the exercise of fiduciary powers of the Association, by any of said officers or by any Trust Officer or Assistant Trust Officer (or equivalent titles); provided, however, that where required, any such instrument shall be attested by one of said officers other than the officer executing such instrument. Any such instruments may also be executed, acknowledged, verified, delivered or accepted in behalf of the Association in such other manner and by such other officers as the Board of Directors may from time to time direct. The provisions of this Section 8.2 are supplementary to any other provision of these By-laws. I HEREBY CERTIFY THAT the foregoing is a true and complete extract from the By - Laws of First Union National Bank, a national banking association, now in full force and effect; and that the following person has been duly appointed and now holds the office designated; and that the signature set opposite their name is their genuine signature: Paul F. Vincent Vice President 4 Z�� IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the seal of said Association on May 10, 2001. au P OA Assistant Secretary ISE Al l FULAC:37023-1 06/18/2001 16:29 FAX I [a 002 ............ W. ACORD -W 5 5,1, • ),;X! k�.•: W2;z ..313 `.Ve"E PRODUCER 704-553-0419 DATE IMM/DD1YYl 6/1 B/O 1 THIS CERTIFICATE IS ISSUED AS A mArrEn &r INFORMATION Palmer & Cay of NC, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 6100 Fairview Rd, Suite 1400 COMPANIES AFFORDING COVERAGE COMPANY A Underwriters Lloyd's of London Charlotte, NC 28210 Y INSURED First Union Corporation COMPANY B A 0 Two First Union Center COMPANY 301 S Tryon Street, 9th Floor C COMPANY Charlotte NC 28288-1132 D n t,4j.�- "'R THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH FIOSFICT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO LTH TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE IMMMD/YY) POLICY EXPIRATION DATE (MM/DD/YYl LIMITS GENERAL LIABILITY GENERAL AGGREGATE S PRODUCTS - COMP/OP AGG COMMERCIAL GENERAL LIABILITY 9 • CLAIMS MADE OCCUR PERSONAL & ADV INJURY 6 OWNER'S & CONTRACTOR'S PROT EACH OCCURRENCE FIRE DAMAGE (Any one tire) IS vendor, (AN j $ MED FXP_ (Any one peraon) 4 AIJTQMOBII.Z LIAMUYV ANY AUTO Date of Review. Acceptable COMBINED SINGLE LIMIT 6 ALL OWNED AU705 SCHEDULED AUTOS NotAcceptable BODILY INJURY (Per vereon) BODILY INJURY — HIRED AUTOS NON -OWNED AVTOf, Deticienci low) — PROPERTY DAMAGE -71 GARAGE LIABILITY ANY AUTO AUTO ONLY - FA ACCIDENT 6 OTHER THAN AUTO ONLY: EACH ACCIDEN AGGREGATE FXOE49 LIABILITY EACH OCCURRENCE AGGREGATE UMBRELLA FORM OTHER THAN UMBRELLA FORM WORKERS COMPENSATION AND EMPLOYERS' LIABILITY U77—TU-07`11- Y LIMITS ER EL EACH ACCIDENT EL DISEASE - POLICY LIMIT THE PROPRIETOR/ INCL I1AR`rNERS/9X9CUTIV9 EL DISEASE - EA EMPLOYEE OFFICERS ARE; EXCL A OTHER D00338800 6/01/01 6/01/02 Bankers Blanket USD 200,000,000 Bond Including In excess of: Computer Crime USD 10,000.000 DESCRIPTION OF OPERATIONSILOCATIONZIVFWICLES/SPECIAL ITEMS { ilk -::4'1�� 10" City of Tamarac SHOULD ANY OF THE ABOVE DESCRIBED POLICIES Be amciauEo BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL Finance Dept, Purchasing Div. 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, 7525 N.W. 88th Ave. BUT PAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY Tamarac, FL 33321-2401 OF ANY thlb UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVM- AUTHOF'790(!!f&'1NTA?,We 7 NMI; - 0.1, . 01. & Mon. Jurie 18, 2001 0 Rath g!lLAhIWY1i2 0 News Publication 0 Products & Services 0 Insurance Infornialion Own About A. W Beat �,e S Li r riter 4t j 11 13 On d s Lori RAG" SEARCHWIll" Enter Company Name Member of Lloyd's of London or A.M. Best Number A.M. Best #: 00566 NAIC #: 15792 View a list of group members or the roup's rating Best's Rating More Search Options BEST A (Excellent)* MO CategoryAm Financial Size Category 1 XV ($2 billion or more) Where ' *in "0 wand is T? *Ratings as of 6118120014:26:30 PM E.S. T. rrd !, 11.1tinlals Click for a free Best's Insurer Profile on this company, or purchase the complete Best's Company Report for in-depth analysis. what 01 YOU M Rating Category (Excellent): Assigned to companies which have, on balance, excellent financial Send us y t strength, operating performance and market profile when compared to the standards established by the A.M. Best Company. These companies, in our opinion, have a strong ability to meet their ongoing obligations to policyholders. Accessing the pages Best's Ratings reflect our opinion--'ba'sed--on—"a'"""'c-o-m--pr—e-K-e—nsi\-i-6 quantitative an on ambest.com qualitative evaluation of a company's financial strength, operating performance an constitutes the user's market profile. These ratings are not a warranty of an insurer's current or future abilit agreement to terms of use; our to meet its contractual obligations. (Best's Ratings are proprietary and may not b Information collected reproduced without permission from A.M. Best.) via this Web site is protected by our pnhnacy statement; The rating symbols "A++", 'A", "A-", "B++ and "B+" Comments or concerns are registered certification marks of the A.M. Best Company, Inc. should be directed to our customer service group; For other Best's Security Icons are awarded to Secure rated (A++, A+, A, A-, B++, B+ matters refer to our companies. This special emblem displays their rating and category (Superior, Excellent contact us page. or Very Good), helping you discern industry leaders at a glance. Insurance Companie interested in placing a Best's Security Icon on their web site are required to reqisbe._ online. Copyright -0-2-0-0-1by ALL RIGHTS RESERVED - No part of this report may be distributed in any electronic form or by any means, or stored in a database or retries system, without the prior written permission of the A.M. Best Company. Refer to our terms of use for additional details. nabnviii& ti/lb/01 3:4'1 PAGE 2/3 RightFAX 'd:Atin; Lynda Flurry COMPANY: 077,, oil. A-0QRQ T� A6 DA�1!E (MM/00/YY) 1i NO ;Fii Y, .�;' 1i r r 18-JUN-2001 PRODUCER 989n Willis Service Center THIS CERTIFICATE IS ISSUED AS A MATTE OF INFORMATIM— 26 Century Boulevard ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Nashville TN 37214 HOLDER. THIS CERT1FICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. (877) 945-7378 COMPANIES AFFORDING COVERAGE 24787-402 (CHAR) AOCAIR ANY St. Paul Fire & Marine Insurance Company A INSURED COMPANY B First Union Corporation Two First Union Center COMPANY 301 South Tryon Street C Charlotte NC 28288-1132 COMPANY D THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 18 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. co LTR TYPEOFINSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS DATE (MMIDDIYY) DATE (MM/DDjYY) A GENERAL LIABILITY CK00605653 01-FES-2001 01-MAR-2004 GENERAL AGGREGATE 5.000,000 CCMMERCI AL GENERAL CLAIMSMADE FRI OCCUR PRODUCTS -COMP OP AGG $ E.000.000 PERSONAL & ADV INJURY 1.000,000 OWNER'S& CONTRACTOR'S PROT EACH OCCURRENCE $ 1.000,000 A) / nx/ FIRE DAMAGE (Any onefire) $ 1.000.000 M mdo M ED EXP An one P arson) AUTOMOBILE LIABILITY %naor: — ANYAUTO Date of Review now -us COMBINED SINGLE LIMIT $ BODILY INJURY $ A" OWNED AUTOS — — SCHEDULED AUTOS i le Acceptable aCDILYINJURY $ HIRED AUTOS Not Acceptable NON -OWNED AUTOS ties Belo (Par acluda-it) F1 PROPERTYDAMAOE $ GARAGE LIABILITY AUTO ONLY - EAACCIDENT $ OTHER THAN AUTO ONLY ANYAUTO EACH ACCIDENT $ ed Signa re AGGREGATE $ EXCESSLIABILITY EACH OCCURRENCE $ AGGREGATE $ RUMBRELLA FORM $ OTHER THAN UMBRE1-LAFO'--4M WORKERS COMPENSATION AND JW T T&STA Ll•ORT H - Y MiS I IC E EMPLOYERS' LIABILITY EL EACH ACCIDENT $ THE PROPRIETOR/ EL DISEASE-PCLJCYUMIT I$ PARTNER --VEXECUTI VE INCL CIFFICERS AREEXCL EDISEASE-EAEMPLOYEE Is OTHER OF DESCRIPTIONOPERA'nONSiLOCA'nONSMMICLE*a SPEAL ITEMS SEE ATTACHED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRA-DON DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL City of Tamarac 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, Finance Dept, Purchasing BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE No OBLIGATION OR LIABILITY 7525 N.W. 88th Avenue Ok ANY KIND UPON THE COMPANY. ATS AGENTS OR REPRESENTATIVES, Tamarac FL 33321-2401 TH koi��o is! U111 111100141400 =NTy* 1, 7will U I I V flasnVille 6/18/01 3:47 PAGE 3/3 RightFAX '(3:Atin: Lynda Flurry COMPANY: W1 T I III II is 9i, ISSUE DATE (MWDDIYY) 1 THIS CERTIFICATE 5 D AS A MA11fiR OF EINFORM ONLY AND CO FERS NO OTG VPON THE CERTIFICATE AT =N T XTE ROX, R THE COVERAGE ACCO n n k HOLDER. ERT-cir-AT nn=-t-� NO n 0 LTF THE POLICIES BELOW. INSURED 98993 PRODUCER Willis Service Center 26 Century Boulevard First Union Corporation Nashville TN 37214 Two First Union Center (877) 945-7378 301 South Tryon Street Charlotte NC 28288-1132 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS MAY HAVE BEEN REDUCED By PAID CLAIMS, TYPE OF INSURANCE POLICY NUMBER I POLICY EFFECTIVE DATE (MM/r301Y`Y) POLICY EXPIRATION I DATE (MMIL)D/Y4 LIMITS DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS REF: RFP No. 01-IIR It is agreed and understood that the City of Tamarac is included as an Additional Protected Person under General Liability as required by written contract. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL City of Tamarac 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, Finance Dept, Purchasing BUT FAILURE TO MAIL SUCH NOTICE WALL IMPOSE NO OBLIGATION OR LIABILITY 7525 N.W. 88th Avenue JIX ANY KIND UPON THE COMPANY. ITS AGENTS OR REPRESENTATIVES U UFO EPRESEN30VE Tamarac FL 33321-2401 L-V��Ou 000:1 �I� i. L!" I.; Mon June .I £;. 2Y 1 ttititllibealt.aclm 1tt R�tin�y, News Publications 0 Products fk services # Insurance Information 0 About A. M. Best S9A H Enter Company Nome or A.M. Best Number More Search Options Where in the world is A.tl1, ■�fT7 ind our locations What d you tnf Send us your cNin Accessing the pages on ambest.com constitutes the user's agreement to our terms of use; Information collected via this Web site is protected by our priyacy stateme.n.t; Comments or concerns should be directed tc our customer service group; For other matters refer to our contact us page. aul Fire & Ma-Ine I surance 'Ratings as of 611812001 4:46:33 PM E.S.T. Click for a free Best's Insurer Profile on this company, or purchase the complete Best's Company Report for in-depth analysis. Rating Category (Superior): Assigned to companies which have, on balance, superior financial strength operating performance and market profile when compared to the standards established by the A.M. Best Company These companies, in our opinion, have a very strong ability to meet their ongoing obligations to policyholders. Best's Ratings r� our opinion baiied on a comprehensive quantitative an qualitative evaluation of a company's financial strength, operating performance an market profile. These ratings are not a warranty of an insurer's current or future abilit to meet its contractual obligations. (Best's Ratings are proprietary and may not b reproduced without permission from A.M. Best.) The rating symbols "A++", "A+", "A", "A-", "B++", and "B+" are registered certification marks of the A.M. Best Company, Inc. Best's Security Icons are awarded to Secure rated (A++, A+, A, A-, B++, B+ companies. This special emblem displays their rating and category (Superior, Excellent or Very Good), helping you discern industry leaders at a glance. insurance Companie interested in placing a Best's Security Icon on their web site are required to registe online. No part of this report may be distriputed in any electronic form or by any means, or stored in a database or retries system, without the prior written permission of the A.M. Best Company. Refer to our terms of use for additional details. a C%E&TPICA*W mUmagR Ptog" so PRODUCER TW CERTFWAIE IS p AS A RATTER OF KFORKATKN OILY AND CONFERS MARSH USA INC. No krowrs UPON THE G"IGATE HOLDER OTHER TRIM THOSE FROMED IN TWE 100 N TRYON STREET, SUITE 32W POLICY. TM CIERWICATE DOES NOrr AMNO, EXTEND OR ALTER 11119 COVERAGE CHARLOTTE, NC 28202 AFFORDIEE) Eff THE POLICES DummmD KEREW 704r3434700 CA NON-RESIDENT #0922889 60—MPANIES AFFORDING OOVERME A PACIFIC BWPLOYERS INSURANCE COMPANY WWRED FIRST UNION CORPORATION Tm FIRST UNION CENTER-T4 COMPANY c 301 SOUTH TRYON STREET CHARLOTTE, NO 2028949W OCIMPAW D THIS 13 TO CEKrFY THAT PCILICIM OF iNaMAMW 015aOilBED HERSH HAVE BEEfR ISM TO THE [NaXIED NAMED HEFEW FOR THE PCLACY Pt-:RIQD WNCATED. NQTWTHSTANINNG ANY REQUIREWIEN% TERM at CCIN0TICN QF ANY owmAcr OR OTHER DOCLUENT WITH R9WECTTOV64CH THE CamPICATS MAY M iW;ED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE PDUOES DESCRIBED HURUN IS SUMIEW TO ALL THE TERMA 03NNIMS; AND rmxCLU9*48 a-- SiCH Po. aW LIW,%CMrTr MAY HAVE ECH4 REDUCED BY PAID CLAMS Co LTR TYPE OF WSURAHCE KILWWJNKR POLICY EFFECTIVE DATEPIOMWft) POLICY KXPJftkTKM 0ATlfVJm?DDftY) UNITS GENERAL L0131LITY CEINERAL AGGREGATE $ COMMERCIAL GSkIERAL LIASILr" PRODUCTS. CQWVOPAOS $ 1171CLAMSMACC 0 CCCLIR PERSONAL LAWINAMY s EACH OCCURRENCE ORNERSLOCINTRACTOWSPROr FIRE OAMAWI(Any —sro MEDEW(A-ym&p--q AUTCOACSXC UAFAUTY CONED SINGLE LIMIT my AUTO BODILYIN.URY (P- P—) ALL OM90 AUTOS SCHEDULED AUTOS mboLYINjjlzY WPED AUTOS NCIN-OMED AUTOS PROPERTY DAdAGG GARAGE LLAMTY AITOONLY.E-AAOMDGNT UTHERTHANXITOONLY' ANY AUTO EACH ACCIDENT AGGREGATE EXCESS LLLWJW EACH OCCURRENCE $ AGGREGATE $ UMERMAFCRM $ OTHER THAN UMBRELLA FORM A wmKF Rs wEPEAMWAU V4LR C43t43414A/0 STATES INCL STOP GAP/ND,0KV0,,WvlA 02/01101 Y 02MIX2 WC,5rATU- X1 TCwumrrs EL EACH ACODENT $ THU PRUFRIETOW tma PAkTNMJGUXEcu7IVE CFI�ICERSARIR Rex(% SGF C43143451- MAYW 02MI101 02MI f02 ELDI9:A2ff4�MlCyLJMrr $ EL DISEASE -EACH EMPLOYEE 0 E&CWTWN OF OP ERAT11ONSILOrATOW&W N 1GLEMPIECIAL ITEMS %tWTS 0 AV HE SUBJECT TO DEDUCWILE!S OR RETBI-nahl S) RE: RFP0141R ;P• $MM AW OF TW PCLIQI�S WSCRELED I W ME C*NnELI� AESMI� TW EXPUUMOM DATE TWQk�CIZ 78aTH TIE DOMEER AFFQ� OMERAGE WdU. EMEOWQR TO IWIML _AM DAYS VWITEN NMIW- TO THE CITY OF TAMARAC FINANCE DEPT., PURCHASING DiviSION QWhNAW MMOM N%WD PERSK WT FAIURE TO 16% VXH PlbnW aftL **-OQE I/O 00JOillad Q1 7525 N.W. AVE. UABLTY-QFAWXlM LWAI THE WWWR AFFOMNSWWRAM fm W'WSOR PEWSENITAnVE3 TAMAPAC, FL 33321-2401 USA NC:. 7uSusanStyron *w �_. ......... ..................... ............. .. . . .......... . ......... ------- -- ------------------------------------ 7--;m ............... .l. p ARTICLE 20 - OWNERSHIP OF DOCUMENTS Bank shall be required to work in harmony with other Banks relative to providing information requested in a timely manner and in the specified form. Any and all documents, records, disks, original drawings, or other information shall become the property of the City upon completion for its use and distribution as may be deemed appropriate by the City. ARTICLE 21 - NOTICE Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice, sent by registered United States mail, with return receipt requested, addressed to the party for whom it is intended at the following addresses. ��3kICA City Manager City of Tamarac 7525 N.W. 88th Avenue Tamarac, FL 33321 With a copy to City Attorney at the same address. BANK Paul F. Vincent, Vice President First Union National Bank 1950 W. Hillsboro Boulevard, 2nd Floor Deerfield Beach, FL 33442 ARTICLE 22 - SIGNATORY AUTHORITY The Bank shall provide the City with copies of requisite documentation evidencing that the signatory for Bank has the authority to enter into this Agreement. ARTICLE 23 - MERGER; AMENDMENT This Agreement constitutes the entire Agreement between the Bank and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Bank and the City.