Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
FI15-169 - Original - U.S. Bank - Banking Services for City of Kent - 05/06/2015
Records M ern K E N T � o/ Document ✓%i' //7� WASH INGTON r;i/ �y�r ///// far/l%/%//i/l//////o //7/�✓u/iD//j�,/,r CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: a. ,`). Vendor Number: 1G JD Edwards Number Contract Number: �I 1�— iU l This is assigned by City Clerk's Office Project Name: /2 C-7Z Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment R Contract ❑ Other: Contract Effective Date: Termination Date: -4<ifl Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: /,-3 /, - Department: i 7C Contract Amount: �z'G Approval Authority: (CIRCLE ONE) Department Director (_•Mayo CityCounc)il Detail: (i.e. address, location, parcel number, tax id, etc.): As of: 08/27/14 • KEN T WAS H IN G T ON GOODS & SERVICES AGREEMENT between the City of Kent and U.S. Bank THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and U.S. Bank organized under the laws of the State of Minnesota, located and doing business at 1420 5th Avenue PD-WA-T10GB Seattle, WA 98101, Paul Wentink (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. Vendor shall provide the following goods and materials and/or perform the following services for the City: U.S. Bank will provide the City with banking services as described in the Banking Services Request for Proposals (RFP), Section V. Scope of Services submitted by U.S. Bank on March 3, 2015 and attached as Exhibit A. Vendor acknowledges and understands that it is not the City"s exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, Vendor shall complete the work and provide all goods, materials, and services on a daily, weekly and monthly basis over a four-year period. The City, at its sole option, will be able to exercise two three-year contract extensions under the same terms and conditions of the original Agreement. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed $400,000.00 per year based on the Banking Services RFP Attachment A. Proposed Fee Schedule. This dollar amount may vary slightly based upon the City's usage of various banking services, including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: GOODS & SERVICES AGREEMENT - 1 (Over$10,000.00, including WSST) The Vendor will provide a yearly Bank Analysis Settlement invoice in December of each year detailing all fees. If the City objects to all or any portion of an invoice, it shall notify Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from Vendor for any defective or unauthorized goods, materials or services. If Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor. B. Final Payment: Waiver of Claims. VENDOR'S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which Vendor's services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Vendor's services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. GOODS & SERVICES AGREEMENT - 2 (Over$10,000.00, including WSST) E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Vendor's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. VI. CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, Vendor must submit a written amendment request to the person listed in the notice provision section of this Agreement, section XIV(D), within fourteen (14) calendar days of the date Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VII, Claims, below. The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII. CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section. The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A. items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY GOODS & SERVICES AGREEMENT - 3 (Over$10,000.00, including WSST) CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1. The date of the Vendor's claim; 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 5. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). VIII. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR'S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. IX. WARRANTY. This Agreement is subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and Vendor's representations to City. The Vendor shall correct all defects in workmanship and materials within one (1) year from the date of the City's acceptance of the Contract work. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work shall extend for one (1) year from the date such correction is completed and accepted by the City. The Vendor shall begin to GOODS & SERVICES AGREEMENT - 4 (Over$10,000.00, including WSST) correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. X. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Vendor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. XI. INDEMNIFICATION. Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor's part, then Vendor shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Vendor's part. The provisions of this section shall survive the expiration or termination of this Agreement. XII. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit #B attached and incorporated by this reference. XIII. WORK PERFORMED AT VENDOR'S RISK. Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Vendor's own risk, and Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. GOODS & SERVICES AGREEMENT - 5 (Over$10,000.00, including WSST) XIV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section XI of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. GOODS & SERVICES AGREEMENT - 6 (Over$10,000.00, including WSST) I. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. J. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. VENDOR: CITY OF KENT: By, By: (signature) _ (signature) Print Na �L % �, Prin m . uzette Cooke Its Its Ma or title) DATE: DATE: NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: VENDOR: CITY OF KENT: Paul Wentink, Vice President & Relationship Aaron BeMiller, Finance Director Manager City of Kent U. S. Bank 220 Fourth Avenue South 1420 51h Avenue Kent, WA 98032 PD-WA-T10GB Seattle, WA 98101 (253) 856-5260 (telephone) paul.wentink@usbank.com (253) 856-6255 (facsimile) (206) 344-4443 (telephone) (206) 344-4598 (facsimile) APPROVED A O FO M: t Kent Law Department P/FinanceAccounting&Reporting/Banking RFP GOODS & SERVICES AGREEMENT - 7 (Over$10,000.00, including WSST) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing bel , I agree to fulfill the five requirements referenced above. By: For: Title: Date: EEO COMPLIANCE DOCUMENTS - 1 of 3 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 of 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was rt of the before-mentioned Agreement. By: L For: Title: Date: EEO COMPLIANCE DOCUMENTS - 3 of 3 six a V. Scope of Services Services'Reau red Checking Accounts.. Thy pity currently utilizes three accounts: 1) the primary checking account—, which octi�des accounts payable & payroll check processing; and 2) a Municipal h court „Ehecking ;account which includes deposits and accounts payable check processing; an a chmktng account for payment of workers compensation claims administered by a third party contractor. The institution will furnish the City with additional accounts as needed, plus sweep, accounts for ACH, the primary account and Workers Compensation account. Currently, armored car`services deliver deposits to the institution's branch once each workday, for processing and credit to the City's account that day. The basic checking account services should at least consist of: Provide City email notification within 24 hours regarding return items over$1,000; • Process NSF checks twice before returning to the City; • Provide month-end statements by the 10 day of the following month and provide statements to various auditors upon request; • Provide electronic check image retrieval on CD or other suitable format monthly including necessary software; same-day (daily) image retrieval for lockbox. • Provide individual and consolidated monthly account analysis for all accounts by the 15th day of the following month; • Provide an on-line wire transfer system for transferring money to other institutions, along with appropriate security levels for wire transfer initiations and approvals; • Provide an on-line computer balance reporting system, with information on collected, available and closing balances, as well as a detail of total debits and credits posted to the account for the previous day, by 7:00 a.m. each business day; • Provide an on-line reporting system that shows current day ACH credits and debits, by 7:00 a.m. each business day. Currently the City receives property tax distributions daily through the ACH system and needs the current day information every morning to assist in making investment decisions; • Provide deposit reporting by location via an auxiliary MICR field or other means; • Provide Positive Pay feature with exception reporting/return of unknown items; • Provide for on-line stop-pay, look-up and notification; • Provide support in answering questions, trouble-shooting problems and resolving issues in a prompt manner; • Provide means to inquire about canceled checks and stop payment on checks upon proper authorization. U.S. Bank meets and/or exceeds each of these requirements. Nightly Account Balance Sweep: To supplement the City's daily major cash transfers to primary checking and Municipal Court accounts, sweep account structures to bank intra-day or overnight investment options should be utilized to ensure all minimal bank-held operating funds are invested at the highest possible rate. Bank sweep alternatives shall include only SEC registered US government and agency or prime money market funds. Sweeps are designed to also minimize collateral risk for the System by eliminating overnight deposits which otherwise must be collateralized. City of Kent V.Scope of Services 13 Banking Services Proposal U.S. Bank is able to provide the City with a nightly account balance sweep investment option. Typically we would work with,the City to establish a target balance in the checking account sufficient to cover fees on.the account analysis, then sweeping the rest into an interest bearing cash account at a market rate. These funds are covered by FDIC and also under the WPDPC. Under the current rate environment however, this option is not likely to be in the City's best interest as the market interest rate is very low. At this time we recommend that the City take full advantage of our bonus earnings credit rate of 45 basis points to cover fees on the analysis and use other investment alternatives.such as the Washington State LGIP as a primary overnight investment tool. As rates improve, U.S. Bank will once again offer a competitive market rate on our Investment Sweep. Banking Supplies: The financial institution will be required to provide a supply of coin rollers, non-locking bank bags, tamper proof plastic deposit bags, deposit slips, and endorsement stamps for each location. The cost of such supplies shall be charged against the City's monthly analysis statement as supplies are furnished to the City. U.S. Bank will provide banking supplies as outlined above and place the charges on the monthly account analysis. Interim Financing and Overdraft Protection: The City may require short-term financing up to $2,000,000 for a period not to exceed one (1) year in the form of short-term notes. This short- term financing could be secured by the anticipated revenue of City funds or sale of General Obligation, Revenue, or Local Improvement District bonds. The successful bidder agrees to provide interim financing to the City on a prompt and competitive basis. Although the City will attempt to minimize daylight and overnight overdraft situations, it recognizes that there are times these situations may occur. (Note: an overdraft has not occurred under current institutional memory during the last five (5) years.) It is anticipated these overdraft situations will not exceed $2 million, if and when they do occur. U.S. Bank is happy to consider interim financing up to $2,000,000 for the City on a case-by- case basis, subject to credit approval at the time of the request. We are happy to provide overdraft protect to the City. Should the City become overdrawn, the City's Relationship Manager, Paul Wentink, will contact the City to verify payment of items that should clear in the account, and whether or not the overdraft was a result of any fraudulent activity on the account. The City will also be asked to provide the source of funds anticipated to cover an overdraft should one occur. Items that are confirmed as legitimate will be paid in overdraft for the City. Payroll Direct Deposit: City of Kent offers direct payroll deposit to its employees as well as deposit to pre-assigned debit cards. The City pays its employees semi-monthly on the 5tn and 20th or the business day prior. On an average payroll, 800 employees receive direct deposit, which generates approximately 850 transactions per pay period due to many employees having multiple bank account transfers. U.S. Bank will continue to accommodate the City's direct deposit payroll needs. The smooth 41 V.Scope of Services City of Kent Banking Services Proposal implementation of the FOCUS card project is but one example of U.S. Bank's commitment to being responsive to the needs of the City of Kent. Trust and Escrow Agent Services: The City may require trust and escrow agent services to hold letters of credit and other third party commercial documents. The institution will, in most cases, be required to take physical custody of these securities, notify the Parties of their expiration thirty days prior to termination of the agreement and accept renewal or replacement of instruments. The City may also require retainage accounts be maintained for contractors choosing to place retainage funds in an interest bearing account. U.S. Bank will continue to provide to the City the trust and escrow services as outlined above. U.S. Bank offers free Retainage Accounts as needed through our Commercial Customer Service team. Should the City require it, we will open an interest bearing account in the name of the City for the benefit of the contractor which may be liquidated upon the City's request for disbursement of funds with interest by the City upon completion of the project. Credit/Debit Card Services: The Financial institution will provide the City with the ability to accept payment through the use of credit/debit cards. The City currently accepts MasterCard and Visa credit cards in person, phone and on-line for collection of recreation, utilities and other fees. The City also accepts American Express cards at select locations. The City currently has multiple locations that accept credit cards, with the possibility of more locations in the future. The City will be credited daily for the gross amount of the bank card transactions. Any sales discount fee or percentage proposed will be charged to the City's analysis statement at the end of each month as part of the activity charges. All the City's settled daily credit card sales will be in gross amount. U.S. Bank Payment Solutions can offer the fee settlement run through bank analysis at U.S. Bank for easier reconciliation at months end. All merchant services fees passed to U.S. Bank to be offset by Earnings Credit (ECR). The Financial institution should be PCI compliant and be able to provide SAS 70 reporting that is compliant with current and future PCl/DSS standards. U.S. Bank Payment Solutions/Elavon is fully PCI compliant as well as we are able to provide the SSAE16, replacement for the SAS70. The City will need to sign a Non-Disclosure Agreement prior to the release of the SSAE16. Your assigned relationship team will be able to assist you with the request. Your Client Executive, will work with you through the request process. We have provided a copy of Elavon's Attestation of Compliance as provided by the PCI Security Standards Council in the Exhibits—Reference section of this proposal. Investment Safekeeping Services: The institution may occasionally require safekeeping facilities and services for the City's investment securities. Required safekeeping services include (but are not limited to): • Receive/deliver securities on a delivery versus payment method; • Price securities to market; • Collect coupon bond interest; • Provide delivery confirmation on new security purchases, City of Kent V.Scope of Services 15 Banking Services Proposal • Provide a monthly statement of holdings; • Register or transfer securities; • Verify holdings as of specific dates for audit purposes, • Credit the City's account for interest and principal payments on the day received; • Provide maturity and interest payment notices at least 5 days prior to payment date The City currently invests in U.S. Treasury and Agency securities that require safekeeping services. The City may invest in other securities allowed by law in the future. The successful bidder will be required to comply with all State and Federal regulations regarding safekeeping of municipal securities. U.S. Bank will continue to provide to the City the investment safekeeping services as outlined above. ACH Debit Services: The City currently processes a direct debit batch once a month for the payment of both residential and commercial utility bills. As noted below, the City also processes direct payroll deposits twice a month. Other miscellaneous ACH transactions such as debt service, excise tax, and federal tax payments flow through the account each month. Currently, the City transmits the payroll data to the institution via internet before 10:00 a.m. the working day prior to payday. Deposits must be made into the employees' account by 7:00 a.m. on payday. Any deviation from these time limits must be stated in the bid. Any bidder with less restrictive time requirements may be given favorable consideration. U.S. Bank will continue to process your payroll files as described above. Purchasing Cards: The City is currently utilizing a purchasing card program for making routine purchases in lieu of the normal requisition/purchase order mode of operations. The City currently has a one card purchasing program set up through U.S. Bank. Based on previous discussions, we are recommending that the City consider moving on to the Washington State Purchasing Card Program. The Commercial Card Solutions contract#00612 is a multi-state WSCA-NASPO competitive procurement led by Washington State on behalf of and in collaboration with WSCA-NASPO participating states. Under the new contract#00612, U.S. Bank offers a larger rebate for the purchasing card and one card programs than the previous contract, however a rebate is not offered on the commercial (travel) card program. The Washington State Purchasing Card is a U.S. Bank Purchasing Card offered through a State of Washington Master Service Agreement to State and local governments. This is through the Western States Contracting Alliance (WSCA) and is a Visa® branded card. The Washington State Purchasing Card is issued in the name of the cardholder and billed to the 6 I V.Scope of Services City of Kent Banking Services Proposal agency. The Washington State Purchasing Card provides flexible spending limits and merchant category codes for each card. The Washington State Purchasing Card is a payment mechanism for the acquisition of goods and services up to $50,000 per transaction (higher limits available upon approval). Local agencies may also use the Washington State Purchasing Card for travel related purchases. All State of Washington tax-funded agencies are eligible to participate. This program will provide you with rebates, corporate liability and you can access reports online to assist in the reconciliation process. Washington State Purchasing Card Program Partners: ■ State of Washington, Department of General Services, Procurement Division ■ U.S. Bank ■ Visa ■ Participating Agency Rebate The following rebates are offered with Washington State Purchasing Card: ■ Incentive Share Component# 1 — Participating Entity Volume - 130 bps (Quarterly Volume Sales per Entity- Qualifying Large Ticket Volume) X Basis Points (percentage) = Participating Entity Quarterly Volume Sales Incentive ■ Incentive Share Component#2—Participating Entity Prompt Payment -45 bps (45 —#of Average Days to Pay)/45 x Basis Points (percentage)x Invoice Amount (Quarter Sales Volume) = Participating Entity Prompt Payment Incentive ■ Incentive Share Component#3 -Qualifying Large Ticket Transactions - 75 bps Qualifying Quarterly Large Ticket Volume per Entity x Basis Points (percentage) _ Participating Entity Large Ticket Volume Incentive Note: The U.S. Bank offer includes a one basis point per day speed of pay incentive. For clarification, there are two ways that our industry calculates speed of pay—some issuers calculate this incentive based on the time between the date of the charge and when the payment is received (i.e., File Turn Days (FTD) / Days Sales Outstanding) while other issuers calculate this incentive based on the time between the statement date and when the payment is received (i.e., Client Held Days(CHD)). Assuming a normal spend distribution throughout a payment cycle, File Turn Days are generally 15 days more than Client Held Days (e.g., 30 CHD = 45 FTD). U.S. Bank's intent is to offer one basis point per day for each day earlier than 45 Client Held Days or_60 File Turn-_Days._We have entered 45 bps into the speed of pay component box with the assumption WSCA is using Client Held Days in your request. If the definition should be based on File Turn Days instead, the U.S. Bank offer would be 60 bps. Again, our official offer is one basis point per day for faster speed of pay. ---_ Night Depository Services: The Financial institution will provide the City with the ability to make `night drop' deposits after hours for deposit the next day. We currently use tamper- resistant plastic bags for this function. City of Kent V. Scope of Services 17 Banking Services Proposal U.S. Bank will continue to provide the City with night depository services as outlined above. Data Equipment Compatibility: The City is interested in equipment and data compatibility and therefore requests the specifications needed for an automated wire transfer, ACH debit & credit, credit card, balance reporting and any other automated systems be included in this proposal. Any costs associated with automated data and equipment should be identified on the Bid Sheet form in Attachment A. SinglePoint technical requirements are stated below at supported and optimal levels: Component . . . Optimal Operating System Windows XP®with SP3 Windows Vista® Windows Vista® Windows®7 Ap le Mac OS X Browser Windows Internet Explorer® 7, Windows Internet 8 or 9 Explorer®8 Mozilla Firefox®3, 4 or 5 (or current version) Screen resolution 1024x768 1024768 or hi her Regarding credit cards- as the incumbent, we do not anticipate the need for any new equipment at this time; however, should the City determine you are ready to purchase terminals that are able to handle EMV cards, we will welcome the opportunity to discuss the best options for you. Services Not Provided: In the event that the primary proposing financial institution does not provide all requested services included in this RFP, the financial institution will submit as part of its proposal additional partners/providers that do provide these services. It is the sole responsibility of the primary financial institution to secure and maintain the relationship with any additional providers. The primary financial institution, at the time of bid submittal will identify all secondary providers. Should the financial institution be unable to secure and provide certain services, such as the City's financial system software vendor or armored car services, the City may contract with independent service providers. U.S. Bank is able and pleased to provide all of the banking services outlined in the Request for Proposal in addition to introducing new products which may further assist the City in maintaining its efficiencies. 8 I V.Scope of Services City of Kent Banking Services Proposal Optional Services Point of Sale (POS) and Payment Processing 1) Point of Sale (POS) workstation a. Workstation and software solution i. Hardware 1. USB cash drawers (minimum of 1 per workstation) 2. Credit Card Scanners (supporting smart chip technology) 3. Receipt printer(possibility for check franking?) 4. Bar Code scanner/reader(support for 2D or 3D formats) U.S. Bank Payment Solutions/Elavon offers a POS system with our product talech. talech is a simple iPad point of sale system and interface allowing businesses to accept credit card payments, create inventory, and generate reports quickly and accurately with an iPad or iPad mini. In addition, peripherals are available for USB cash drawers, credit card scanners, receipt printers and bar code scanners. With just a few taps you can process payments, access customer information and view daily reports. HARDWARE OPTIONS (Point of Sale and Mail/Telephone Order) U.S. Bank Payment Solutions hardware supports all industry-standard card swipe terminals and printers (Ingenico,VeriFone). The terminal solutions are full- featured with simplicity in mind. The terminals feature a choice of integrated- printers and pin-pads. All terminals can process both swipe and key-entered transactions for credit, debit, and check cards. Each terminal manufacturer offers unique advantages that will integrate with your application. The terminals have been designed to deliver full functionality at an attractive cost. The terminal sizes average about 12 inches in length x 12 inches in width. The terminals use a standard telephone line for communication or an IP connection. U.S. Bank Payment Solutions has worked with VeriFone to develop a POS terminal application with support for processing the Service Fee transaction. U.S. Bank Service Fee Terminal support percentage-based fees. The terminal can also be used to collect payments for a variety of other government services under a processor administered service fee program, registration is required. EMV Terminal (Europay, MasterCard and Visa) Elavon is well-positioned for the U.S. introduction of EMV. Not only do we have experience in Europe, Mexico and Brazil, but our recent introduction of EMV in Canada on our North America processing platform means that we can quickly support this functionality in the States—in many cases ahead of both the mandated timeline and our competitors. We offer a variety of EMV-capable terminal devices that support a full range of payment types including credit, debit and EBT. Each will be able to accept and process secure EMV"chip cards," City of Kent V.Scope of Services l 9 Banking Services Proposal protecting you and your customers from counterfeit card fraud. They.also have integrated contactless technology that extends the convenience of"tap and go" payments, and prepares you for the acceptance of mobile wallets. Credit • '• • Hardware VeriFone VX520 IP Ingenico iCT250 EVM/Chip Counter Top EVM/Chip Enabled :.a,�• .x Enabled NFC-Contactless NFC-ContactlessCapable Capable PlNpad Terminal I Printer I PlNpad VeriFone VX820 Ingenico iWL250G IP EVM/Chip Dual Comm / WIRELESS NFC-Contactless Enabled EVM/Chip Enabled NFC-Contactless Capable Capable PlNpad PlNpad Equinox L5200 Ingenico iPP320 EVM/Chip Enabled EVM/Chip Enabled NFC-Contactless NFC-Contactless Capable Capable PlNpad PlNpad These devices prepare our customers for the future. NFC (Near Field Communication) contactless technology will allow for the payment acceptance from mobile wallets as they develop. Cardholder data is more secured on a chip- embedded card that utilizes dynamic authentication, rather than on a static mag- stripe card. Unlike a mag-stripe card that can be copied ("skimmed"), chip technology combats counterfeiting by assigning a dynamic value for each transaction. It is important to note that EMV helps authenticate the cardholder, and therefore reduces the fraud associated with purchases made with counterfeit cards at a physical point of sale. The VeriFone VX520 is an all-in-one countertop device featuring an internal PIN pad, and can be handed to the cardholder for PIN entry. For merchants that prefer configuration that includes a cardholder facing card reader and PIN pad, the VeriFone VX 820 can be connected to the VeriFone VX520 as a peripheral device for cardholder input. The VeriFone device comes with a new advanced feature called VeriShield Retain. This software feature utilizes digital certificate signing and authentication to lock and secure the terminal application, preventing unauthorized and fraudulent software application from being downloaded into the 10 I V. Scope of Services City of Kent Banking Services Proposal terminal. The Equinox L5200 peripheral can be used with Converge. It allows for EMV ("chip and PIN"/"smart card") acceptance for added security, as well as electronic signature capture eliminating the need to print and store paper transaction receipts. The Ingenico iCT250 countertop terminal features everything you need to easily and securely process payments. This all-in-one terminal supports a full range of payment types including, credit, debit, EBT and gift cards, and is ready for the acceptance of secure EMV"chip" cards. The iCT250 also has integrated Contactless technology that extends the convenience of"tap and go" payments and prepares you for the acceptance of mobile wallets, chip cards, and key fobs. The Ingenico iPP320 PlNpad provides the perfect solution for processing PIN- based transactions. It easily connects to the iCT250 countertop terminal as a customer-facing PlNpad and is ready for the future of secure EMV"chip" cards. The Ingenico iWL250G is an all-in-one mobile solution that will efficiently and securely process transactions anywhere. The wireless SIM card automatically detects the best carrier signal, providing reliable coverage. The compact ergonomic design provides easy transport, and a long-life battery ensures that you have enough power to get through any busy day. supports a full range of payment types including, credit, debit, EBT and gift cards through an easy-to-use solution. ii. Software (to be either locally installed or use Internet/Cloud payment portal) 1. Agency ability to setup and configure POS items (cost, GL account, associated city business system) 2. Agency ability to setup web payment portals and/or virtual terminals for on-line payments. 3. Agency ability to create custom reports as needed for cash reconciliation and transferring payment information back into city business system 4. Agency ability to have additional merchant IDs (MID) setup to support web payment portals as needed. SOFTWARE SOLUTIONS U.S. Bank Payment Solutions also supports an internal software solution called Converge. Converge functions as a centralized electronic payment processing application that resides on an Elavon hosted server, and allows multiple entry points (PC's)for processing transactions using the Internet as the method of delivery. Average response time range of transactions processed by Converge is 2-3 seconds from point of request to notification of approval (or decline). Using a secure Internet connection to communicate eliminates the need for additional phone lines. This could represent a significant cost savings. Converge supports transaction payments for credit card, debit card, electronic check services. It also City of Kent V.Scope of Services 111 Banking Services Proposal can support recurring payments. Converge provides these services at the point of purchase via a swipe card reader, pin pad and electronic check imager. To address the growing technology of mobile payments Converge Mobile utilizes existing hardware, technical infrastructures and communications providers to enable mobile commerce and accept most card payments. It supports Purchase and Authorization Only transactions and works with Smartphone devices including most Apple®, Blackberry®and Google®Android mobile devices. Quick and easy set up and configuration process includes downloading the Converge Mobile App from the relevant App Store and entering account configuration credentials which are provided by our Acquirer(Elavon). Once your Smartphone is configured, you can accept key-entered transactions or swiped transactions can be accepted with the addition of a card reader that encrypts card data at the time of swipe to ensure security. U.S. Bank Payment Solutions supports multiple readers for multiple devices. eCommerce SOLUTIONS Converge also has a secure payment gateway, which connects your web site to the processing power of the Elavon Network. Converge can process real-time credit card transactions by providing a "buy button/ payment page"for a web site. Converge can be easily integrated into your web site with just a few lines of HTML code. Converge is a secure link between the web site and the Elavon Network. The transactions are encrypted and are passed for real-time transactions. Converge transactions are not stored on the web site to reduce the possibility of fraud. Converge offers the ability for multi-MID, multi-user configurations with the purchase of one licensing fee. 2) PCI Compliance and Reporting a. SAS 70 report and compliance with current and future PCl/DSS standards. U.S. Bank Payment Solutions/Elavon has replaced the SAS70 with the SSAE16 which produces a Statement of Compliance (SOC) report. Due to the sensitive data in our SSAE16 we require you sign a non-disclosure agreement before we release the report to you. Your Client Executive, will work with you through the request process. We are PCI compliant, our last PCI audit was completed by Verizon Business and was finalized in May of 2014. A copy of our Attestation of PCI Compliance is included in the Exhibits— Reference section of this proposal. 3) Transaction Fee Schedules a. Based on payment types (i.e. permits, business & occupation tax, utility billing tax, class registrations), options for determining who will pay for the credit card transactions and basis for the transactions fees. 12 I V. Scope of Services City of Kent Banking Services Proposal U.S. Bank Payment Solutions/Elavon can offer a Elavon "Managed" Service Fee model. Given that Visa has strict guidelines regarding when a Service Fee can be assessed, we reserve the right discuss and outline this protocol. Payments by Merchant Category Code (MCC) that are eligible for registration can participate. We will work with the City to ensure that you are in compliance with the card associations' rules and regulations. 4) General ability or related software API to allow integrations with city business systems. Converge Payment Gateway U.S. Bank Payment Solutions/Elavon can address the needs of the City through our Converge Payment Gateway. The API interface for this product can be found in the Developers section of the solution. Please refer to www.myvirtualmerchant.com. E-COMMERCE IN-STORE converge- BACKOFFICE MAIL&PHONE MOBILE Converge Payments Platform Versatile and Flexible ■ Converge accommodates up to 5,000 users and merchant numbers to easily scale up as the City's needs grow and evolves. ■ Utilizing U.S. Bank Payment Solutions/ Elavon's currency conversion solutions, Converge makes it easier for your international cardholders to do business with the City. ■ Eliminates need for software upgrades, which are provided as part of the hosted service. API Features Converge API enables you to write a point-of-sale application (website, software application, shopping cart, and so on)that interfaces with the Converge payment gateway to process the following: ■ Credit card ■ Debit card ■ Gift card ■ Recurring and installment transactions City of Kent V. Scope of Services 113 Banking Services Proposal ■ Batch file transactions (a group of individual transaction requests combined into a file and sent in a single request) ■ Batch management transactions (including query and settlement) ■ Admin transactions (account setups) Security Features in Minimizes stored data liability and reduces your compliance burden ■ Helps protect your constituents' data throughout the payment process by utilizing the latest encryption technologies ■ Allows you to securely store constituent's data and process payments using secure tokenization ■ Allows you to limit access by IP address to help keep out unauthorized users ■ Can be easily configured to ensure each user has the appropriate access level 5) For these optional services, please provide general costing/pricing information for the following: i. Per workstation costs for related hardware (section 1 ai above). ii. Per workstation/user costs for related software (section 1 aii above). iii. Merchant account setup fees and general transaction based charges for credit card processing. iv. Costs and information regarding any related fees for cash, check and credit card processing. A detailed list of pricing is provided in Attachment A— Proposed Pricing section of this proposal under the title Schedule A. 14 I V. Scope of Services City of Kent Banking Services Proposal Attachment A — Proposed Fee Schedule The Proposer shall providee-a schedule of fees using the form on Page 12. Please use the following format for presentation of bank,service fees. Separate fee listings will not be accepted unless this sheet is completed.Additional comments must be clearly referenced from those attachments to a specific:item iifthI4-4ivp. Pricing Disclaimer The pricing quoted in this proposal is effective for 180 days following the submission of this proposal. The terms of this bid, if accepted will be in effect for the contract period. Either party may terminate the Banking Services at any time upon 90 days prior written notice. Prices quoted in this proposal are only for those Treasury Management Services requested within this RFP. Any modified or additional Treasury Management Services will be separately priced at the time of request. Additional prices quoted are valid for 90 days following receipt by the City of Kent, after which they may be subject to change by U.S. Bank. All prices quoted are valid for the first three and one-quarter years of the contract. Prices may be subject to change, at any time, due to changes in business conditions and volumes. Notwithstanding anything contained herein to the contrary, all Treasury Management Services provided to the Employment Security Department are subject to U.S. Bank's Treasury Management Services Terms and Conditions, as the same may be amended from time to time. A copy of U.S. Bank Treasury Management Services Terms and Conditions is provided in the separate Attachments Folder submitted with this proposal. Within this section we provide the following: City of Kent Attachment A Pricing Proposal WSCA-NASPO Contract#00612 Pricing U.S. Bank Payment Solutions/ Elavon Pricing — Schedule A U.S. Bank Pricing Proforma Statement City of Kent ATTACHMENT A—Proposed Fee Schedule 59 Banking Services Proposal Bid Sheet Estimate Avg. Unit d Monthly Item Price Monthly Cost Explanation Q�g r nr�e t€S rvic61k Account Maintenance 6.00 3 18.0 Paper Credits .10 215 21.5 Electronic Credits .10 166 16.6 Paper Debits .07 1,091 76.3 Electronic Debits .07 49 3.4 Reject Checks Paid .30 20 6.0 Deposited Item-On-US .03 227 6.81 Deposited Item-Transit .03 2,352 70.5 Lockbox Deposited Item On-US .03 600 18.0 Lockbox Item Transit .03 4,352 130.5 Return Deposited Items 1.25 13 16.2 Return Item Maintenance 5.00 1 5.0 Re-deposited Return Item .50 13 6.5 Deposit Coverage 0.00 8,431 0.0 Check/Deposit Ticket Order 1 COST Account Reconeiiiarian Services: Partial/Positive Pay Maintenance 5.00 4 20.0 Partial/Positive Pay per Item .04 1,693 67.72 SP Positive Pay Only Maint. 20.00 1 20.0 SP Positive Pay Only-per Item .03 47 1.41 SP Issue Maint. Confirm-per F 1.00 18 18.0 Recon Printing/Mailing Fee 10.00 4 40.0 Transmission Input 2.00 18 36.0 ARP Transmission Output 10.00 4 40.0 ARP Transmission-per Item .02 1,069 21.3 Qn Line. -anking: On Line Banking Current Day Detail-Acct First 5.00 1 5.0 Next 5.00 1 5.0 On Line Banking Current Day per Item Det .05 241 12.0 On Line Banking Current Day per Item Sum .05 572 28.6 On Line Previous Day Detail-Acct First 5.00 1 5.0 Next 5.00 2 10.0 On Line Banking Previous Day per Item Det .05 1,742 87.1 On Line Banking Previous Day per Item Sum .05 792 39.6 ACH Return and NOC Report 0.00 1 0.0 ACH Redeposit Report 7.00 1 7.00 60 ATTACHMENT A-Proposed Fee Schedule City of Kent Banking Services Proposal On Line Banking Token Monthly Maint. 3.50 4 14.0 On Line Banking Book Transfer Mo Maint First 5.00 1 5.0 Next 0.00 2 0.0 On Line Banking Book Transfer-per Transfer 5.00 2 10.0 On Line Banking Stop Payments Mo Maint 5.00 3 5.00 15 Acct Only On Line Banking Stop Payments-per Stop 5.00 4 20.00 On Line Banking ACH Origination Mo Main 5.00 1 5.00 On Line Banking Wires Monthly Maint 5.00 1 5.0 On Line Banking Positive Pay Monthly Maint 0.00 3 0.00 On Line Banking Issue Maint Mo First 5.00 1 5.00 Next 0.00 2 0.0 On Line Banking Image Access/Archive Mo 5.00 2 10.00 Wir6,Transfers: Wire Monthly Maintenance Voice-Pin 5.00 1 5.00 Incoming Fedwire 5.00 3 15.00 Internal Wire Credit 5.00 1 5.00 Repaired Outgoing Wire 2.00 2 4.00 Fedwire Non-Repetitive 5.00 25 125.00 Internal .10 6 .60 troage Services Cks Pd per Item Stored .02 1,044 20.88 Monthly Maintenance Per Account 10.00 2 20.00 Image Archive per Check Image .04 1,044 41.7 Image Archive-per CD-ROM 10.00 2 20.00 Short Term Images Retrieved 1.00 1 1.00 Retail Lockbdx:' RLBX Monthly Maint 10.00 1 10.00 RLBX Item .15 6,662 999.30 RLBX Item Multiple .01 1,858 18.58 RLBX Item Check Acct .01 666 6.66 RLBX Manual Mail 0.00 1 0.00 RLBX Deposit .10 22 2.20 RLBX Cash Received 3.00 1 3.00 RLBX Transmission 0.00 1 0.0 RLBX Fax Report 0.00 1 0.0 RLBX Pkg Prep .75 22 16.50 RLBX US Mail .01 4,979 49.7 RLBX Un-processable .10 81 8.1 RLBX Image Look Maint 10.00 1 10.0 RLBX Image Pages .02 65 1.30 RLBX CD-ROM/DVD Items 0.00 11,428 0.00 RLBX CD-ROM Charge 1.00 5 5.00 City of Kent ATTACHMENT A-Proposed Fee Schedule 61 Banking Services Proposal WLBX Monthly Maint 0.00 2 0.0 WLBX Deposit .50 24 12.0 WLBX per Item .20 54 10.80 WLBX Except/Return .25 3 .75 WLBX Data Keystroke .01 2,347 23.47 WLBX Transmission 0.00 2 0.00 WLBX Fax Detail 10.00 2 20.00 WLBX Hardcopy Rpts 0.00 2 0.00 WLBX Image Check/Coupon .03 54 1.62 WLBX Image Document .03 66 1.98 WLBX Image Monthly 10.00 2 20.00 WLBX Image CD/DVD Charge 10.00 1 10.00 WLBX Mail Out .03 57 1.71 WLBX Package Prep 1.00 2 2.00 E-LockBox Maintenance 10.00 1 10.0 ELBX Electronic Payment RB Item .07 3,513 245.91 E-Lockbox Manual Return Item 1.75 2 3.5 ELBX Data Transmission Output 5.00 22 110.00 E-Lockbox Trans Payment .05 3,519 175.95 CH Se ct: ACH Monthly Maintenance 5.00 1 5.00 ACH Originated Addenda Item .01 1 .01 ACH Process Run 5.00 6 30.00 ACH Originated Transit Item .04 2,583 103.32 ACH Originated on-US Item .04 388 15.52 ACH Originated Fed Item .04 575 23.0 ACH Received Item .04 200 8.0 ACH Received Addenda Item .04 7 .28 ACH Return Per Item 1.50 4 6.0 ACH Notification of Change 1.50 1 1.50 ACH Return/NOC Faxed 2.50 5 12.5 ACH On US Item .04 1 .04 ACH Transit Item .04 5 .2 ACH Process Run 4.00 2 8.0 Bra�tc rnervices4° Currency Ordered per Strap .35 7 2.45 Loose Currency Ordered/$100 .06 6 .39 Coin Rolls Ordered per Roll .11 12 1.32 Standard Change Order per Order 1.50 3 4.5 Non Customer on US Check Cashing 0.007 0.0 62 ATTACHMENT A-Proposed Fee Schedule City of Kent Banking Services Proposal k j F e, 1lSFornlUrrenc�r: Cash Deposits per$100 .065 143.1 Cash Vault Deposits .20 33.6 Loose Coin Deposited 5.00 5.00 Per bag Cash Dep Adjustment 1.00 1.0 Mailed Receipts .75 86.2 afe[eeptr�g ctdrrg reportiCrtg:. Safekeeping Account Maintenance 15.00 15.0 SKG Receipts-Govts/Equities 1.00 1.0 SKG Receipts-MBS/CMO 5.00 5.0 SK Interest Disbursal MBS/CMO 4.00 4.0 SK Asset Backed Paydown-MBS/CMO 4.00 4.0 Other Services: Overnight Overdraft Rate 3.25% Prime Rate Daylight Overdraft Rate 0.00% Short Term Financing Rate TBD@ Borrowing Procurement Cards: Interest Rate 0.0% Annual Fee $0.00 Current Number of Cards 478 Current Annual Dollar Volume $2,076,331 Merchant Carderiees: Merchant Account Set-up Fees None Waived Terminal Rental/purchase fees Varies See Schedule Merchant Account Support Fees Non Interchange Rates % Your Bank Fee/Discount Rate % Monthly Average Credit Card Transactions 11,26 Monthly Average Dollar Amount of Credit $1,537,521 $3,075.0 Card Transactions Internatiionaf Banking: Un-Encode CAD/USD Item 1 Other Items Not Meti roved; Courier Service 147 147.0 Audit Confirms. 1 25.0 1 Please refer to the WSCA-NASPO attached 2 Dependent upon the card presented for payment. 3 This is in addition to the Interchange and Assessments. 4 This is in addition to Interchange and Assessments which are passed through. City of Kent ATTACHMENT A—Proposed Fee Schedule 63 Banking Services Proposal Notes or Item Description: Formulas: Daylight Overdraft Formula Outgoing wire requested prior to receipt of funds by the bank Overnight Overdraft Formula O/D Balance X Prime Rate/365 X#of Days in O/D = Overdraft Analysis Fee Short-Term Financing Formula Short Term Financing Rates are determined at the time of the borrowing request and are also based on current market conditions. FDIC Insurance Formula U.S. Bank insures deposits through the FDIC up to $250,000 Service Charge Credit Formula Average Monthly Balance X .0045/365 X#of days in the month = Analysis Earnings 641 ATTACHMENT A—Proposed Fee Schedule City of Kent Banking Services Proposal The undersigned, an institution or firm maintaining operations within the city lim of Kent, Washington, submits the following proposal for the City's banking services for the period July 1, 2015 and ending June 30, 2019: Authorization: U.S. Bank 3/3/2015 Institution Name Date 1420 Fifth Avenue 206.344.4443 Mailing Address Phone Number Seattle, WA 98101 206.344.4598 City, State, Zip Fax Number Vice President and Senior Paul Wentink Relationship Manager By Title (same as above) (same as above) Contact Name (if different from above) Contact Phone Number 3/3/2015 Date City of Kent ATTACHMENT A—Proposed Fee Schedule 165 Banking Services Proposal WSCA-NASPO Contract 00612 Participating Addendum Appendix A, Document 6-Applicable Card Fees and Rebate Schedule 1. Annual Card Fee $0.00 2. Non-Sufficient Funds Fee,all Products,per occurrence $15.00 3. Logo Embossing Fee;a two-week delay may occur with Card issuance and implementation $0.00 4. Delinquency Fee,Purchasing or One Cards and Enhancements • Not Paid by Due Date on entire past due amount 1.0% • Not Paid by each subsequent Billing Cycle on the entire past due amount 2 5% • Minimum Late Fee $2.00 5. Delinquency Fee,Corporate • Not Paid by Due Date on entire past due amount 0.0% • Not Paid by each subsequent Billing Cycle on the entire past due amount 2.5% • Minimum Late Fee $2.00 6. Travel Accident Insurance Fee. Common Carrier Travel Accident Insurance for Corporate and/or One Cards is provided at no charge with a benefit amount of two hundred fifty thousand U.S. Dollars ($250,000.00). $0.00 Entity and/or Participant must notify U.S. Bank of the use of Central Billing Accounts for booking of travel to ensure appropriate insurance coverage is in place. 7. Foreign Transaction Fee, all Products. Fee applies to transactions taking place outside the United States 2 5% not in U.S. Dollars. U.S. Bank reserves the right to raise fee with sixty(60)days prior written notice to Entity. Fees`Appltdabte tc>�t�leet Card The foitowrng`fees wttt ariiy k�e assessed fair.tttose eu�tomers w'cth few than 2Qf Flee€Cads arrcf rxranthly �r � .4. bilittgs of les$than;$t 7 x0ff.00E]:'The.fottowing.fees at'e subject to chttge w� ►iuf prror nol ice 1. Account Set Up-one time fee $0.00 2. Fleet Card Fees-monthly fee dependent on number of cards • 7-25 cards $0.00 • 26-100 cars $0.00 • 101-200 cards $0.00 3. Invoice,including statement,payments,adjustments and taxes $0.00 4. Driver Report $0.00 5. Exception Report $0.00 6. Service Station Activity Report $0.00 7. Product Purchase Summary $0.00 8. FleetCommander Online web access by user $0.00 9. Card delivery charge when overnight delivery service used $20.00 10. Expense Summary by Business Unit $0.00 11. Logo Embossing Fee;a two-week delay may occur with Card issuance and implementation. $0.00 12. Foreign Currency Fee. a foreign currency conversion fee ("Foreign Currency Conversion Fee") for transactions made outside the United States; the Statement will reflect the conversion into U.S. Dollars on 2.0% transactions that occurred in a different currency and an applicable exchange rate for such conversions. 13. Finance Charges. Assessed on balances not paid by due date on statement at a periodic rate in accord with Entity's state rate as set forth herein and based on the Average Daily Balance("ADB"). To calculate, U.S. Bank will take the beginning balance on Entity's account each day, add debits and any new Periodic purchases(except in the states of IL,ME,MA, MN,MS,MT,and NM)from the date of posting(if the New Balance Rate is not received), then subtract any payments or credits, returned check fees, and unpaid Finance Charges. The APR result will be the"Daily Balance."U.S. Bank will then add all the Daily Balances for the billing cycle and divide by the total number of days in the billing cycle.The result will be the"Average Daily Balance." Page 1 of 3 WSCA-NASPO Contract 00612 Participating Addendum Appendix A, Document 6-Applicable Card Fees and Rebate Schedule .�» art �>�cfis ar > F+ Fitt .: 1 Each Participating Entity will receive a basis point(percentage)of their quarterly 130 Quarterly sales volume. The Formula to determine quarterly volume incentive share: Quarterly sales volume per entity-qualifying large ticket volume X basis points (percentage)=Participating Entity Quarterly Volume Incentive 2 A Prompt Payment Incentive will be offered to each Entity. The Prompt Payment Quarterly Incentive calculation is designed to provide an incentive to each Entity,when Client 45 Held Days is less than forty-five(45)days. Client held days cannot be less than (1 by/day) zero(0)The Prompt Payment Incentive is based solely on the Client Held Days Payment Performance for each Entity for each Agreement Quarter(3 calendar months). The Formula to determine Prompt Payment Incentive: (45-Client Held Days)/45 x 0.0045 x Quarterly Sales Volume 3 Large Ticket Incentive-Entity will receive an incentive for qualifying large ticket 75 Quarterly transactions.Qualifying large ticket transactions will be subject to the same speed of pay incentive.Contractor will provide a quarterly report identifying all qualifying large ticket transactions to each Entity. The formula for calculating Large Ticket Incentive is: Qualifying Quarterly Large Ticket volume sales per Entity x basis points (percentage)=Entity Large Ticket Volume Incentive. 4 Annual Sales Volume Incentive-Each participating state will receive an additional Annually WSCA-NASPO Annual Sales Volume Incentive based on a tier established from all WSCA-NASPO participating states annual volume and applied to each state's annual sales volume. The formula for calculating WSCA-NASPO Annual Sales Volume Incentive is: Participating state annual sales volume(all products)X applicable basis points (percentage)corresponding to the Tier established for the Annual Overall WSC4- NASPO Sales Volume(all product)=WSC4/NASPO Participating State Annual Sales Volume Incentive. $500,000,000-$2,000,000,000 45 $2,000,000,001 -$3,000,000,000 45 $3,000,000,001 -$4,000,000,000 45 $4,000,000,001 -$5,000,000,000 45 Note:Notwithstanding the foregoing,if a political subdivision in a non-participating state is allowed to join the contract,the Annual Aggregate State rebate component will be negotiated between the Bank,WSCA/NASPO and that political subdivision so long as the net bps available for this component are not diminished. MINIMUM REQUIREMENTS If Any Entity does not earn at least$75.00 in Incentive Share for Category 1 Incentive Share Components 1 through 3 and Category 2 Incentive Share Components 1 through 2 will forfeit Incentive share for the preceding quarter. Any Incentive Share payment made pursuant to the Contract will be net of accumulated Charge-offs resulting from participation in Contractor programs regardless of whether the underlying Contract between the parties is valid or has been terminated. In the event that the Card Program or the Contract is terminated prior to the completion of the Base Period or prior to the completion of any Agreement Quarter after the completion of the Base Period by Entity without cause, or by Contractor with cause, and/or the sole provider provision of this Contract is violated, in addition to any other remedies available to Contractor, this Incentive Share opportunity shall immediately terminate and no Incentive Share shall be paid to Entity. Any Charge-offs in excess of the net Incentive Share from one (1)Agreement Quarter will be subtracted from one (1)or more of the following Agreement Quarters. Upon termination of the Contract,if the net Incentive Share is a negative dollar amount due to Charge- offs, Contractor may request, and Entity agrees to reimburse, Contractor up to the dollar amount previously paid by Contractor to Entity within thirty(30)days of the termination of the Contract. Page 2 of 3 WSCA-NASPO Contract 00612 Participating Addendum Appendix A, Document 6-Applicable Card Fees and Rebate Schedule �c �C1 �[ItE1@ - �ie�Cat'd- �ac� -j r f 1 Participating Entity Volume-Entity will receive a basis point 130 Quarterly (percentage)of their quarterly sales volume. The Formula to determine quarterly volume incentive share: Quarterly sales volume per entity-qualifying large ticket volume X basis points(percentage)=Entity Quarterly Volume Incentive 2 Participating Entity Prompt payment-A prompt payment incentive will be Quarterly offered and is designed to provide an incentive to each entity when 45 Client Held Days is less than 45 days.Client held days cannot be less (1 by/day) than zero(0)The Prompt Payment Incentive is based solely on the Client Held Days Payment Performance for each Entity for each Agreement Quarter(3 calendar months).The Formula to determine Prompt Payment Incentive: (45-Client Held Days)/45 x 0.0045 x Quarterly Sales Volume 3 All WSCA-NASPO States Annual Volume Incentive(per State) Annually $50,000,000-$100,000,000 40 $100,000,001 -$300,000,000 41 $300,000,001 -$500,000,000 43 $500,000,001 -$1,000,000,000 45 Note:Notwithstanding the foregoing,if a political subdivision in a non- participating state is allowed to join the contract,the Annual Aggregate State rebate component will be negotiated between the Bank, WSCA/NASPO and that political subdivision so long as the net bps available for this component are not diminished. MINIMUM REQUIREMENTS Any Entity does not earn at least$75.00 in Incentive Share for Category 1 Incentive Share Components 1 through 3 and Category 2 Incentive Share Components 1 through 2 will forfeit Incentive share for the preceding quarter. Any Incentive Share payment made pursuant to the Contract will be net of accumulated Charge-offs resulting from participation in Contractor programs regardless of whether the underlying Contract between the parties is valid or has been terminated. In the event that the Card Program or the Contract is terminated prior to the completion of the Base Period or prior to the completion of any Agreement Quarter after the completion of the Base Period by Entity without cause, or by Contractor with cause, and/or the sole provider provision of this Contract is violated, in addition to any other remedies available to Contractor, this Incentive Share opportunity shall immediately terminate and no Incentive Share shall be paid to Entity. Any Charge-offs in excess of the net Incentive Share from one (1)Agreement Quarter will be subtracted from one (1) or more of the following Agreement Quarters. Upon termination of the Contract,if the net Incentive Share is a negative dollar amount due to Charge- offs, Contractor may request, and Entity agrees to reimburse, Contractor up to the dollar amount previously paid by Contractor to Entity within thirty(30)days of the termination of the Contract. Page 3 of 3 Schedule A "City of Kent" "03/03/2015" Visa/MasterCard/Discover Interchange Card Level PASS THROUGH Association Dues and Assessments PASS THROUGH Encryption-Tokenization,if desired $0.06/per transaction �OtherFees VISA/MasterCard/Discover Processing Fee $0.00 per item Visa/MasterCard/Discover Processing Fee 0.20% American Express Fee,(settlement) $0.10/per transaction Online(PIN)Debit Fee Network Interchange/Switch Fees$0. Electronic Check Acceptance,Verification $0.22 per item Voice Authorization Fee $0.85 per authorization Chargeback/Return NSF Item Fees $25/$25 Paper Statement fees,if desired $10/monthly Swap out existing equipment for new equipment Varies VAR Integration Varies PCI Monthly Fee(Protection Policy) * $7/per MID PCI Non Compliance Fee** $34.95/monthly 'talech Cashiering POS System Cash Drawer $119 purchase Wired Printer $250 purchase Bluetooth Printer $325 purchase PIN Pad-MSR(magstripe card reader) $95 purchase iPad Stand $129 purchase iPad Air Stand $129 purchase Barcode Scanner $250 purchase iPad Cradlepoint Router $149 purchase Equipment Ingenico iCT250 Terminal-Printer $365 purchase Ingenico iPP320 PIN Pad $288 purchase VeriFone Vx520 Terminal-Printer $421 purchase VeriFone Vx820 PIN Pad $216 purchase Lease terms are available 12,24 and 36 months Varies 'EMV Enabled Wireless Terminals Ingenico iWL250G Terminal-Printer,w/communication base $733 purchase SIM Card $20 purchase Monthly Wireless Fee $19 monthly Equipment Options-Mobile MagTek BulleT-Chargeable Card Reader(Blackberry/Droid) $50 purchase MagTek uDynamo-ChargeableCard Reader(Apple) $50 purchase MagTek aDyanmo-Card Reader(Apple) $25 purchase Star SM-220i Bluetooth Printer $332purchase Star SM-300 Bluetooth Printer $343purchase Equipment Option s-Softwa Converge,Mobile/Terminal/Web(Unlimited MIDs/Users) $149 purchase+$10 monthly Equinox L5200(EMV/PIN Pad/Signature Capture) $499 purchase Magstripe Encryption Credit Card Reader(USB) $82purchase Magstripe Credit Card Reader(USB) $82 purchase Schedule A Epson Re idyPrint T20 Printer $207 purchase Reporting Tool Options(Merchant Connect) Web reporting tool(Basic) FREE Web Reporting Tool(Premium 1-5 Users) FREE Discover, MasterCard and Visa Interchange,and Assessments,pricing are dependent upon interchange and other fees imposed on all Associations members and other Acquirers. Elavon will pass through increases or decreases of these fees imposed by the Association members upon written notice. The Card Association members offer over 300+cards that may be presented for payment;the Interchange and Assessment for the each card type is located at the following links Visa.....................http://usa.visa.com/merchants/operations/interchange rates.html MasterCard.....http://www.mastercard.com/us/merchant/support/interchange rates html Discover...........http://www.discovernetwork.com/home/data/`acglntchgPricingVerify html Discover Verification Code(required): disc5379 Pricing Provisions: 1. Pricing implies that all hardware and software is certified to U.S. Bank's Payment Provider network/ platform(Elavon). If another Payment Provider Network(PPN)is necessary to authorize and settle transactions;we will pass through any additional fees. Fees vary by specific"PPN". 2. U.S. Bank will provide same day credit and next day funds availability for Discover,MasterCard and Visa transactions provided the settlement is received by 7:00 PM Pacific and funds are deposited into a U.S. Bank checking account. American Express and Diners transactions are submitted directly to American Express for processing, payment and settlement. 3. Rate qualifications require compliance with Discover,Visa and MasterCard Interchange requirements, including settlement within 24 hours of authorization. 4. Processing fees may be adjusted from time to time to reflect and correspond to increases or decreases in applicable Discover,Visa and MasterCard Interchange,Assessments and Debit Network Fees. Additional Comments 1. *This fee is a protection policy for PCI. We will provide monetary coverage up to 100K for forensic/investigation cost associated with breach and/or security fraud. Level of coverage is determined dependent of attestation of the City regarding its PCI Compliance. 2. **This fee is only assessed if the City has not provided its required PCI SAQ(Self-Assessment Questionnaire)within 90 days of MID issuance. Pricing Example: We will offer the City preferred"Pass Thru"pricing...There are 3 components to"Pass Thru"pricing. First there is Interchange(IC),which are the fees(percentage and per item), per transaction,paid to the Issuing Bank of card presented as payment. Then there are Assessments(A)which are the fees(percentage and per item),per transaction,which are paid to the Card Association Members(Discover, MasterCard,and Visa),and finally the Bank charge,which is our fee. Interchange and Assessments are not negotiable;these fees are determined by Issuing Banks and the Card Associations Members. Proforma Account Analysis Cobank. Page 1 of 7 Account Analysis and Billing Collected Unit Total Balance AFP Service Volume Price Price Required March 02,2015 *CITY OF KENT 220 4TH AVE S KENT WA 98032-5838 :. Lead Account Number 153500745333 Earnings Credit Rate 0.45% Negative Collected Rate 7.25% Current Month Multiplier 2,666.67 Settlement Frequency ANNUAL Average Ledger Balance $ 7,180,547.89 Average Float - 529,999.78 Average Collected Balance = 6,650,548.11 Collected Balance Available for Earnings Credit Services = 6,650,548.11 Earnings Credit @ 0.45% 2,493.96 Earnings Credit Based Service Charges - 4,615.00 Current Month Surplus/(Deficit)Position = (2,121.04) Net Service Charges $ 2,121.04 Collected Unit Total Balance AFP Service Volume Price Price Required Depository Services 010000 Account Maintenance 3 $ 6.00 $ 18.00 $ 48,000 010101 Paper Credits 220 $ 0.10 $ 22.00 $ 58,667 010101 Electronic Credits 156 $ 0.10 $ 15.60 $ 41,600 010100 Paper Debits 899 $ 0.07 $ 62.93 $ 167,813 010100 Electronic Debits 50 $ 0.07 $ 3.50 $ 9,333 010102 Combined Transactions/Items 10723 $ 0.00 $ - 100220 Deposited Item-On-US 241 $ 0.03 $ 7.23 $ 19,280 100224 Deposited Item-Transit 2292 $ 0.03 $ 68.76 $ 183,360 100210 Lockbox Deposited Item On-Us 757 $ 0.03 $ 22.71 $ 60,560 J0214 Lockbox Deposited Item Transit 5915 $ 0.03 $ 177.45 $ 473,200 100230 Rejected Preencoded Dep Item 0 $ 0.30 $ - 100400 Returned Deposited Items 16 $ 1.25 $ 20.00 $ 53,333 Proforma Account Analysis robank. Page 2 of 7 Account Analysis and Billing Collecced Unit Total Balance AFP Service Volume Price Price Required Depository Services 100405 Returned Item Maintenance $ 0.00 $ - 100405 For First 1 1 $ 5.00 $ 5.00 $ 13,333 100405 For Over 1 $ 5.00 $ - 100402 Redeposited Returned Item 8 $ 0.50 $ 4.00 $ 10,667 100420 Returned Item Detail-Phone 2 $ 1.00 $ 2.00 $ 5,333 000230 Deposit Coverage 7487 $ 0.00 $ - 151360 Statement with Checks 0 $ 0.00 $ - 010600 Account Inquiry 0 $ 5.00 $ - 150810 Check/Deposit Ticket Order 0 $ 1.00 $ - Sub Total Depository Services $ 429.18 $ 1,144,480 Account Reconcilement Services 150030 Partial/Positive Pay Maint 4 $ 5.00 $ 20.00 $ 53,333 150030 For First 1 Per Acct $ $ _ 150030 Each Additional Reconciliation per Cycle Over 1 Per Acct $ $ - 150120 Partial/Positive Pay-per Item 855 $ 0.04 $ 34.20 $ 91,200 150030 SP Positive Pay Only Maint 1 $ 20.00 $ 20.00 $ 53,333 150120 SP Positive Pay Only-per Item 43 $ 0.03 $ 1.29 $ 3,440 150030 Teller Payee Positive Pay 3 $ 0.00 $ - 151352 SP POS Pay Image Retrieval 0 $ 0.00 $ - 20020B SP Issue/Cancel Input 1 $ 0.25 $ 0.25 $ 667 200210 ARP Manual Input 0 $ 0.40 $ - 159999 SP Issue Maint Confirm-per F 14 $ 1.00 $ 14.00 $ 37,333 151200 Recon Printing/Mailing Fee 4 $ 10.00 $ 40.00 $ 106,667 200201 Transmission Input 14 $ 2.00 $ 28.00 $ 74,667 200301 ARP Transmission Output 4 $ 10.00 $ 40.00 $ 106,667 200301 ARP Transmission-per Item 881 $ 0.02 $ 17.62 $ 46,987 150100 Daily Paid List Maint 0 $ 0.00 $ - 150100 Daily Paid List Items 0 $ 0.00 $ - Sub Total Account Reconcilement Services $ 215.36 $ 574,293 SingiePoint 400272 SP Current Day Detail-Acct $ $ - 400272 For First 1 1 $ 5.00 $ 5.00 $ 13,333 400272 For Over 1 1 $ 5.00 $ 5.00 $ 13,333 400272 SP Current Day per Item Det 217 $ 0.05 $ 10.85 $ 28,933 400272 SP Current Day per Item Sum 520 $ 0.05 $ 26.00 $ 69,333 400272 SP Previous Day Detail-Acct $ $ - 400272 For First 1 1 $ 5.00 $ 5.00 $ 13,333 400272 For Over 1 2 $ 5.00 $ 10.00 $ 26,667 400272 SP Previous Day per Item Det 1573 $ 0.05 $ 78.65 $ 209,733 400272 SP Previous Day per Item Sum 720 $ 0.05 $ 36.00 $ 96,000 250720 ACH Return and NOC Report $ 0.00 $ - 250720 For First 1 1 $ 7.00 $ 7.00 $ 1 250720 For Over 1 $ 2.00 $ - 250720 ACH Return and NOC Report 1 $ 0.00 $ - Proforma Account Analysis (Mbank, Page 3 of 7 Account Analysis and Billing Collected Unit Total Balance AFP Service Volume Price Price Required Depository Services 250720 ACH Redeposit Report $ 0.00 $ - 250720 For First 1 1 $ 7.00 $ 7.00 $ 18,667 250720 For Over 1 $ 0.00 $ - 401020 SP Token Monthly Maintenance 4 $ 3.50 $ 14.00 $ 37,333 409999 SP Book Transfer Mo Maint $ 0.00 $ - 409999 For First 1 1 $ 5.00 $ 5.00 $ 13,333 409999 For Over 1 2 $ 0.00 $ - 409999 SP Book Transfer-per Transfer 1 $ 0.20 $ 0.20 $ 533 150410 SP Stop Payments Mo Maint $ 0.00 $ - 150410 For First 1 1 $ 5.00 $ 5.00 $ 13,333 150410 For Over 1 2 $ 0.00 $ - 150410 SP Stop Payments-per Stop $ 0.00 $ - 150410 For First 10 Per Acct 10 $ 5.00 $ 50.00 $ 133,333 150410 For Over 10 Per Acct 10 $ 5.00 $ 50.00 $ 133,333 150413 SP Stop Payments-per Revoke 1 $ 5.00 $ 5.00 $ 13,333 250000 SP ACH Origination Mo Maint $ 0.00 $ - 250000 For First 1 1 $ 5.00 $ 5.00 $ 13,333 250000 For Over 1 $ 0.00 $ - 350000 SP Wires Monthly Maintenance $ 0.00 $ - 150000 For First 1 1 $ 5.00 $ 5.00 $ 13,333 J0000 For Over 1 $ 0.00 $ - 150030 SP Positive Pay Monthly Maint 3 $ 0.00 $ 200201 SP Issue Maint Mo Maintenance $ 0.00 $ - 200201 For First 1 1 $ 5.00 $ 5.00 $ 13,333 200201 For Over 1 2 $ 0.00 $ - 151350 SP Image Access/Archive Mo 2 $ 5.00 $ 10.00 $ 26,667 Sub Total SinglePoint $ 344.70 $ 919,200 Wire Transfers 350000 Wire Monthly Maint Voice-Pin 1 $ 5.00 $ 5.00 $ 13,333 350300 Incoming Fedwire 0 $ 5.00 $ - 350123 Internal Wire Credit 1 $ 5.00 $ 5.00 $ 13,333 350200 Voice Fedwire Repetitive 0 $ 5.00 $ - 350300 Incoming Fedwire Ctp 0 $ 5.00 $ - 350541 Repaired Outgoing Wire 1 $ 2.00 $ 2.00 $ 5,333 350540 Cancelled Outgoing Wire 0 $ 2.00 $ - 350104 SP Fedwire Non-Repetitive 28 $ 1.00 $ 28.00 $ 74,667 350120 SP Internal 4 $ 5.00 $ 20.00 $ 53,333 350403 SP Wire Beneficiary Email 0 $ 0.10 $ - Sub Total Wire Transfers $ 60.00 $ 160,000 Image Services 151351 SP Cks Pd per item Stored 855 $ 0.02 $ 17.10 $ 45,600 31350 Monthly Maint-per Acct 2 $ 10.00 $ 20.00 $ 53,333 151351 Image Archive per Check Image 855 $ 0.04 $ 34.20 $ 91,200 151353 Image Archive-per CD-ROM 2 $ 10.00 $ 20.00 $ 53,333 Proforma Account Analysis robank. Page 4 of 7 Account Analysis and Billing Collected Unit Total Balance AFP Service Volume Price Price Required Depository Services 151352 SP Short Term Imgs Retrieved 7 $ 1.00 $ 7.00 $ 18,667 Sub Total Image Services $ 98.30 $ 262,133 Retail Lockbox 050010 RLBX Monthly Maint-Seattle 1 $ 10.00 $ 10.00 $ 26,667 050211 RLBX Manual Mail-Seattle 1 $ 0.00 $ - 050520 RLBX OCR Repair-Seattle 0 $ 0.00 $ - 050300 RLBX Deposit-Seattle 20 $ 0.10 $ 2.00 $ 5,333 05023A RLBX Cash Received-Seattle 0 $ 3.00 $ - 050321 RLBX Fax Report-Seattle 1 $ 0.00 $ - 05041Z RLBX Pkg Prep-Seattle 20 $ 0.75 $ 15.00 $ 40,000 050410 RLBX US Mail-Seattle 4763 $ 0.01 $ 47.63 $ 127,013 050413 RLBX Courier-Seattle 0 $ 0.00 $ - 050530 RLBX Unprocessable-Seattle 77 $ 0.10 $ 7.70 $ 20,533 0502OZ RLBX Item-Seattle $ 0.00 $ - 05020Z For First 9999 Per Acct 6423 $ 0.15 $ 1,000.00 ' $ 2,666,667 0502OZ For Next 24999 Per Acct $ 0.20 $ - 05020Z For Next 99999 Per Acct $ 0.18 $ - 05020Z For Over 134997 Per Acct $ 0.13 $ - 050202 RLBX Item Multiple-Seattle 1708 $ 0.01 $ 17.08 $ +7 050510 RLBX Item Check Acct-Seattle 812 $ 0.01 $ 8.12 $ 21,653 050424 RLBX Image Look Maint-Seattle 1 $ 10.00 $ 10.00 $ 26,667 050424 RLBX Image Pages-Seattle $ 0.00 $ - 050424 If 1 -19999 Per Acct 222 $ 0.02 $ 4.44 $ 11,840 050424 If Over 19999 Per Acct $ 0.18 $ - 050423 RLBX CD-ROM/DVD Maint-Seattle 1 $ 10.00 $ 10.00 $ 26,667 050423 RLBX CD-ROM/DVD Items-Seattle $ 0.00 $ - 050423 If 1 -99999 Per Acct 10911 $ 0.00 $ - 050423 If Over 99999 Per Acct $ 0.02 $ - 050423 RLBX CD-ROM Charge-Seattle 4 $ 1.00 $ 4.00 $ 10,667 Sub Total Retail Lockbox $ 1,135.97 $ 3,029,253 Wholesale Lockbox 050100 WLBX per Item-Seattle 1986 $ 0.20 $ 397.20 $ 1,059,200 05013E WLBX Cash Processing-Seatt 0 $ 3.00 $ - 05011 R WLBX Image Check/Coupon-Seattl 1986 $ 0.03 $ 59.58 $ 158,880 05011 R WLBX Image Document-Seattle 2153 $ 0.03 $ 64.59 $ 172,240 050300 WLBX Deposit-Seattle 77 $ 0.50 $ 38.50 $ 102,667 050500 WLBX Except/Return-Seattle 293 $ 0.25 $ 73.25 $ 195,333 059999 WLBX Acct Changes-Seattle 0 $ 15.00 $ - 050410 WLBX Mail Out-Seattle 2279 $ 0.03 $ 68.37 $ 182,320 05011 L WLBX Package Prep-Seattle 2 $ 1.00 $ 2.00 $ 5,333 050320 WLBX Fax Totals-Seattle 0 $ 0.00 $ - 050321 WLBX Fax Detail-Seattle 2 $ 10.00 $ 20.00 $ 050111 WLBX Manual Mail-Seattle 12 $ 2.50 $ 30.00 $ 80,000 050126 WLBX Data Keystroke-Seattle 43679 $ 0.01 $ 436.79 $ 1,164,773 Proforma Account Analysis n.:M,bank. Page 5 of 7 Account Analysis and Billing Collected Unit Total Balance AFP Service Volume Price Price Required Depository Services 050321 WLBX Hardcopy Rpts-Seattle 2 $ 0.00 $ - 05011 R WLBX Image Monthly-Seattle 2 $ 10.00 $ 20.00 $ 53,333 05011 R WLBX Image CD/DVD Charge-Sea 1 $ 10.00 $ 10.00 $ 26,667 Sub Total Wholesale Lockbox $ 1,220.28 $ 3,254,080 ACH Services 250000 ACH Monthly Maintenance 1 $ 5.00 $ 5.00 $ 13,333 250120 ACH Originated Addenda Item 1 $ 0.01 $ 0.01 $ 27 250501 ACH Process Run 5 $ 5.00 $ 25.00 $ 66,667 250102 ACH Orig Transit Item $ 0.00 $ - 250102 If 1 -10000 Per Acct 2631 $ 0.04 $ 105.24 $ 280,640 250102 If Over 10000 Per Acct $ 0.12 $ - 250102 ACH Originated On-US Item $ 0.00 $ - 250102 If 1 -10000 Per Acct 399 $ 0.04 $ 15.96 $ 42,560 250102 If Over 10000 Per Acct $ 0.12 $ - 250202 ACH Received Item 193 $ 0.04 $ 7.72 $ 20,587 250220 ACH Received Addenda Item 7 $ 0.04 $ 0.28 $ 747 250302 ACH Return-per Item 7 $ 1.50 $ 10.50 $ 28,000 '151070 ACH Notification of Change 0 $ 1.50 $ - J0401 ACH Return/NOC Faxed 7 $ 2.50 $ 17.50 $ 46,667 250102 SP ACH On-US Item 1 $ 0.04 $ 0.04 $ 107 250102 SP ACH Transit Item 10 $ 0.04 $ 0.40 $ 1,067 250505 SP ACH Process Run 3 $ 4.00 $ 12.00 $ 32,000 Sub Total ACH Services $ 199.65 $ 532,400 Branch Coin/Currency Services 10004A Currency Ordered-per Strap 7 $ 0.35 $ 2.45 $ 6,533 100048 Loose Currency Ordered/$100 16 $ 0.065 $ 1.04 $ 2,773 100044 Coin Rolls Ordered-per Roll 16 $ 0.11 $ 1.76 $ 4,693 100040 Standard Chng Order-per Order 4 $ 1.50 $ 6.00 $ 16,000 150501 Non Customer On US Ck Cashing 8 $ 0.00 $ - Sub Total Branch Coin and Currency $ 11.25 $ 30,000 Cash Vault Coin/Currency 100114 Cash Dep-per$100 1486 $ 0.065 $ 96.59 $ 257,573 100100 Cash Vault Deposit 132 $ 0.20 $ 26.40 $ 70,400 109999 Mailed Receipts 94 $ 0.75 $ 70.50 $ 188,000 Sub Total Cash Vault Coin/Currency $ 193.49 $ 515,973 InTrader 450000 Safekeeping Acct Maintenance 1 $ 15.00 $ 15.00 $ 40,000 50140 SKG Receipts-Govts/Equities 1 $ 1.00 $ 1.00 $ 2,667 450160 SKG Receipts-MBS/CMO 1 $ 5.00 $ 5.00 $ 13,333 450160 SK Interest Disbursal MBS/CMO 1 $ 4.00 $ 4.00 $ 101667 Proforma Account Analysis (Mbank, Page 6 of 7 Account Analysis and Billing Collected Unit Total Balance AFP Service Volume Price Price Required Depository Services 450160 SK Asset Backed Paydwn-MBS/CMO 1 $ 4.00 $ 4.00 $ 10,667 459999 Miscellaneous Fees 0 $ 0.01 $ - Sub Total In Trader $ 29.00 $ 77,333 E-Lockbox Services 310104 E-LOCKBOX Maintenance $ $ _ 310104 For First 1 1 $ 10.00 $ 10.00 $ 26,667 310104 For Over 1 $ 0.00 $ - 250202 ELBX Electronic Pymt RB Item $ 0.00 $ - 250202 If 1 -4999 Per Acct 3436 $ 0.07 $ 240.52 $ 641,387 250202 If 5000-9999 Per Acct $ 0.11 $ - 250202 If 10000-24999 Per Acct $ 0.10 $ - 250202 If 25000-49999 Per Acct $ 0.09 $ - 250202 If 50000-99999 Per Acct $ 0.06 $ - 250202 If Over 99999 Per Acct $ 0.04 $ - 250302 E-LOCKBOX Manual Return Item 0 $ 1.75 $ - 310113 ELBX Data Transmission Output 20 $ 5.00 $ 100.00 $ 266,667 310112 E-LOCKBOX Transl Payment 3446 $ 0.05 $ 172.30 $ 459,467 Sub Total E-Lockbox $ 522.82 $ 1,3,- J7 International Banking 10021Z Pre-Encode CAD/USD Item 0 $ 1.00 $ - 10022Z Un-Encode CAD/USD Item 2 $ 4.00 $ 8.00 $ 21,333 Sub Total International Banking $ 8.00 $ 21,333 Miscellaneous Services 101020 Courier Service 147 $ 1.00 $ 147.00 $ 392,000 010630 Audit Confirms 0 $ 25.00 $ - 999999 Merchant Equipment Fee 0 $ 1.00 $ - 999999 Merchant Discount 0 $ 1.00 $ - 000371 Invoice Fee 0 $ 0.00 $ - Sub Total Miscellaneous Services $ 147.00 $ 392,000 Total Bill Discount $ 4,567.37 0.00% $ - Total Service Charges $ 4,615.00 $ 12,306,667 One Time and Annual Charges 050002 WLBX Annual Rental-Seattle 0 $ 1.00 $ - Total Bill Discount $ - 0.00% $ - Total One Time and Annual Service Charges $ - Proforma Account Analysis robank. Page 7 of 7 Account Analysis and Billing Collected Unit Total Balance AFP Service Volume Price Price Required Depository Services Prices quoted in this proposal are only for those Treasury Management Services requested by the customer. Additional Treasury Management Services will be separately priced at the time of customer's request. Prices quoted are valid for 60 days following customer's receipt,after which they will be subject to change by U.S.Bank.All prices are subject to change,at any time and at Bank's sole discretion, due to changes in business conditions,volumes,quality of work provided by the customer and normal pricing change cycles. Notwithstanding anything contained herein to the contrary,all Treasury Management Services provided to customer are subject to U.S.Bank's Services Terms and Conditions,as the same may be amended from time to time. EXHIBIT B INSURANCE REQUIREMENTS FOR SERVICE CONTRACTS Insurance The Vendor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Vendor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Vendor shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The City shall be named as an insured under the Vendor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 2. Bankers Professional Liability Insurance At all times during the term of this contract, Vendor agrees to maintain Bankers Professional Liability insurance coverage for claims arising from the negligent acts, errors, or omissions for services or operations performed by the Vendor under this contract. The Vendor shall ensure both that (1) any policy retroactive date is on or before the date of commencement of this contract; and (2) any policy has a reporting period of at least five (5) years after the date of termination of this contract. The Vendor agrees that, for the time period defined above, any changes that reduce coverage will be presented to the City of Kent for review prior to the change. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. EXHIBIT B (Continued) B. Minimum Amounts of Insurance Vendor shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products-completed operations aggregate limit. 2. Bankers Professional Liability insurance with limits no less than $20,000,000 per occurrence. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability and Bankers Professional Liability insurance: 1. The Vendor's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Vendor's insurance and shall not contribute with it. 2. The Vendor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Vendor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Vendor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. 4. If any coverage required is written on a claims-made coverage form: a) The retroactive date must be shown, and this date must be before the execution date of the contract or the beginning of contract work. b) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of contract work. c) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective or start work date, the Vendor must purchase extended reporting period coverage for a mininmum of five (5) years after completion of contract work. EXHIBIT B (Continued) Q, Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Vendor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Vendor before commencement of the work. F. Subcontractors Vendor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Vendor. AC"R" CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 04/08/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER 1-612-333-3323 CONTACT Dawn DeBuhr Hays Companies NAME: PHONE 612-333-3323 x 2284 F 612-373-7270 A/C No Ext: A/C No 80 South 8th Street E-MAIL ddebuhr@hayscompanies.com scorn Suite 700 ADDRESS: Y p Minneapolis, MN 55402 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: OLD REPUBLIC INS CO 24147 INSURED U.S. Bancorp and its Subsidiaries INSURER B: INSURER C: 200 South 6th Street INSURERD: EP-MN-L20I Minneapolis, MN 55402 INSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: 43511115 REVISION NUMBER: 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 SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE POLICY NUMBER MM/DD/YYYY MM/DD/YYYY LIMITS A GENERAL LIABILITY MWZY302201 08/01/14 08/01/15 EACH OCCURRENCE $5,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED 1,000,000 PREMISES Ea occurrence $ CLAIMS-MADE OCCUR MED EXP(Any one person) $N/A PERSONAL&ADV INJURY $5,000,000 GENERAL AGGREGATE $5,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $5,00 0,000 X POLICY JEOT- LOC A AUTOMOBILE LIABILITY MWTB302199 08/01/14 08/01/15 COMBINED SINGLE LIMIT Ea accident 5,000,000 X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY(Per accident) $ NON-OWNED PROPERTY DAMAGE HIRED AUTOS AUTOS Per accident $ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ HEXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ A WORKERS COMPENSATION MWC3 0 219 8 00 0 8/01/15 X WC STATU- OTH AND EMPLOYERS'LIABILITY 08/O1/1 TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE YIN OFFICER/MEMBER EXCLUDED? N/A E.L.EACH ACCIDENT $ 1,000,000 Mandatory in(f yes,describe under E.L.DISEASE-EA EMPLOYE $ 1,000,000 I DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) Evidence of Insurance. CERTIFICATE HOLDER CANCELLATION CON SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Kent THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Chris Hills 220 Fourth Avenue South AUTHORIZED REPRESENTATIVE Kent, WA 98032 USA ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD ddebuhr 43511115 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 20 26 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s)Or Organization(s): Any person or organization whom you have agreed to include as an additional insured under written contract or agreement, provided such contract or agreement was executed prior to the date of loss. Information reauired to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for"bodily injury", "property If coverage provided to the additional insured is damage" or "personal and advertising injury" required by a contract or agreement, the most we caused, in whole or in part, by your acts or will pay on behalf of the additional insured is the omissions or the acts or omissions of those acting amount of insurance: on your behalf: 1. In the performance of your ongoing operations; 1. Required by the contract or agreement;or or 2. Available under the applicable Limits of 2. In connection with your premises owned by or Insurance shown in the Declarations; rented to you, whichever is less. However: This endorsement shall not increase the 1. The insurance afforded to such additional applicable Limits of Insurance shown in the insured only applies to the extent permitted by Declarations. law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 04 13 ©insurance Services Office, Inc., 2012 Page 1 of 1 MWZY302201 U.S.Bancorp 0810112014-0"1/2015 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG20120413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - STATE OR GOVERNMENTAL AGENCY OR SUBDIVISION OR POLITICAL SUBDIVISION - PERMITS OR AUTHORIZATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE State Or Governmental Agency Or Subdivision Or Political Subdivision: Any person or organization whom you have agreed to include as an additional insured under written contract or agreement, provided such contract or agreement was executed prior to the date of loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to 2. This insurance does not apply to: include as an additional insured any state or a. "Bodily injury", "property damage" or governmental agency or subdivision or political "personal and advertising injury" arising out subdivision shown in the Schedule, subject to the of operations performed for the federal following provisions: government, state or municipality;or I. This insurance applies only with respect to b. 'Bodily injury" or "property damage" operations performed by you or on your behalf included within the "products-completed for which the state or governmental agency or operations hazard". subdivision or political subdivision has issued a permit or authorization. B. With respect to the insurance afforded to these However: additional insureds, the following is added to Section III—Limits Of Insurance: a. The insurance afforded to such additional If coverage provided to the additional insured is insured only applies to the extent permitted required by a contract or agreement, the most we by law; and will pay on behalf of the additional insured is the b. If coverage provided to the additional amount of insurance: insured is required by a contract or 1. Required by the contract or agreement; or agreement, the insurance afforded to such additional insured will not be broader than 2. Available under the applicable Limits of that which you are required by the contract Insurance shown in the Declarations; or agreement to provide for such additional whichever is less. insured. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 12 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 1 MWZY302201 U.S.Bancorp 0810112014-0810112015 ACD® DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE DATE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Marsh USA Inc. NAME: 333 South 7th Street,Suite 1400 PHONE FAX A/C No Ext: A/C No Minneapolis,MN 55402-2400 E-MAIL ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# J18190 STND$25M 14 15 INSURER A: INSURED U.S.BANCORP AND ITS SUBSIDIARIES INSURER B 200 S.6th STREET INSURER C: EP-MN-L201 MINNEAPOLIS,MN 55402 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: CHI-005139819-01 REVISION NUMBER: 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 SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE POLICY NUMBER MM/DD/YYYY MM/DD/YYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea occurrence $ CLAIMS-MADE OCCUR MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ POLICY JECT PRO LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY(Per accident) $ HIRED AUTOS NON-OWNED AUTOS AUTOS PROPERTY DAMAGE Per accident $ $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED I I RETENTION$ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY Y/N T CRY LIMIT ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? ❑N N/A Mandatory in If yes,describe under E.L.DISEASE-EA EMPLOYEE $ DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ ERRORS&OMISSIONS See Additional Page Limit:$25,000,000 FI BOND(CRIME) See Additional Page Limit:$25,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) CERTIFICATE HOLDER CANCELLATION City of Kent SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Attn:Chris Hills THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 220 Fourth Avenue South ACCORDANCE WITH THE POLICY PROVISIONS. Kent,WA 98032 AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Manashi Mukherjee t%AXh01.,.: ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: J18190 LOC#: Minneapolis ,aco A DDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED Marsh USA Inc. U.S.BANCORP AND ITS SUBSIDIARIES 200 S.6th STREET POLICY NUMBER EP-MN-L201 MINNEAPOLIS,MN 55402 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance ERRORS&OMISSIONS Carrier:Indian Harbor Insurance Company Policy Number:ELU135216-14F Policy Term:08/01/2014-08/01/2015 Limit:$15,000,000 Carrier:Ironshore Specialty Insurance Company Policy Number:002110300 Policy Term:08/01/2014-08/01/2015 Limit:$10,000,000 FI BOND(FIDELITY/CRIME) Carrier:Indian Harbor Insurance Company Policy Number:ELU135216-14G Policy Term:08/01/2014-08/01/2015 Limit:$15,000,000 Carver:Ironshore Specialty Insurance Company Policy Number:002109500 Policy Term:08/01/2014-08/01/2015 Limit:$10,000,000 ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Cobancorp Certificate of Insurance Request Form — Property, General Liability, Automobile, Workers' Compensation, and Excess/Umbrella Liability Send this request to: Matt Christensen email: mchristensenCaDhayscompanies com Hays Companies F: 612-313-1656 T: 612-373-7240 Employee Requesting Certificate(s): Date Requested: Date Needed: Name: Paul Wentink 4/7115 4/10/15 Phone: 206-344-4443 Fax: 206-344-4598 Email: paul.wentink usbank.com Location/Branch/Subsidiary: Government Banking Seattle Offices PD-WA-T10GB Certificate Holder(entity requesting certificate): Name: City of Kent Fax Number: 253-856-6700 Attention: Chris Hills Phone Number: Address: 220 Fourth Ave So. Email: chills@kentwa.any City, State,Zip: Kent,WA 98032 Type of Insurance Requested (Please check): Type of Insurance Standard Limits Exception to Standard Limits [I Property ❑ $25,000,000 ❑ Other: X❑ General Liability ❑ $5,000,000 ❑ Automobile Liability ❑ Other: ❑ $5,000,000 ❑ Other: X❑ Workers' Compensation/Employers Liability ❑ Statutor /$1,000,000 ❑ Other: X❑ Excess/Umbrella Liability ❑ $10,000,000 ❑ Other: Additional Insured Loss Payee Type of Insurance N/A ❑ Property ❑ N/A General Liability ❑ N/A Automobile Liability N/A N/A Workers' Compensation/Employers Liability ❑ N/A Excess/Umbrella Liability Note: Additional Insured and/or Loss Payee status is provided only if required in a written contract or agreement. Contact U.S. Bancorp Corporate Insurance at 877-839-3160 with any exceptions. Reason for Certificate (i.e. location, event, additional information, etc...): Customer Services Contract Requirement Commercial General Liability Bankers Professional Liability Insurance Workers' Compensation **If applicable,please attach copy of insurance requirements from contract or request. Send Certificate to: X❑X ❑ Fax ❑ Mail Certificate Holder chills@kentwa.Rov Email X❑X ❑ Fax ❑ Mail Employee Requesting Certificate paul.wentink@usbank.com Email ❑ Email ❑ Fax ❑ Mail Other(specify attn:, address, and/or fax#): City of Kent 40 • Business License KENT WASHINGTON US BANK NATIONAL ASSOCIATION ANDREA TEMTE 401 15TH ST NE AUBURN,WA 98002 Please tear atperforatlon ------------------------------------------------ BUSINESS LICENSE Per RCW 82.14 local sales and use tax must be coded 40 LICENSE MUST BE RENEWED ANNUALLY BY No. 1715 for all qualified JANUARY 31 TO AVOID PENALTY sates Within the city of KENTIssuance of License Does Not Imply Licensee's Kent. WAS HINGTON Compliance with State and Local Laws THIS LICENSE MUST BE POSTED IN A CONSPICUOUS Year : 2015 PLACE,NOT TRANSFERABLE OR ASSIGNABLE NAME AND ADDRESS OF BUSINESS BLC-9913233 US BANK NATIONAL ASSOCIATION MAYOR 305 4 AVE N The City of Kent KENT,WA 98032 At 220 4TH AVE SO KENT,WASHINGTON 98032 • E.F; .Y_ .�._- 't:r`..,, .__ .::, : �':-'. � 'Rr' '`a C f ,�.SC'-' f - �€,:, -.K ' t»�. ,h 1- ,.t �• a Y�+` �z't•„tip �'`�'^: �r�' y , b.. 1`k�Y* tt�`t )' l .e t%. >:(.� 'k t x. a f.=` t'. .r 3 i .�'�-:. i.,,, ra.'`�. '•�,'�if r.r N � f " �. .;., '� F'., +'1..."ir �* 4...."' .1�:; 4 -r ' <• "F1 3 t` .l �bf'}r .{u.. 3 rv, n C ah` :...1.5 �. i .i,.,., a*.: a i f � , , a f 'I t �.1 I r V I , p� a r .._ , '�n.v. '. • .:'fir *,, 1 "`<a ,�-;; 3.- ;:� a� t; ',i'' ;� ,� ,v:,.. ,,,.�. .. 3 .: :....,, �,•..'tt ,+i �,. .,. ,i :: 3`'^"dry =Firs`,,: ;"S•� X`x i 4Si f( w 7s y _ k f' 3xz . �FIN Y�z L 9 W;v zi � L`D•� 'RC�e 2 i .� �4aiA �'2r k�'C h� � €t v 'a.,e! }. d � ¢ 2}'N�.fl "fi'{'. Lam• Si��e'4�^�Y- r �. 4' x , tea t<: fl P