HomeMy WebLinkAboutAGENDA REPORT 2015 1216 CCSA REG ITEM 09B ITEM 9.B.
CITY OF MOORPARK,CALIFORNIA
MOORPARK CITY COUNCIL City Council Meeting
AGENDA REPORT Ag-94---419
ACTION: *04.0+v
TO: Honorable City Council BY: 77,
FROM: Ron Ahlers, Finance Director
DATE: December 4, 2015 (City Council Meeting of December 16, 2015)
SUBJECT: Consider Award of Contract for Banking Services to Wells Fargo Bank
BACKGROUND
The City of Moorpark (City) receives banking services from Bank of America (BofA).
BofA has been the City's provider since the inception of the City in 1983. In early
September 2015, BofA informed the City that they are terminating the banking
relationship. Initially, BofA gave us a deadline of 90 days to transfer to another bank.
The City requested additional time and BofA stated that they will cease banking
services by March 10, 2016.
City staff reviewed recent banking services request for proposal (RFP) that other cities
had released and modified a RFP to include Moorpark specifications. Staff issued a
Banking Services RFP on October 19, 2015. The deadline for proposal submittal was
Friday the 13`h of November at 5:00pm. Staff sent the RFP to the following banks:
Rabobank, JP Morgan Chase, Wells Fargo, Citibank, US Bank, Union Bank, Bank of
the West, BNY Mellon, East West Bank and City National. The RFP was posted to the
City's website and the California State Municipal Finance Officer's (CSMFO) website.
DISCUSSION
The City received three proposals by the deadline: Wells Fargo, Rabobank and US
Bank- Rabobank submitted their proposal via email on November 13, 2015 at 4:59 pm
to the Finance Director's email account. The Rabobank paper proposal arrived on
November 16, 2015.
US Bank's proposal is not acceptable to the City. Their proposal limits the total City
deposit to $500,000 at any time. The City requires a limit greater than $500,000. Page
5 of US Bank proposal states:
"While U.S. Bank is able to accommodate the account structure as
requested, please be aware that we are limited to support City
deposits to the extent that they can support operations, up to a
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Honorable City Council
December 16, 2015
Page 2
maximum of $500,000 for all City accounts combined... Thus,
average deposit balance for the City in excess of$500K cannot be
supported by U.S. Bank."
(emphasis is US Bank)
The City considers the proposals from Wells Fargo and Rabobank to be acceptable.
Wells Farqo and Rabobank
Wells Fargo has branches in over forty states and is headquartered in Sioux Falls, SD;
with over one thousand branches within the State of California. Most importantly,
Wells Fargo has a branch within the City of Moorpark. For the past 20 years, Wells
Fargo has had a dedicated Government Banking Group with 794 public entity clients
(cities, counties, water districts, school districts, etc.) with deposits over $2 billion and
related collateral in e*cess of $2 billion. The proposal states that Wells Fargo is in
compliance with the California Government Code relating to public entity deposits. In
fiscal year 2014, Wells Fargo had $84 billion in revenue and net income of $23 billion.
The dividend was $1.35 per share which was an increase of 17% over the prior year.
The core deposits were over $1 trillion with an 11% equity ratio. Wells Fargo's financial
health is strong.
Rabobank is headquartered in Roseville, CA; they are a part of Rabobank Group of the
Netherlands. Rabobank only has branches in California; they are not located in any
other state. Most importantly, Rabobank has a branch within the City of Moorpark.
Their banking history dates back to 1981 when Valley Independent Bank was founded
and later acquired in 2002 by Rabobank. They are a California community bank with
120 retail offices and 15 financial service centers, serving the needs of communities
from Redding to the Imperial Valley. They have 1,800 employees. They currently have
230 local government clients (cities, counties, water districts, etc.) with deposits in
excess of $1.3 billion. Rabobank did not submit a financial statement since they are
wholly owned by Rabobank Group. They did submit a link to the latest report from
Rabobank to the FDIC. Total revenue of $376 million with a net loss of $590 million;
they had $"Goodwill impairment losses" of $625 million. Their equity ratio is 11.7%.
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Honorable City Council
December 16, 2015
Page 3
Request for Proposal Information
The RFP requested information from the banks to ascertain if they could meet the City's
banking needs and requirements. The following table depicts how the two banks
performed regarding the information required by the RFP.
Re•uirement Wells Far•o Rabobank
Five year term, fixed pricing Met requirement Met requirement
Scope of Services — 24 points Met requirement Met requirement
Qualifications and Experience Met requirement Met requirement
Personnel Met requirement Met requirement
Banking Services Met requirement Met requirement
Control Met requirement Met requirement
Conversion Met requirement Met requirement
Reporting Met requirement Met requirement
Pricing and Account Analysis Met requirement Met requirement
References Met requirement Met requirement
With this conversion to a new bank, the City will implement "Positive Pay" and "ACH
Fraud Filter" systems. These systems will provide an additional layer of protection
against check fraud and ACH fraud (direct deposit). Wells Fargo and Rabobank offer
these systems and will implement these services for the City.
Cost
The estimated gross monthly costs for Wells Fargo are about $1,500. The estimate for
Rabobank is about $1,000 per month. Both banks would provide an earnings credit for
the cash balance the City has on deposit: Wells Fargo credit is $1,000 and Rabobank
is $750. Therefore, Wells Fargo net cost is $500 monthly while Rabobank is $250
monthly. Currently, BofA charges about $2,700 monthly with an earnings credit of
$1,200 monthly. Therefore, a net cost to the City of $1,500 per month.
Conclusion
City staff recommends Wells Fargo be the provider of banking services to the City.
Wells Fargo has been around since the 1850's and they have survived: Civil War,
World War I, Great Depression, World War II and the 2000's recession. Wells Fargo
was strong enough to actually acquire a major bank during the 2000's recession:
Wachovia (included World Savings Bank) in a deal worth over $15 billion. They have a
large presence in California and they serve over 700 public entities throughout the
United States. Most importantly, they can service all of our banking needs. Wells
Fargo offers more services in-house than Rabobank. For example, safekeeping
services are performed by Wells Fargo staff versus Rabobank uses BNY Mellon bank to
provide those services.
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Honorable City Council
December 16, 2015
Page 4
Disclosure
The City Treasurer has several personal accounts and a loan with Wells Fargo bank.
He also has accounts and relationships with other financial institutions.
FISCAL IMPACT
There is no additional cost to the City since the City currently pays banking service fees
to Bank of America. The City shall sign an agreement with Wells Fargo bank for a term
of five years.
STAFF RECOMMENDATION (Roll Call Vote)
Authorize the City Manager to execute an agreement with Wells Fargo Bank
subject to final language approval by the City Manager and City Attorney.
Attachments:
1. Bank of America letter
2. Banking Services Request for Proposal
36
ATTACHMENT 1
September 10, 2015
Bank of America
City of Moorpark Merrill Lynch
799 Moorpark Ave RECEIVED
Moorpark, CA 93021
Attention: Ron Ahlers SEP 1 1 2015
Finance Director
FINANCE/ PAYROLL
Re: Notice of Closure of your Bank of America, N.A. Accounts
and Termination of Treasury Services
Dear Mr. Ahlers:
As discussed on September 10th,2015,this letter confirms our communication that Bank of
America,N.A. (Bank) will no longer provide deposit,cash management or treasury services
for City of Moorpark. Therefore,please close such accounts ending in the following numbers
(the"Accounts") by March 10th,2016,the termination date, which is 182 days from the date
of this letter.
0201, 1256, 1257,6353, 1357
We hope this period gives you sufficient time to rearrange your banking needs before the
Accounts are closed and these services are terminated.
Except for the accounts) and cash management services to be closed and terminated as
described in this letter, any other contractual arrangement we have with you will remain
unaffected,and in full force and effect.
Until the termination date: Until the above termination date, we will continue to accept
funds into the Accounts and we will pay checks and release funds from the Accounts upon
verification that there are sufficient collected and available funds in the Accounts. We will
return any checks or reject funds transfer requests that will result in negative balances in the
Accounts.
Please note that if you have not closed the Account(s) by the termination date, we will do so
on the termination date, along with terminating all treasury services.
After the termination date: On and after the above termination date,we will no longer
provide treasury services or honor any withdrawals, funds transfers, checks or other
transactions with respect to the Accounts(with the exception of any checks to which we are a
holder in due course and which have not been posted against your Accounts prior to the
termination date). We will return any checks or other funds and reject transfer requests
received on and after the termination date with a notice that such Account is closed.
Shortly after your Accounts are closed, we will send you a check for the remaining positive -
balance, less any accrued service fees and related obligations, unless you and we agree on an
37
Bankof America
Merrill Lynch
alternative method of payment. You must maintain sufficient funds in the Accounts on the
termination date to cover all accrued service fees.
Your obligations under account agreements,the Treasury Management Terms and Conditions
Booklet, and any other agreements with us,which are stated to survive the termination of
services and closure of accounts, will remain in effect as provided therein.
What you should do: We are giving you this advance notice so that you will have a
reasonable opportunity to make other banking arrangements before we close the Accounts and
terminate the services. We would like to cooperate with you during this transitional period in
order to minimize any inconvenience.
You may need to take specific actions. For instance, if ACH credits and/or debits are
received into the Accounts, you may wish to provide new bank account instructions to those
sending such ACH transactions. After the Accounts are closed, any ACH transactions
received may be returned to the sending bank.
Please contact me at 657.216.5028 if you have any further questions or require assistance.
We thank you for the opportunity to serve your business needs in the past and for your prompt
attention in this matter.
Sincerely,
R. Patrick Kamachi
Bank of America Merrill Lynch"is the marketing name for the global banking and global markets businesses of Bank of America
Corporation. Lending,derivatives,and other commercial banking activities are performed globally by banking affiliates of
Bank of America Corporation,including Bank of America,N.A.("BANA"),member FDIC.Securities,strategic advisory,and other
investment banking activities are performed globally by investment banking affiliates of Bank of America Corporation,including,
in the United States,Merrill Lynch,Pierce,Fenner&Smith Incorporated("MLPF&S")and Merrill Lynch Professional Clearing
Corp.,which are registered broker-dealers and members of FINRA and SIPC,and,in other jurisdictions,by locally registered
entities.
38
Attachment 2
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REQUEST FOR PROPOSAL (RFP) FOR BANKING SERVICES
I. INTRODUCTION
The City of Moorpark (City) is currently seeking proposals from qualified financial
institutions interested in providing comprehensive banking services. The City intends to
select one financial institution to deliver the services described herein and detailed in
Section III.
A proposer must be a qualified depository of public funds, as defined by Section
53635.2 of the California Government Code to perform its obligation under this proposal
in compliance with all applicable federal and state laws, regulations, statutes and
policies. The proposer must also be a member of the Federal Reserve System.
The City encourages proposers to submit the most competitive proposal possible,
offering the highest quality of service and enhancements to improve our current
management of cash flow at a competitive price. While much of the information
provided in this RFP is based upon current services, it is the City's desire to maximize
the use of automated and electronic technology services to improve our banking, cash
management, custodial and customer service capabilities without sacrificing internal
controls. Of equal consideration is a service-oriented and responsive relationship with
the selected bank.
Please provide options that may create efficiencies, process improvements, and/or take
advantage of new, applicable technologies.
The investment activities of the City will, in no way, be affected by the appointment of a
banking institution to handle the City's regular depository and custodial accounts. All
investment activities will continue to be handled at the direction of the City Treasurer.
The City will endeavor to administer the proposal process in accordance with the terms
and dates outlined in this RFP, however, the City reserves the right to modify the
activities, time line and any other aspect of the process at any time as deemed
necessary by City Staff. By requesting proposals, the City is in no way obligated to
39
with the preparation or submission of a proposal. The awarding of any contract shall be
contingent on the availability of funds and required City Council approval. The decision
to award any contract to a particular financial institution will be based on a variety of
factors; no single one of which will determine the final award decision.
The City truly appreciates the effort all the proposers and their respective staffs will put
forth in responding to the Banking Services Request for Proposal for the City.
II. PROPOSAL PROCEDURES
2.1. SCHEDULE OF PROPOSAL
Issue RFP October 19, 2015
Proposals Due November 13, 2015, 5:00 pm (PST)
Proposer's Presentation/
By invitation only
Oral Interview
Selection Made Council Meeting on December 2, 2015
Contract Signed No later than December 31, 2015
Conversion Date No later than February 1, 2016
2.2. QUESTIONS
In lieu of a pre-proposal conference, the City will accept questions regarding this
RFP until November 10, 2015. All questions should only be directed to Ron
Ahlers, Finance Director via e-mail at rahlersna MoorparkCA.gov. City Staff will
prepare responses to the questions and post them on the City website. Potential
proposers should include contact information with their question(s) in the event
City Staff needs to obtain additional information or clarification in order to
respond to the question(s).
2.3. PREPARATION OF PROPOSAL
Each proposal shall be prepared simply and economically avoiding the use of
elaborate promotional materials beyond those sufficient to provide a complete,
accurate and reliable presentation.
2.4. NUMBER and SUBMISSION OF PROPOSAL COPIES
Five (5) copies of the proposal should be submitted to the City attention:
City of Moorpark
Ron Ahlers, Finance Director
799 Moorpark Avenue
Moorpark, CA 93021
City of Moorpark RFP for Banking Services Page 2 of 16 40
All proposals must be delivered to the above offices on or before November 13,
2015, at 5:00 pm (PST). Proposals received after the above date and time
will not be considered.
2.5. TIME AND LOCATION OF PROPOSER'S PRESENTATION/INTERVIEW
After City Staff have reviewed the proposals received, at the discretion of the
City, financial institutions submitting proposals may be requested to make oral
presentations as part of the evaluation process.
2.6. EFFECTIVE PERIOD OF PROPOSALS
All proposals must state the period for which the proposal shall remain in effect.
Such period shall not be less than 120 days from the proposal date.
2.7. RIGHT OF REJECTION BY THE CITY
Notwithstanding any other provisions of this RFP, the City reserves the right to
award this contract to the financial institution that best meets the requirements of
the RFP, and not necessarily, to the lowest bidder. Further, the City reserves the
right to reject any or all proposals prior to execution of the contract, to waive any
non-material irregularities or information in any proposal and to accept or reject
any items or combination of items, with no penalty to the City.
2.8. CONTRACT NEGOTIATIONS
After a review of the proposals, and possible oral presentations, the City intends
to enter into contract negotiations with the selected financial institution. These
negotiations could include all aspects of services and fees. If a contract is not
finalized in a reasonable period of time, the City will open negotiations with the
next ranked firm.
2.9. AWARD OF CONTRACT
The proposer to whom a contract is awarded shall be required to enter into a
written contract with the City in a form approved by legal counsel for the City.
This RFP and the proposal, or any part thereof, may be incorporated into and
made a part of the final contract. The City reserves the right to negotiate the
terms and conditions of the contract with the selected proposer.
2.10. CONTRACT TERM
It is the intent of the City to award a contract for an initial five (5) year period,
beginning February 1, 2016, with the option to renew it for additional one five-
year period at the sole discretion of the City. The City desires fixed pricing for
the five-year contract period. Prices in subsequent years shall be negotiated
based on satisfactory customer service.
City of Moorpark RFP for Banking Services Page 3 of 16 41
III. SCOPE OF SERVICES
Describe the financial institution's ability to provide the general banking services listed
below:
1. Maintain a branch office in the City or near vicinity.
2. Maintain minimum capitalization requirements of $200 million to insure the
safety of funds.
3. Establish demand deposit accounts as necessary to meet the banking
requirements of the City. At present, six (6) separate accounts are used;
including two (2) zero balance accounts (ZBA). One receives the deposits
(the Deposit account) and sweeps funds to the other two checking accounts
(Payables and Payroll). The City also has a separate regular checking
account for flexible spending, where checks are written by a third party
administrator. There is a separate checking account for the Successor
Agency to the Redevelopment Agency of the City of Moorpark with minimal
monthly activity. One separate deposit only account for use by a company
in New York who processes City parking tickets. The City may add other
account in the future and requests similar pricing.
4. Provide an overnight investment service (sweep) for excess cash balances
in the demand deposit accounts, after minimum concentration account
balance requirements are met. The concentration account will fund
disbursements from these accounts automatically on a daily basis.
Typically, $1-$3 million is available for overnight investment.
5. Process approximately 350 disbursement checks per month through
payables and payroll valued at approximately $1.5 to $4.0 million. Of this
number, approximately 120 are direct deposit payroll checks.
6. Monthly deposits average $4-$5 million with the majority being: wire
transfer, ACH or EFT. Twice weekly deposits from an armored carrier.
7. Disburse funds via repetitive wire transfer upon on-line request of an
authorized person.
8. Accept and send ACH transactions and provide on-line notification of ACH
deposits within 24-hours.
9. Provide on-line payment processing. Can your system accommodate
internet and telephone transactions that are processed on-line? Describe
your capabilities and outline the security measures in place for the
protection of sensitive information.
10. Provide stop payment services. Can stop payments be placed on-line?
What is the deadline for same day action? How long will a stop payment
City of Moorpark RFP for Banking Services Page 4 of 16 42
remain in effect? Do you have different duration options, such as 6 months,
1 year, or 2 years, without the need to implement extensions? Can stop
payments be automatically renewed? If so, for how long and is there an
additional charge?
11. In the case of stale dated checks, will the bank agree to not honor any
checks that have been outstanding (based on the dated date of the check)
for six months or more? Is there a cost to the City for reviewing and
returning stale dated checks?
12. How does the bank compensate the City for checks that are cashed after a
stop payment is placed or if a stale dated check is cashed? How many
days does it take for the bank to reimburse the City?
13. Provide armored carrier collection of twice-weekly vault deposits from City
at 799 Moorpark Avenue, Moorpark after 1:00 pm. Will the bank interface
directly with, and assume full responsibility for, any and all third party
service providers, such as armored carriers and couriers?
14. Provide automated balance reporting services for all the City accounts.
Available information should include: closing ledger, closing collected,
opening ledger, opening collected, float, previous day debit and credit detail
(including bankcard deposits, and ZBA), and ACH credit and debit detail.
Automated balance reporting should be available at the City Finance
Department for multiple authorized users with multiple levels of approval
authority.
15. Provide remote bankcard processing terminals at up to four locations for
Visa, MasterCard and Discover. Bankcard deposits range from $100 to
$10,000 per day. Please provide a detailed description of the entire
merchant card process within your institution. Is your program housed
through a third party vendor? If so, please explain. Provide a detailed rate
and fee structure with a breakdown of all fees, including bank and
association charges.
16. Does the bank provide electronic payment services? The City currently
does not use electronic payment services.
17. Collateralize all collected balances, in excess of balances insured by the
FDIC, at 110%, pursuant to California Government Code Section 53652(a).
18. Provide monthly activity statements and reports for all accounts. The
statement cutoff should be the last day of the month. Statements must be
sent by no later than the 6th business day of the following month.
19. Provide monthly CD-ROM imaging, or equivalent, of disbursement checks
(front and back) and statements, to meet City's records retention needs.
City of Moorpark RFP for Banking Services Page 5 of 16 4 3
20. Provide an electronic file in the City's specified format (csv) to include the
following fields (to be used for automatic check reconciliation with our
current financial software):
➢ Cleared Date
➢ Check Number
➢ Amount
➢ Type of Transaction (ie, Check or EFT)
21. Provide safekeeping services. The City desires the financial institution to
take custody of securities owned by the City and accept complete
responsibility for their safekeeping from the moment of delivery to the
financial institution until the securities' safe return and delivery to the City or
appropriate agency upon expiration or termination of this Agreement.
22. Provide positive-pay for checks and ACH debit. The City does not currently
utilize positive-pay; however, we are considering this as a safeguard against
check fraud. Briefly describe the process involved with positive-pay and the
costs associated with it.
23. Please provide how the bank deals with check fraud.
24. Provide one person as the single point of contact between the City and the
bank.
IV. INFORMATION REQUESTED
4.1. QUALIFICATIONS AND EXPERIENCE
1. Describe the organization, date founded, ownership, and other business
affiliations (please provide number and location of affiliated offices).
2. Provide the address of the office location that will service the City's account.
3. List the addresses of all branch offices in the City.
4. Describe the experience of the financial institution in providing similar
services for other public clients
5. Include copies of the most recent audited financial statement with the
proposal.
6. Provide documentation that your financial institution has been evaluated by
an independent bank rating agency and been found "Outstanding" or
"Satisfactory" for the most recent four consecutive quarters.
City of Moorpark RFP for Banking Services Page 6 of 16 4 4
7. Provide documentation that your financial institution is in compliance and
good standing with the Community Reinvestment Act (CRA).
4.2. PERSONNEL
1. Provide biographical information on financial institution officers that will be
directly involved in the management of the City account, to include how long
they have been with your financial establishment; who the primary contact will
be; and what, if any, experience these officers have in working with public
(municipal government) clients.
2. Provide an organization chart for the personnel who will be associated with
the City account, including the roles of each person, and illustrating the
relationship among the personnel.
4.3. BANKING SERVICES
1. Describe the financial institution's ability to provide the banking services
described in Section III, Scope of Services above, and to what extent, if any,
the service is automated.
2. Describe how interest will be calculated and credited on all accounts. Be
specific.
3. Provide return history for overnight repurchase agreements or other
appropriate sweep facility for the latest 12 month period available.
4. What is the ledger cutoff time for deposits? What time would the financial
institution propose to schedule the twice-weekly armored car collection to
ensure that deposits meet this deadline?
5. Provide a copy of the availability schedule that would apply to deposits into
the City accounts.
6. Provide a list of the bank's holidays.
7. What fees are charged for"cashier's checks" and "wires"?
8. Describe how the financial institution will collateralize the City deposits. What
types of securities are used as collateral? Who will be the Custodian of
collateral (ie, Federal Reserve)?
9. Describe Payment Card Industry (PCI) data security standard compliance
and liability (provide documentation).
4.4 CONTROL
1. Describe the EDP and/or manual system used to provide banking services
along with backup and recovery capabilities.
City of Moorpark RFP for Banking Services Page 7 of 16 4 5
2. Provide a detailed description of the controls in place to insure the integrity of
the funds transfer system.
3. Describe the types of insurance and bonding carried (see Section 4.9
Insurance and Bond Requirements).
4. Include a copy of the Statement of Auditing Standards (SAS) 70 covering
operational controls.
4.5. CONVERSION
1. Describe a conversion plan to transition the City's use of this service to your
financial institution.
2. What lead-time do you expect will be necessary before the conversion
begins?
3. Indicate your plans for educating and training the City employees in the use
of your systems.
4.6. REPORTING
1. Describe the frequency and format of reports that you would provide to the
City.
2. Include sample reports and records, including an account analysis statement
(with TMA codes), credit card processing statement, monthly bank statement
and any other reports that we could expect to receive.
Is the financial institution willing/able to develop customized reports? If so, please
provide specific pricing information.
4.7. PRICING AND ACCOUNT ANALYSIS
1. Provide a complete fee schedule for all of the services described in your
proposal. A list of the City's estimated monthly transactions is provided at the
end of this proposal for pricing purposes. Fees related to all services
described in the proposal must be listed, even if the service is not show on
the schedule. Also, include any one-time or set-up charges, research fees,
minimum fees, and all other fees that will be charged. Prices must be
guaranteed for the initial, five-year, term of the contract.
• Account Maintenance (Demand, ZBA, Controlled Disbursement)
• Wire Transfer (Incoming, Outgoing, Outgoing-Repetitive)
• Intra-Bank Transfers
• Deposit Ticket (Branch and Operation's Center)
• Item Deposit (Check and ACH)
• Cash Deposit
• Item Paid (Paper, ACH)
City of Moorpark RFP for Banking Services Page 8 of 16 46
• Direct Deposit of Payroll
• Stop Payment (Manual and On-Line)
• FDIC Insurance Charge (or percentage)
• Return Item Processing and Resubmitting Item
• Uncollected Funds Charges
• Balance Reporting Fees (fixed and per item)
• Set Up Charges (if any)
• Bankcard Processing (list all related charges)
• Check Retention/Microfilming
• Twice-weekly Armored Carrier Service
• Sweep Fees
• Internet Payments (IP) via Internet and Phone
• Electronic Payments (EP)
• Positive Pay
• Cashier's checks
List any additional services for which the proposer intends to charge, along
with the price per item (use additional page(s), if necessary). Any costs
associated with the requested services not listed on the Fee Schedule at the
end of this proposal will be assumed to be free of charge.
2. Does the City have the option of compensating your financial institution
through either direct fees or compensating balances? Is the price the same
for either option? If not, what is the difference? If on a fee basis, can excess
balances be used to partially offset activity charges? Will earnings credit on
collected balances in excess of those required to pay charges incurred in any
month be carried forward to offset future bank charges? Provide the bank's
earnings credit rate (ECR) for compensating balance method of payment.
3. If there is a discrepancy between the City and the bank, please describe the
procedures used to correct the difference and to ensure an adjustment is
made. What time period does the City have to report the discrepancy?
4. Please provide a sample analysis statement for the City account. How soon
after month-end is the analysis statement mailed? Does the bank offer
electronic analysis and bank statements?
5. How is your earnings credit determined, adjusted, and applied? Please
include in your explanation the impact of your reserve requirement, your
formula for converting service charges to balance requirements, and a listing
of your earnings credits and reserve requirements for the most recent 12-
month period.
6. Describe the financial institution's policies concerning daylight overdrafts and
what, if any, impact these policies may have on the management of the City's
accounts.
City of Moorpark RFP for Banking Services Page 9 of 16 4 7
4.8. REFERENCES
1. Provide five references of public agencies, including the length of time you
have provided services, client name, contact personnel, address, and phone
number (local governments and public agency references, if possible), which
are currently using the services for which you are proposing.
2. Provide a list of clients where similar services were provided who have
terminated services in the last three years.
4.9. BOND REQUIREMENTS
1. CONTRACTOR'S BOND: Contractor shall provide proof of a bankers
blanket bond on a form that is at least as broad as the Financial Institution
Bond, Standard Form No. 24 with limits of at least $1,000,000 any one
loss and $2,000,000 aggregate. Coverage shall include, but not be
limited to:
Coverage A— Fidelity
Coverage B — On Premises
Coverage C — In Transit
Coverage D — Forgery and Alteration
The bond shall be extended to apply to computer system fraud and
fraudulent transfer instructions.
4.10. INDEMNIFICATION AND HOLD HARMLESS
Indemnity for professional liability: When the law establishes a professional
standard of care for Consultant's Services, to the fullest extent permitted by law,
Consultant shall indemnify, protect, defend and hold harmless City and any and all of its
officials, employees and agents ("Indemnified Parties") from and against any and all
losses, liabilities, damages, costs and expenses, including legal counsels' fees and
costs to the extent same are caused in whole or in part by any negligent or wrongful
act, error or omission of Consultant, its officers, agents, employees or sub consultants
(or any agency or individual that Consultant shall bear the legal liability thereof) in the
performance of professional services under this Agreement.
Indemnity for other than professional liability: Other than in the performance of
professional services and to the full extent permitted by law, Consultant shall indemnify,
defend and hold harmless City, and any and all of its employees, officials and agents
from and against any liability (including liability for claims, suits, actions, arbitration
proceedings, administrative proceedings, regulatory proceedings, losses, expenses or
costs of any kind, whether actual, alleged or threatened, including legal counsels' fees
City of Moorpark RFP for Banking Services Page 10 of 16 4 8
and costs, court costs, interest, defense costs, and expert witness fees), where the
same arise out of, are a consequence of, or are in any way attributable to, in whole or in
part, the performance of this Agreement by Consultant or by any individual or agency
for which Consultant is legally liable, including but not limited to officers, agents,
employees or subcontractors of Consultant.
Consultant agrees to obtain executed indemnity agreements with provisions
identical to those set forth here in this Section from each and every sub consultant, or
any other person or entity involved by, for, with, or on behalf of Consultant in the
performance of this Agreement. In the event Consultant fails to obtain such indemnity
obligations from others as required here, Consultant agrees to be fully responsible
according to the terms of this Section. Failure of City to monitor compliance with these
requirements imposes no additional obligations on City and will in no way act as a
waiver of any rights hereunder. This obligation to indemnify and defend City as set forth
here is binding on the successors, assigns, or heirs of Consultant and shall survive the
termination of this Agreement or this Section.
City does not and shall not waive any rights that it may have against Consultant by
reason of this Section, because of the acceptance by City, or the deposit with City, of
any insurance policy or certificate required pursuant to this Agreement. The hold
harmless and indemnification provisions shall apply regardless of whether or not said
insurance policies are determined to be applicable to any losses, liabilities, damages,
costs, and expenses described in this Section.
4.11. SAMPLE CONTRACT
Attachment I is a sample City contract.
4.12. SAMPLE CERTIFICATE AND ENDORSEMENT
Attachment 2 is a sample certificate and endorsement.
V. EVALUATION AND AWARD CRITERIA
This RFP seeks a financial institution to provide comprehensive banking services to the
City. Selection will be made from a short list of proposers deemed to be fully qualified
and best suited among those submitting proposals on the basis of the evaluation
factors listed below:
• Understanding of the needs and operational requirements of the City
• The experience, resources, and qualifications of the financial institution and
individuals assigned to this account
• Relevant experience managing similar account relationships with public
institutions and agency clients
City of Moorpark RFP for Banking Services Page 11 of 16 49
• Financial institution location (i.e. availability for personal service and
consultation)
• Scope of services offered including degree of automation
• Financial strength of proposing institution
• Adequacy of financial controls and protection against loss
• Quality and scope of conversion plan
• The value of any new product or service suggestions or other new ideas
and enhancements
• Quality and conciseness of proposals
• Proposed fees and compensation. (Although fees and compensation will be an
important factor in the evaluation of proposals, the City is not required to choose the
lowest bidder).
City of Moorpark RFP for Banking Services Page 12 of 16 50
BANK FEES AND COMPENSATION WORKSHEET
Estimated Monthly
SERVICE DESCRIPTION Unit Price Volume Total Monthly Price
4 TION INFO
Deposit Insurance Charge
Ledger Overdraft per day
GENERAL ACCOUNT SERVICES
Account Maintenance 6
ZBA Maintenance-Master 1
ZBA Maintenance-Sub Account 2
_._ _- rs a!z� a;7��y a .i kyq :, a o.1y v ry a a Ef x r ai
_ .... ._. •?i '9'a ;�d'' ' � t � 4kwx;'.£'i � ��F...
Vault Deposit 10
Currency/Coin Deposit Std
Currency/Coin Deposit Non-Std 10
Checks Deposit Un-encoded 856
Mail Notify Receipt 20
Controlled Disburse Maint. 1
Gen Disbursement Checks Paid 19
Control Disburse Checks Paid 193
Image Maintenance PC 2
Image Archive 90 days 212
City of Moorpark RFP for Banking Services Page 13 of 16
51
Estimated Monthly
SERVICE DESCRIPTION Unit Price Volume Total Monthly Price
. -.,. ._ r s._t..�� � �€a <y}Il q�k�;� y�r.�• � &t ,:�� t�-�-S'��.^st - �a�_;;Pt _ ^3N _.:�
ACH Monthly Maint. 2
PC Tax payment 4
ACH Corp on US Credits 1
ACH Consumer on US Credits 33
ACH Consumer OFF US Credits 191
ACH Corp OFF US Credits 1
ACH Orig Addenda 1
ACH Debit Received Item 31
ACH Credit Received Item 69
ACH Input File 3
ACH Optional Reports FAX 2
ACH Optional Reports Electronic 4
Monthly Maintenance 1
Electronic Wire Out 13
Electronic Wire In
Incoming Domestic Wire
Intra/Company book credit
Wire Payee Advising
Wire Advice-Mail
f/ »- st"6 a`a 3$`s". -. . ...a�1-,Zete �•�'�'L �
':¢£ ,} k.r. `4``✓.�. *`X ;d+i kR" d %n `. `` may"':•-
Scheduled Emails 1
Item Stored 1754
Research item
City of Moorpark RFP for Banking Services Page 14 of 16 5 2
Estimated Monthly
SERVICE DESCRIPTION Unit Price Volume Total Monthly Price
Amount allowance is based on (threshold):
Float (if any):
Legal Reserve (if any):
Earnings offset current interest rate and
what it's tied to:
Please describe briefly how earnings allowance is calculated, including average ledger
balance:
CREINT CARD SERVICES . Ø.
TERMINALS 4
# of Monthly Transactions
(Visa, Mastercard & Discover) 2,500 trans.
Includes Internet (approx.)
Dollar Amount of Monthly Transactions $ 70,000 (approx.)
2 (included in
Internet Accounts (part of above terminals) above)
ADDiTiONAL Services(not listed
above)
FDIC Insurance (if any)
Set Up Charges (if any)
Positive Pay
Sweep Interest Rate
City of Moorpark RFP for Banking Services Page 15 of 16 53
Estimated Monthly
SERVICE DESCRIPTION Unit Price Volume Total Monthly Price
OTHER Services/Fees A n
=EMI=
GRAND MONTHLY TOTAL $
City of Moorpark RFP for Banking Services Page 16 of 16
54
AGREEMENT BETWEEN THE CITY OF MOORPARK AND
, FOR
THIS AGREEMENT, is made and effective as of this day of
, 2015, between the City of Moorpark, a municipal
corporation ("City") and , a ("Consultant"). In
consideration of the mutual covenants and conditions set forth herein, the parties agree
as follows:
WHEREAS, City has the need for services;
and
WHEREAS, Consultant specializes in providing such services and has the proper
work experience, certifications, and background to carry out the duties involved; and
WHEREAS, Consultant has submitted to City a Proposal dated
, which is attached hereto as Exhibit
NOW, THEREFORE, in consideration of the mutual covenants, benefits, and
premises herein stated, the parties hereto agree as follows:
1. TERM
The term of this Agreement shall be from to
unless this Agreement is terminated or suspended pursuant to this Agreement.
2. SCOPE OF SERVICES
City does hereby retain Consultant, as an independent contractor, in a
contractual capacity to provide banking services, as set forth in Exhibits B (Proposal)
and C (Request for Proposal or RFP). In the event there is a conflict between the
provisions of Exhibits B, C and this Agreement, the language contained in this
Agreement shall take precedence, followed by Exhibit C, then Exhibit B.
Consultant shall perform the tasks described and set forth in Exhibits B and C.
Consultant shall complete the tasks according to the schedule of performance, which is
also set forth in Exhibits B and C.
Compensation for the services to be performed by Consultant shall be in
accordance with Exhibit B. Compensation shall not exceed the rates or total contract
value of dollars ($ . ) as stated in
, without a written amendment to the Agreement executed by
both parties. Payment by City to Consultant shall be in accordance with the provisions
of this Agreement.
55
3. PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of their ability,
experience, standard of care, and talent, perform all tasks described herein. Consultant
shall employ, at a minimum, generally accepted standards and practices utilized by
persons engaged in providing similar services as are required of Consultant hereunder
in meeting its obligations under this Agreement.
4. MANAGEMENT
The individual directly responsible for Consultant's overall performance of the
Agreement provisions herein above set forth and to serve as principal liaison between
City and Consultant shall be , and no other individual
may be substituted without the prior written approval of the City Manager.
The City's contact person in charge of administration of this Agreement, and to
serve as principal liaison between Consultant and City, shall be the City Manager or the
City Manager's designee.
5. PAYMENT
Taxpayer ID or Social Security numbers must be provided, on an IRS W-9 form,
before payments may be made to vendors.
The City agrees to pay Consultant monthly, in accordance with the payment
rates and terms and the schedule of payment as set forth in Exhibit B, based upon
actual time spent on the above tasks. This amount shall not exceed
dollars ($ ._) for the total term of the ,
Agreement unless additional payment is approved as provided in this Agreement.
Consultant shall not be compensated for additional services rendered in
connection with its performance of this Agreement, unless such additional services and
compensation are authorized, in advance, in a written amendment to the agreement
executed by both parties. The City Manager, if authorized by City Council, may approve
additional work not to exceed ten percent (10%) of the amount of the Agreement.
Consultant shall submit invoices monthly for actual services performed. Invoices
shall be submitted on or about the first business day of each month, or as soon
thereafter as practical, for services provided in the previous month. Payment shall be
made within thirty (30) days of receipt of each invoice as to all non-disputed fees. Any
expense or reimbursable cost appearing on any invoice shall be accompanied by a
receipt or other documentation subject to approval of the City Manager. If the City
disputes any of Consultant's fees or expenses it shall give written notice to Consultant
within thirty (30) days of receipt of any disputed fees set forth on the invoice.
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56
6. TERMINATION OR SUSPENSION WITHOUT CAUSE
The City may at any time, for any reason, with or without cause, suspend or
terminate this Agreement, or any portion hereof, by serving upon the Consultant at least
ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall
immediately cease all work under this Agreement, unless the notice provides otherwise.
If the City suspends or terminates a portion of this Agreement such suspension or
termination shall not make void or invalidate the remainder of this Agreement.
The Consultant may terminate this Agreement only by providing City with written
notice no less than thirty (30) days in advance of such termination.
In the event this Agreement is terminated or suspended pursuant to this Section,
the City shall pay to Consultant the actual value of the work performed up to the time of
termination or suspension, provided that the work performed is of value to the City.
Upon termination or suspension of the Agreement pursuant to this Section, the
Consultant will submit an invoice to the City pursuant to this Agreement.
7. DEFAULT OF CONSULTANT
The Consultant's failure to comply with the provisions of this Agreement shall
constitute a default. In the event that Consultant is in default for cause under the terms
of this Agreement, City shall have no obligation or duty to continue compensating
Consultant for any work performed after the date of default and can terminate or
suspend this Agreement immediately by written notice to the Consultant. If such failure
by the Consultant to make progress in the performance of work hereunder arises out of
causes beyond the Consultant's control, and without fault or negligence of the
Consultant, it shall not be considered a default.
If the City Manager or the City Managers designee determines that the
Consultant is in default in the performance of any of the terms or conditions of this
Agreement, designee shall cause to be served upon the Consultant a written notice of
the default. The Consultant shall have five (5) days after service upon it of said notice in
which to cure the default by rendering a satisfactory performance. In the event that the
Consultant fails to cure its default within such period of time, the City shall have the
right, notwithstanding any other provision of this Agreement, to terminate this
Agreement without further notice and without prejudice to any other remedy to which it
may be entitled at law, in equity or under this Agreement.
8. PRIVACY
Consultant agrees to pay City for all costs required to comply with California Civil
Code Sections 1798.29 and 1798.82, if Consultant releases privacy information,
personal information or any other information associated with those security breaches
protected by California Civil Code Sections 1798.29 and 1798.82. This includes
reimbursing City for all costs associated with noticing and remediation such cyber
security breaches.
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9. OWNERSHIP OF DOCUMENTS
Consultant shall maintain complete and accurate records with respect to sales,
costs, expenses, receipts, and other such information required by City that relate to the
performance of services under this Agreement. Consultant shall maintain adequate
records of services provided in sufficient detail to permit an evaluation of services. All
such records shall be maintained in accordance with generally accepted accounting
principles and shall be clearly identified and readily accessible. Consultant shall provide
free access to the representatives of City or the City's designees at reasonable times to
such books and records; shall give the City the right to examine and audit said books
and records; shall permit City to make transcripts therefrom as necessary; and shall
allow inspection of all work, data, documents, proceedings, and activities related to this
Agreement. Notification of audit shall be provided at least thirty (30) days before any
such audit is conducted. Such records, together with supporting documents, shall be
maintained for a period of ten (10) years after receipt of final payment.
Upon completion of, or in the event of termination or suspension without cause of
this Agreement, all original documents, designs, drawings, maps, models, computer
files, surveys, notes, and other documents prepared in the course of providing the
services to be performed pursuant to this Agreement shall become the sole property of
the City and may be used, reused, or otherwise disposed of by the City without the
permission of the Consultant. With respect to computer files, Consultant shall make
available to the City, at the Consultant's office and upon reasonable written request by
the City, the necessary computer software and hardware for purposes of accessing,
compiling, transferring, and printing computer files.
10. INDEMNIFICATION AND HOLD HARMLESS
Consultant shall indemnify, defend and hold harmless City, and any and all of its
officers, employees, and agents ("City Indemnitees') from and against any and all
causes of action, claims, liabilities, obligations, judgments, or damages, including
reasonable legal counsels' fees and costs of litigation ("claims"), arising out of the
Consultant's performance of its obligations under this Agreement or out of the
operations conducted by Consultant, including the City's active or passive negligence,
except for such loss or damage arising from the sole negligence or willful misconduct of
the City. In the event the City Indemnitees are made a party to any action, lawsuit, or
other adversarial proceeding arising from Consultant's performance of this Agreement,
the Consultant shall provide a defense to the City Indemnitees or at the City's option
reimburse the City Indemnitees their costs of defense, including reasonable legal
counsels' fees incurred in defense of such claims.
Consultant agrees to obtain executed indemnity agreements with provisions
identical to those set forth in this Section from each and every subconsultant, or any
other person or entity involved by, for, with, or on behalf of Consultant in the
performance of this Agreement. In the event Consultant fails to obtain such indemnity
obligations from others as required here, Consultant agrees to be fully responsible
according to the terms of this Section. Failure of City to monitor compliance with these
requirements imposes no additional obligations on City and will in no way act as a
Consultant's Name Page 4 of 14
58
waiver of any rights hereunder. This obligation to indemnify and defend City as set forth
here is binding on the successors, assigns, or heirs of Consultant and shall survive the
termination of this Agreement or this Section.
City does not and shall not waive any rights that it may have against Consultant
by reason of this Section, because of the acceptance by City, or the deposit with City, of
any insurance policy or certificate required pursuant to this Agreement. The hold
harmless and indemnification provisions shall apply regardless of whether or not said
insurance policies are determined to be applicable to any losses, liabilities, damages,
costs, and expenses described in this Section.
11. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this
Agreement insurance coverage as specified in Exhibit A attached hereto and
incorporated herein by this reference as though set forth in full.
12. INDEPENDENT CONSULTANT
Consultant is and shall at all times remain as to the City a wholly independent
Contractor. The personnel performing the services under this Agreement on behalf of
Consultant shall at all times be under Consultant's exclusive direction and control.
Neither City nor any of its officers, employees, or agents shall have control over the
conduct of Consultant or any of Consultant's officers, employees, or agents, except as
set forth in this Agreement. Consultant shall not at any time or in any manner represent
that it or any of its officers, employees, or agents are in any manner officers,
employees, or agents of the City. Consultant shall not incur or have the power to incur
any debt, obligation, or liability against City, or bind City in any manner.
No employee benefits shall be available to Consultant in connection with the
performance of this Agreement. Except for the fees paid to Consultant as provided in
the Agreement, City shall not pay salaries, wages, or other compensation to Consultant
for performing services hereunder for City. City shall not be liable for compensation or
indemnification to Consultant for injury or sickness arising out of performing services
hereunder.
13. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of local, state and federal laws and
regulations which in any manner affect those employed by it or in any way affect the
performance of its service pursuant to this Agreement. The Consultant shall at all times
observe and comply with all such laws and regulations, including but not limited to the
Americans with Disabilities Act and Occupational Health and Safety Administration laws
and regulations. The City, and its officers and employees, shall not be liable at law or in
equity occasioned by failure of the Consultant to comply with this Section.
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14. ANTI DISCRIMINATION
Neither the Consultant, nor any subconsultant under the Consultant, shall
discriminate in employment of persons upon the work because of race, religious creed,
color, national origin, ancestry, physical handicap, medical condition, marital status, or
gender of such person, except as provided in Section 12940 of the Government Code.
The Consultant shall have responsibility for compliance with this Section [Labor Code
Sec. 1735].
15. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure is used
against or in concert with any officer or employee of the City in connection with the
award, terms or implementation of this Agreement, including any method of coercion,
confidential financial arrangement, or financial inducement. No officer or employee of
the City will receive compensation, directly or indirectly from Consultant, or any officer,
employee or agent of Consultant, in connection with the award of this Agreement or any
work to be conducted as a result of this Agreement. Violation of this Section shall be a
material breach of this Agreement entitling the City to any and all remedies at law or in
equity.
16. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of the City, or their designees or agents, and no
public official who exercises authority over or responsibilities with respect to the
Services during his/her tenure or for one (1) year thereafter, shall have any interest,
direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work
to be performed in connection with the Services performed under this Agreement.
17. CONFLICT OF INTEREST
Consultant covenants that neither they nor any officer or principal of their firm
have any interests, nor shall they acquire any interest, directly or indirectly, which will
conflict in any manner or degree with the performance of their services hereunder.
Consultant further covenants that in the performance of this Agreement, they shall
employ no person having such interest as an officer, employee, agent, or subconsultant.
Consultant further covenants that Consultant has not contracted with nor is performing
any services directly or indirectly, with the developer(s) and/or property owner(s) and/or
firm(s) and/or partnership(s) and/or public agency(ies) owning property and/or
processing an entitlement application for property in the City or its Area of Interest, now
or within the past one (1) year, and further covenants and agrees that Consultant and/or
its subconsultants shall provide no service or enter into any contract with any
developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) and/or public
agency(ies) owning property and/or processing an entitlement application for property in
the City or its Area of Interest, while under contract with the City and for a one (1) year
time period following termination of this Agreement.
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18. NOTICE
Any notice to be given pursuant to this Agreement shall be in writing, and all such
notices and any other document to be delivered shall be delivered by personal service
or by deposit in the United States mail, certified or registered, return receipt requested,
with postage prepaid, and addressed to the party for whom intended as follows:
To: City Manager
City of Moorpark
799 Moorpark Avenue
Moorpark, California 93021
To:
Either party may, from time to time, by written notice to the other, designate a
different address or contact person, which shall be substituted for the one above
specified. Notices, payments and other documents shall be deemed delivered upon
receipt by personal service or as of the third (3rd) day after deposit in the United States
mail.
19. CHANGE IN NAME
Should a change be contemplated in the name or nature of the Consultant's legal
entity, the Consultant shall first notify the City in order that proper steps may be taken to
have the change reflected in the Agreement documents.
20. ASSIGNMENT
Consultant shall not assign this Agreement or any of the rights, duties or
obligations hereunder. It is understood and acknowledged by the parties that Consultant
is uniquely qualified to perform the services provided for in this Agreement.
21. LICENSES
At all times during the term of this Agreement, Consultant shall have in full force
and effect, all licenses required of it by law for the performance of the services in this
Agreement.
22. VENUE AND GOVERNING LAW
This Agreement is made, entered into, and executed in Ventura County,
California, and any action filed in any court or for arbitration for the interpretation,
enforcement or other action of the terms, conditions, or covenants referred to herein
shall be filed in the applicable court in Ventura County, California. The City and
Consultant understand and agree that the laws of the State of California -shall govern
Consultant's Name Page 7 of 14
61
the rights, obligations, duties, and liabilities of the parties to this Agreement and also
govern the interpretation of this Agreement.
23. COST RECOVERY
In the event any action, suit or proceeding is brought for the enforcement of, or
the declaration of any right or obligation pursuant to this Agreement or as a result of any
alleged breach of any provision of this Agreement, the prevailing party shall be entitled
to recover its costs and expenses from the losing party, and any judgment or decree
rendered in such a proceeding shall include an award thereof.
24. ARBITRATION
Cases involving a dispute between City and Consultant may be decided by an
arbitrator if both sides agree in writing, with costs proportional to the judgment of the
arbitrator.
25. ENTIRE AGREEMENT
This Agreement and the Exhibits attached hereto contain the entire
understanding between the parties relating to the obligations of the parties described in
this Agreement. All prior or contemporaneous agreements, understandings,
representations, and statements, oral or written, are merged into this Agreement and
shall be of no further force or effect. Each party is entering into this Agreement based
solely upon the representations set forth herein and upon each party's own independent
investigation of any and all facts such party deems material.
26. CAPTIONS OR HEADINGS
The captions and headings of the various Articles, Paragraphs, and Exhibits of
this Agreement are for convenience and identification only and shall not be deemed to
limit or define the content of the respective Articles, Paragraphs, and Exhibits hereof.
27. AMENDMENTS
Any amendment, modification, or variation from the terms of this Agreement shall
be in writing and shall be effective only upon approval by both parties to this Agreement.
28. PRECEDENCE
In the event of conflict, the requirements of the City's Request for Proposal, if
any, and this Agreement shall take precedence over those contained in the Consultant's
Proposal.
29. INTERPRETATION OF AGREEMENT
Should interpretation of this Agreement, or any portion thereof, be necessary, it is
deemed that this Agreement was prepared by the parties jointly and equally, and shall
Consultant's Name Page 8 of 14
62
not be interpreted against either party on the ground that the party prepared the
Agreement or caused it to be prepared.
30. WAIVER
No waiver of any provision of this Agreement shall be deemed, or shall
constitute, a waiver of any other provision, whether or not similar, nor shall any such
waiver constitute a continuing or subsequent waiver of the same provision. No waiver
shall be binding unless executed in writing by the party making the waiver.
31. AUTHORITY TO EXECUTE
The person or persons executing this Agreement on behalf of the Consultant
warrants and represents that he/she has the authority to execute this Agreement on
behalf of the Consultant and has the authority to bind Consultant to the performance of
obligations hereunder.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
CITY OF MOORPARK CONSULTANT NAME HERE
By: By:
Steven Kueny, City Manager (Signatory) (Title)_
Attest:
Maureen Benson, City Clerk
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Exhibit A
INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of Work, Consultant will maintain
insurance in conformance with the requirements set forth below. Consultant will use
existing coverage to comply with these requirements. If that existing coverage does not
meet requirements set forth here, Consultant agrees to amend, supplement or endorse
the existing coverage to do so. Consultant acknowledges that the insurance coverage
and policy limits set forth in this section constitute the minimum amount of coverage
required. Any insurance proceeds available to the City in excess of the limits and
coverage required in this Agreement and which is applicable to a given loss, will be
available to the City.
Consultant shall provide the following types and amounts of insurance:
Commercial General Liability Insurance using Insurance Services Office (ISO)
"Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense
costs must be paid in addition to limits. There shall be no cross liability exclusion for
claims or suits by one insured against another. Limits are subject to review but in no
event less than $1,000,000 per occurrence for all covered losses and no less than
$2,000,000 general aggregate.
Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including
symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no
event to be less than $1,000,000 per accident. If Consultant owns no vehicles, this
requirement may be satisfied by a non-owned auto endorsement to the general liability
policy described above. If Consultant or Consultant's employees will use personal autos
in any way on this project, Consultant shall provide evidence of personal auto liability for
each such person.
Workers' Compensation on a state-approved policy form providing statutory benefits as
required by law with employer's liability limits no less than $1,000,000 per accident or
disease.
Crime (fidelity) Insurance coverage on a blanket fidelity bond or other acceptable form.
Limits shall be no less than $1,000,000 per occurrence.
Consultant/Contractor shall procure and maintain Cyber Liability insurance with limits of
$1,000,000 per occurrence/loss which shall include the following coverage: a. Liability
arising from the theft, dissemination and/or use of confidential or personally identifiable
information; including credit monitoring and regulatory fines arising from such theft,
dissemination or use of the confidential information; b. Network security liability arising
from the unauthorized use of, access to, or tampering with computer systems; c.
Liability arising from the failure of technology products (software) required under the
contract for Consultant to properly perform the services intended; d. Electronic Media
Liability arising from personal injury, plagiarism or misappropriation of ideas, domain
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64
name infringement or improper deep-linking or framing, and infringement or violation of
intellectual property rights; and e. Liability arising from the failure to render professional
services.
If coverage is maintained on a claims-made basis, Consultant/Contractor shall maintain
such coverage for an additional period of three (3) years following termination of the
Agreement.
Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit
requirements, shall provide coverage at least as broad as specified for the underlying
coverages. Coverage shall be provided on a "pay on behalf" basis, with defense costs
payable in addition to policy limits. Policy shall contain a provision obligating insurer at
the time insured's liability is determined, not requiring actual payment by the insured
first. There shall be no cross liability exclusion precluding coverage for claims or suits by
one insured against another. Coverage shall be applicable to the City for injury to
employees of Consultant, subconsultants or others involved in the Work. The scope of
coverage provided is subject to approval by the City following receipt of proof of
insurance as required herein. Limits are subject to review but in no event less than
$10,000,000 aggregate.
Insurance procured pursuant to these requirements shall be written by insurers that are
admitted carriers in the State of California and with an A.M. Bests rating of A- or better
and a minimum financial size of VII.
General conditions pertaining to provision of insurance coverage by Consultant.
Consultant and the City agree to the following with respect to insurance provided by
Consultant:
1. Consultant agrees to have its insurer endorse the third party general liability
coverage required herein to include as additional insureds the City, its officials,
employees, and agents, using standard ISO endorsement CG 2010 with an
edition prior to 1992. Consultant also agrees to require all contractors and
subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this Agreement shall
prohibit Consultant, or Consultant's employees, or agents, from waiving the right
to subrogation prior to a loss. Consultant agrees to waive subrogation rights
against the City regardless of the applicability of any insurance proceeds, and to
require all contractors and subcontractors to do likewise.
3. All insurance coverage and limits provided by Consultant and available or
applicable to this Agreement are intended to apply to the full extent of the
policies. Nothing contained in this Agreement or any other agreement relating to
the City or its operation limits the application of such insurance coverage.
4. None of the coverages required herein will be in compliance with these
requirements if they include limiting endorsement of any kind that has not been
first-submitted to the City and approved in writing.
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5. No liability policy shall contain any provision or definition that would serve to
eliminate so-called "third party action over" claims, including any exclusion for
bodily injury to an employee of the insured or of any contractor or subcontractor.
6. All coverage types and limits required are subject to approval, modification, and
additional requirements by the City, as the need arises. Consultant shall not
make any reductions in scope of coverage (e.g. elimination of contractual liability
or reduction of discovery period) that may affect the City's protection without the
City's prior written consent.
7. Proof of compliance with these insurance requirements, consisting of certificates
of insurance evidencing all of the coverages required and an additional insured
endorsement to Consultant's general liability policy, shall be delivered to city at or
prior to the execution of this Agreement. In the event such proof of any insurance
is not delivered as required, or in the event such insurance is canceled or
reduced at any time and no replacement coverage is provided, the City has the
right, but not the duty, to obtain any insurance it deems necessary to protect its
interests under this or any other Agreement and to pay the premium. Any
premium so paid by the City shall be charged to and promptly paid by Consultant
or deducted from sums due Consultant, at the City's option.
8. Certificate(s) are to reflect that the insurer will provide 30 days notice to the City
of any cancellation or reduction of coverage. Consultant agrees to require its
insurer to modify such certificates to delete any exculpatory wording stating that
failure of the insurer to mail written notice of cancellation or reduction of coverage
imposes no obligation, or that any party will "endeavor" (as opposed to being
required) to comply with the requirements of the certificate.
9. It is acknowledged by the parties of this Agreement that all insurance coverage
required to be provided by Consultant or any subcontractor, is intended to apply
first and on a primary, non-contributing basis in relation to any other insurance or
self-insurance available to the City.
10. Consultant agrees to ensure that subcontractors, and any other party involved
with the Work who is brought onto or involved in the Work by Consultant, provide
the same minimum insurance required of Consultant. Consultant agrees to
monitor and review all such coverage and assumes all responsibility for ensuring
that such coverage is provided in conformity with the requirements of this
section. Consultant agrees that upon request, all agreements with subcontractors
and others engaged in the Work will be submitted to the City for review.
11. Consultant agrees not to self-insure or to use any self-insured retentions or
deductibles on any portion of the insurance required herein and further agrees
that it will not allow any contractor, subcontractor, Architect, Engineer, or other
entity or person in any way involved in the performance of Work contemplated by
this Agreement to self-insure its obligations to the City. If Consultant's existing
coverage includes a deductible or self-insured retention, the deductible or self-
Consultant's Name Page 12 of 14
66
insured retention must be declared to the City. At that time, the City shall review
options with the Consultant, which may include reduction or elimination of the
deductible or self-insured retention, substitution of other coverage, or other
solutions.
12. The City reserves the right at any time during the term of the Agreement to
change the amounts and types of insurance required by giving the Consultant 90
days advance written notice of such change. If such change results in substantial
additional cost to the Consultant, the City will negotiate additional compensation
proportional to the increased benefit to the City.
13. For purposes of applying insurance coverage only, this Agreement will be
deemed to have been executed immediately upon any party hereto taking any
steps that can be deemed to be in furtherance of or towards performance of this
Agreement.
14. Consultant acknowledges and agrees that any actual or alleged failure on the
part of the City to inform Consultant of non-compliance with an insurance
requirement in no way imposes any additional obligations to the City nor does it
waive any rights hereunder in this or any other regard.
15. Consultant will renew the required coverage annually as long as the City, or its
employees or agents face an exposure from operations of any type pursuant to
this Agreement. This obligation applies whether or not the Agreement is canceled
or terminated for any reason. Termination of this obligation is not effective until
the City executes a written statement to that effect.
16. Consultant shall provide proof that policies of insurance required herein expiring
during the term of this Agreement have been renewed or replaced with other
policies providing at least the same coverage. Proof that such coverage has
been ordered shall be submitted prior to expiration. As coverage binder or letter
from Consultant's insurance agent to this effect is acceptable. A certificate of
insurance and/or additional insured endorsement as required in these
specifications applicable to the renewing or new coverage must be provided to
the City within five days of the expiration of coverage.
17. The provisions of any Workers' Compensation or similar act will not limit the
obligations of Consultant under this Agreement. Consultant expressly agrees not
to use any statutory immunity defenses under such laws with respect to the City,
its employees, officials, and agents.
18. Requirements of specific coverage features or limits contained in this section are
not intended as limitations on coverage, limits, or other requirements nor as a
waiver of any coverage normally provided by any given policy. Specific reference
to a given coverage feature is for purposes of clarification only as it pertains to a
given issue, and is not intended by any party or insured to be limiting or all-
inclusive.
Consultant's Name Page 13 of 14
67
19. These insurance requirements are intended to be separate and distinct from any
other provision in this Agreement and are intended by the parties here to be
interpreted as such.
20. The requirements in this section supersede all other sections and provisions of
this Agreement to the extent that any other section or provision conflicts or
impairs the provisions of this section.
21. Consultant agrees to be responsible for ensuring that no contract used by any
party involved in any way with the Work reserves the right to charge the City or
Consultant for the cost of additional insurance coverage required by this
Agreement. Any such provisions are to be deleted with reference to the City. It is
not the intent of the City to reimburse any third party for the cost of complying
with these requirements. There shall be no recourse against the City for payment
of premiums or other amounts with respect thereto.
22. Consultant agrees to provide immediate notice to City of any claim or loss
against Consultant arising out of the work performed under this Agreement. The
City assumes no obligation or liability by such notice, but has the right (but not
the duty) to monitor the handling of any such claim or claims if they are likely to
involve the City.
Consultant's Name Page 14 of 14
68
ACORIA, CERTIFICATE OF LIABILITY INSURANCE DATE aMNGMYYT
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POUCIES BELOW.
INSURERS AFFORDING COVERAGE NAIC#
INSURED INSURER A: •
INSURER S
•
INSURER C:
INSURER 0:
INSURER E:
COVERAGES •
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.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR ADM POLICY POLICY NUMBER DATE PWDDYYIE DATE MAID A N lMRS
LIN ADDU TYPE OF INSURANCE
GENERAL LIABILITY EACH OCCURRENCE E
DAMAGE ID RENTED
COMMERCIAL GENERAL LIABILITY PRENESES(Es aaasenoel $
CLAIMS MADE n OCCUR MED EXP(AM one poison) i$
PERSONAL&ADV INJURY S
GENERAL.AGGREGATE $
GEN'L AGGREGATE DMR APPLIES PER: PRODUCTS-COMP/OP AGO $
POLICY I I IFCT n LOC
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT
ANY AUTO (ESFtEON) i
ALL OWNED AUTOS BODILY INJURY
SCHEDULED AUTOS (Per person)
HIRED AUTOS
BODILY INJURY S
NON-OWNED AUTOS IRV*TAMEe)
PROPERTY DAMAGE
(Per accident)
GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $
ANY AUfOOTHER THAN EA ACC $ —
AUTO ONLY: AGO $
EXCESS/UMBRELLA LIABILITY • EACH OCCURRENCE S
• 7 OCCUR CLAIMS MADE AGGREGATE _ $
$
•
- DEDUCTIBLE _S
RETENTION S • WCTi
WORKERS COMPENSATION AND TOORYI TRAVIS OFR •
EMPLOYERS'LWEJTY
ANY PROPRIETOPJPARINER'EXECURVE EL EACH ACCIDENT S
OFFICER/MEMBER EXCLUDED? EL DISEASE-EA EMPLOYEE $
II ye,eescIOe eller
SPECIAL PROVISIONS below EL.DISEASE-POLICY LIMIT i
OTHER
DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES I EXCLUSIONS ADDEO BY ENDORSEMENT/SPECIAL PROVISIONS
•
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OP THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION •
DATE THEREOF,THE ISSUING INSURER WILL EIDEAYOR TO MAIL GAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER HAMM)TO THE LEFT,BLT FAURE TO DO SO SHALL
IMPOSE NO OBLIGATION OR UABILRY OF ANY KIND UPON THE INSURER,RS AGENTS OR
•
REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
ACORD 25(2001/08) ®ACORD CORPORATION 1988
•
•
69
•
POLICY NLR18ER: OCMM ENCW.OEWERALL AMM
E'01010*104
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED-OWNERS,LESSEES OR
CONTRACTORS-SCHEDULED PERSON OR
ORGANIZATION
This endorsement moieties insurance paavided under the hg:
COMMERCIAL GENERAL LtABItJTY COVERAGE PART
SCHEDULE
Name Of Additional invaded Person(s)
Or Orlaanno4onlsh' L.oc Covered Operations
fr TUaOv.'viWed to complete this Schedule_if not stale ate,clothe shorn in the Decimations,
kiA.Seaton M-Wbo es An Insured is amends to the Insurance afbonded to thew
6xirde as an ad6duul insured the or 1 additional insureds.the fallowing additional rxdu-
orpanc»tion(s)Shown ii the cions apply:
'" " to ct b ty for, y : This insurance does not apply to'bodily trews/or
darner? or "personal and ad resing Impart,damage'occurring ager.
caused.n whets or in patOr
1. Your ads or°missing or 4-.., work, including tnperialA path or rpip-
7 meat furnished M oonnecsQn welt such work.
2. �e�or amis9ar t lease a thg on your an the project(other than service,ni nit, a oe
or repairs)to be performed by or on behalf of
in the performance of origRairfperations- for the additions(i u at this location of the
the additional insureds)at the iocsdal(s)drag- covered operations has been oonplelad;a
noted above. 2. That portion of your nark'out of which the
fryury or damps arises has been tot to its in-
tended use by shy poison or ayerruattn
other than another contractor or subcontractor
engaged in performing eperatfans for a princt-
pat as a part of the same project:
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70
POLY NUS COMMERCIAL GENERAL LABILITY
CG 20 3710 01
THIS ENDORSEMENT CHANGES THE POUCY. PLEASE READ R CAREFULLY.
ADDITIONAL INSURED—OWNERS, LESSEES OR
CONTRACTORS— COMPLETED OPERATIONS
This endorsement modifies insur.noe provided under the blowing: ;
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name of Person or Ogankation:
•
LocarionMd of +_� :,
Desorption Camptr�ed Operations: '�*, �`
. _
-44
Arsdrtional Prernixm:
F.+C
of no entry appears above,information required'11 endorsement will be it in the Decimations as
applicable to inn endorrsement.1
,.
Section r—Who k An is amet ed tare as an insured the person or o�ruation!boron in the
SGiedufe_bjt Dory wish re�t th of your woctc`at the iora,0on d.sipn.4d end Besotted Int e
5ahziul of this en,tuterei insured and induded in me'pieererMrtpieted operations haza
CG 2037 1001 C ISO Properties,Inc.. 2000 Page 1 of 1 0
71