HomeMy WebLinkAboutE-20 Staff Report - Wells Fargo Banking AgreementCONSENT ITEM
E-20
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
VIA: SERGIO GONZALEZ, CITY MANAGER
FROM: TALIKA M. JOHNSON, DIRECTOR OF FINANCE
DATE: AUGUST 19, 2019
SUBJECT: AGREEMENT WITH WELLS FARGO BANK TO CONTINUE BANKING SERVICES
BACKGROUND:
Wells Fargo Bank provides the City’s banking services. The current agreement has expired and needs to
be renewed. The recommended action approves a three year agreement to continue banking services with
Wells Fargo.
RECOMMENDATION:
Staff recommends the City Council take the following action:
1)Waive Purchasing Procedure pursuant to Azusa Municipal Code section 2-539; Waiving of
Purchasing Procedure, and approve the attached three-year Professional Services Agreement with
Wells Fargo Bank, with the option of two one year extensions.
ANALYSIS:
The City uses Wells Fargo Bank to provide banking services and Wells Fargo has agreed to continue
providing services to the City with no fee increases. Additionally, Staff performed a full services analysis
with Wells Fargo to determine if any services can be omitted in order to reduce fees paid by the City. As a
result, some services were omitted such as providing paper and disc files at a monthly fee which can be
accessed for free online.
Banking services are a specialized professional service where the competency, experience and integrity of
the organization are vital and deciding factors in this agreement. Awarding to Wells Fargo Bank would be in
the best interest of the City. The proposed scope requires expertise and assistance from qualified consultants
and Wells Fargo Bank has provided excellent service for the City's banking needs. Since Wells Fargo has
successfully continued to meet the needs of the City and are not increasing the fees we currently pay for
services, Staff did not feel it was necessary to go out to bid with other banking service providers.
APPROVED
CITY COUNCIL
8/19/2019
PSA Wells Fargo Bank
August 19, 2019
Page 2
Additionally, changing banks would greatly impact the operations of the City. Therefore, Staff requests a
waiver of the Purchasing Procedure pursuant to Azusa Municipal Code section 2-539; Waiving of
Purchasing Procedure. City Council may at any time waive the purchasing procedure to fit a specific
contract. The City will not be prejudice by such a waiver as continuing banking services with Wells Fargo is
in the best interest of the City and its operations.
Approval of this action will award a three-year Professional Services Agreement with Wells Fargo Bank,
with the option of two one year extensions with continued satisfactory service. Wells Fargo has reviewed
and agreed to the terms in the attached agreement.
FISCAL IMPACT:
The City pays Wells Fargo mostly on a fee per transaction basis. Therefore, the annual amount paid to Wells
Fargo varies. Annually, service fees paid have ranged from $60,000-$75,000. Bank Service Charge Fees are
budgeted annually and sufficient budget was approved to continue paying the cost of services provided by
Wells Fargo.
Prepared by: Reviewed and Approved:
Talika M. Johnson Sergio Gonzalez
Director of Finance City Manager
Attachment:
1) Professional Services Agreement – Wells Fargo Banking
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CITY OF AZUSA
PROFESSIONAL SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this 20th day of August, 2019 by and between
the City of Azusa, a municipal corporation organized under the laws of the State of California
with its principal place of business at 213 East Foothill Boulevard, Azusa, California 91702
(“City”) and Wells Fargo Bank, National Assocation, a national banking association with a
business office located at 333 S Grand Avenue, 5th Floor, Los Angeles, CA 90071
(“Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and
collectively as “Parties.”
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the City on the terms and conditions set forth in this
Agreement. Consultant represents that it is experienced in providing banking services to public
clients, is licensed in the State of California, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such services for the banking project
(“Project”) as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to
the City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional banking consulting services necessary
for the Project (“Services”). The Services are more particularly described in Exhibit “A”
attached hereto and incorporated herein by reference. All Services shall be subject to, and
performed in accordance with, this Agreement, the exhibits attached hereto and incorporated
herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from July 1, 2019 to June 30,
2022, with two one year options to renew, unless earlier terminated as provided herein.
Consultant shall complete the Services within the term of this Agreement, and shall meet any
other established schedules and deadlines. The Parties may, by mutual written consent, extend
the term of this Agreement if necessary to complete the Services.
3.2 Responsibilities of Consultant.
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3.2.1 Control and Payment of Subordinates; Independent Contractor. The
Services shall be performed by Consultant or under its supervision. Consultant will determine
the means, methods and details of performing the Services subject to the requirements of this
Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of
this Agreement. Any additional personnel performing the Services under this Agreement on
behalf of Consultant shall also not be employees of City and shall at all times be under
Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of Services under this
Agreement and as required by law. Consultant shall be responsible for all reports and
obligations respecting such additional personnel, including, but not limited to: social security
taxes, income tax withholding, unemployment insurance, disability insurance, and workers’
compensation insurance.
3.2.2 Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit “B” attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel required to perform the
Services in conformance with such conditions. In order to facilitate Consultant’s conformance
with the Schedule, City shall respond to Consultant’s submittals in a timely manner. Upon
request of City, Consultant shall provide a more detailed schedule of anticipated performance to
meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the approval of City.
3.2.4 Substitution of Key Personnel. Consultant has represented to City that
certain key personnel will perform and coordinate the Services under this Agreement. Should
one or more of such personnel become unavailable, Consultant may substitute other personnel of
at least equal competence upon written approval of City. In the event that City and Consultant
cannot agree as to the substitution of key personnel, City shall be entitled to terminate this
Agreement for cause. As discussed below, any personnel who fail or refuse to perform the
Services in a manner acceptable to the City, or who are determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a
threat to the safety of persons or property, shall be promptly removed from the Project by the
Consultant at the request of the City. The key personnel for performance of this Agreement are
as follows: Jeannie Kabilafkas, Government Relationship Manager Local Government Banking.
3.2.5 City’s Representative. The City hereby designates Talika M. Johnson,
Director of Finance, or his or her designee, to act as its representative for the performance of this
Agreement (“City’s Representative”). City’s Representative shall have the power to act on
behalf of the City for all purposes under this Contract. Consultant shall not accept direction or
orders from any person other than the City’s Representative or his or her designee, except for
those provided for in the City's signature card agreements and Authorization Certificate with the
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bank..
3.2.6 Consultant’s Representative. Consultant hereby designates Jeannie
Kabilafkas, Government Relationship Manager Local Government Banking, or his/her designee,
to act as its representative for the performance of this Agreement (“Consultant’s
Representative”). Consultant’s Representative shall have full authority to represent and act on
behalf of the Consultant for all purposes under this Agreement. The Consultant’s Representative
shall supervise and direct the Services, using his/her best skill and attention, and shall be
responsible for all means, methods, techniques, sequences and procedures and for the
satisfactory coordination of all portions of the Services under this Agreement.
3.2.7 Coordination of Services. Consultant agrees to work closely with City
staff in the performance of Services and shall be available to City’s staff, consultants and other
staff at all reasonable times.
3.2.8 Standard of Care; Performance of Employees. Consultant shall perform
all Services under this Agreement in a skillful and competent manner, consistent with the
standards generally recognized as being employed by professionals in the same discipline in the
State of California. Consultant represents and maintains that it is skilled in the professional
calling necessary to perform the Services. Consultant warrants that all employees shall have
sufficient skill and experience to perform the Services assigned to them. Finally, Consultant
represents that it, its employees have all licenses, permits, qualifications and approvals of
whatever nature that are legally required to perform the Services, including a City Business
License, and that such licenses and approvals shall be maintained throughout the term of this
Agreement.
3.2.9 Period of Performance. Consultant shall perform and complete all Services
under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”).
Consultant shall also perform the Services in strict accordance with any completion schedule or
Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately
agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant
agrees that if the Services are not completed within the aforementioned Performance Time
and/or pursuant to any such Project Milestones developed pursuant to provisions of this
Agreement, it is understood, acknowledged and agreed that the City will suffer damage.
3.2.10 Laws and Regulations; Employee/Labor Certifications. Consultant shall
keep itself fully informed of and in compliance with all laws, rules and regulations applicable to
it in any manner affecting the performance of the Project or the Services
3.2.10.1 Employment Eligibility; Consultant. By executing this
Agreement, Consultant verifies that it fully complies with all requirements and restrictions of
state and federal law respecting the employment of undocumented aliens, including, but not
limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to
time. Such requirements and restrictions include, but are not limited to, examination and
retention of documentation confirming the identity and immigration status of each employee of
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the Consultant. Consultant also verifies that it has not committed a violation of any such law
within the five (5) years immediately preceding the date of execution of this Agreement, and
shall not violate any such law at any time during the term of the Agreement. Consultant shall
avoid any violation of any such law during the term of this Agreement by participating in an
electronic verification of work authorization program operated by the United States Department
of Homeland Security, by participating in an equivalent federal work authorization program
operated by the United States Department of Homeland Security to verify information of newly
hired employees, or by some other legally acceptable method.
3.2.10.2 Employment Eligibility; Failure to Comply. Each person
executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer
of Consultant, and understands that any of the following shall be grounds for the City to
terminate the Agreement for cause: (1) failure of Consultant to meet any of the requirements
provided for in Sections 3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission
concerning compliance with such requirements (including in those verifications provided to the
Consultant under Section 3.2.10.2).
3.2.10.3 Labor Certification. By its signature hereunder, Consultant
certifies that it is aware of the provisions of Section 3700 of the California Labor Code which
require every employer to be insured against liability for Workers’ Compensation or to undertake
self-insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
3.2.10.4 Equal Opportunity Employment. Consultant represents
that it is an equal opportunity employer and it shall not discriminate against any subconsultant,
employee or applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities
related to initial employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination. Consultant shall also comply with all relevant provisions of
City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs
or guidelines currently in effect or hereinafter enacted.
3.2.11 Insurance.
3.2.11.1 Time for Compliance. Consultant shall not commence
Services under this Agreement until it has provided evidence satisfactory to the City that it has
secured all insurance required under this section. In addition, Consultant shall not allow any
subcontractor to commence work on any subcontract until it has provided evidence satisfactory
to the City that the subcontractor has secured all insurance required under this section.
3.2.11.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
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persons or damages to property which may arise from or in connection with the performance of
the Agreement by the Consultant, its agents, representatives, employees. Consultant shall also
require all of its subcontractors to procure and maintain the same insurance for the duration of
the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:
Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto);
and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as
required by the State of California and Employer’s Liability Insurance. The policy shall not
contain any exclusion contrary to the Agreement, including but not limited to endorsements or
provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24
26 or 21 29); or (2) cross liability for claims or suits by one insured against another.
(B) Minimum Limits of Insurance. Consultant shall maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used including, but not limited to, form CG 2503, either the general
aggregate limit shall apply separately to this Agreement/location or the general aggregate limit
shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident
for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s
Liability: Workers’ Compensation limits as required by the Labor Code of the State of
California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.
Defense costs shall be paid in addition to the limits.
(C) Notices; Cancellation or Reduction of Coverage. Within
five (5) days of the expiration of any such policy, evidence showing that such insurance coverage
has been renewed or extended shall be filed with the City. If such coverage is cancelled or
materially reduced, Consultant shall, within ten (10) days after receipt of written notice of such
cancellation or reduction of coverage, file with the City evidence of insurance showing that the
required insurance has been reinstated or has been provided through another insurance company
or companies. In the event any policy of insurance required under this Agreement does not
comply with these specifications or is canceled and not replaced, the City has the right but not
the duty to obtain the insurance it deems necessary and any premium paid by the City will be
promptly reimbursed by Consultant or the City may withhold amounts sufficient to pay premium
from Consultant payments. In the alternative, the City may suspend or terminate this
Agreement.
3.2.11.3 Professional Liability. Consultant shall procure and
maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years
following completion of the Project, errors and omissions liability insurance appropriate to their
profession. Such insurance shall be in an amount not less than $1,000,000 per claim and in
aggregate.
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3.2.11.4 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements to the City to add the
following provisions to the insurance policies:
(A) General Liability. The general liability policy shall include
or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or
endorsements providing equivalent coverage, the City of Azusa, its directors, officials, officers,
employees, agents and volunteers shall be covered as additional insured with respect to the
Services or ongoing and complete operations performed by or on behalf of the Consultant,
including materials, parts or equipment furnished in connection with such work; and (2) using
ISO form 20 01, or endorsements providing equivalent coverage, the insurance coverage shall be
primary insurance as respects the City, its directors, officials, officers, employees, agents and
volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s
scheduled underlying coverage. Any excess insurance shall contain a provision that such
coverage shall also apply on a primary and noncontributory basis for the benefit of the City,
before the City’s own primary insurance or self-insurance shall be called upon to protect it as a
named insured. Any insurance or self-insurance maintained by the City, its directors, officials,
officers, employees, agents and volunteers shall be excess of the Consultant’s insurance and shall
not be called upon to contribute with it in any way. Notwithstanding the minimum limits set
forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified
minimum limits of coverage shall be available to the parties required to be named as additional
insureds pursuant to this Section 3.2.11.4(A).
(B) Automobile Liability. The automobile liability policy shall
include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers,
employees, agents and volunteers shall be covered as additional insureds with respect to the
ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or
borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance
coverage shall be primary insurance as respects the City, its directors, officials, officers,
employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage
excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance
maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be
excess of the Consultant’s insurance and shall not be called upon to contribute with it in any
way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available
insurance proceeds in excess of the specified minimum limits of coverage shall be available to
the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(B).
(C) Workers’ Compensation and Employers’ Liability
Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors,
officials, officers, employees, agents and volunteers for losses paid under the terms of the
insurance policy which arise from work performed by the Consultant.
(D) All Coverages. Consultant will mail 30 days' advance
written notice in the event of cancellation, material change or reduction in coverage which
results in non-compliance with insurance requirements contained herein. Consultant will
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adhere to reporting requirements or provisions of the insurance policies.
3.2.11.5 Separation of Insureds; No Special Limitations; Waiver of
Subrogation. The General Liability and Auto Liability insurance required by this Section shall
contain standard separation of insureds provisions. In addition, such insurance shall not contain
any special limitations on the scope of protection afforded to the City, its directors, officials,
officers, employees, agents and volunteers. All policies shall waive any right of subrogation of
the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other
additional insureds, or shall specifically allow Consultant or others providing insurance evidence
in compliance with these specifications to waive their right of recovery prior to a loss.
Consultant hereby waives its own right of recovery against City, its officials, officers,
employees, agents, and volunteers, or any other additional insureds, and shall require similar
written express waivers and insurance clauses from each of its subconsultants.
3.2.11.6 Subconsultant Insurance Requirements. Consultant shall
not allow any subconsultants to commence work on any subcontract relating to the work under
the Agreement until they have provided evidence satisfactory to the City that they have secured
all insurance required under this Section. If requested by Consultant, the City may approve
different scopes or minimum limits of insurance for particular subconsultants. The Consultant
shall be named as additional insureds on all subconsultants’ policies of Commercial General
Liability using ISO form 20 38, or coverage at least as broad.
3.2.11.7 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in
California, and satisfactory to the City.
3.2.11.8 Verification of Coverage. Consultant shall furnish City
with original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the City. The certificates and endorsements for each
insurance policy shall be signed by a person authorized by that insurer to bind coverage on its
behalf. All certificates and endorsements must be received and approved by the City before
work commences.
3.2.9 Safety. Consultant shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out its Services, the Consultant shall at
all times be in compliance with all applicable local, state and federal laws, rules and regulations,
and shall exercise all necessary precautions for the safety of employees appropriate to the nature
of the work and the conditions under which the work is to be performed. Safety precautions as
applicable shall include, but shall not be limited to: (A) adequate life protection and life saving
equipment and procedures; (B) instructions in accident prevention for all employees and
subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks,
confined space procedures, trenching and shoring, equipment and other safety devices,
equipment and wearing apparel as are necessary or lawfully required to prevent accidents or
injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety
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measures.
3.2.10 Accounting Records. Consultant shall maintain complete and accurate
records with respect to all costs and expenses incurred under this Agreement. All such records
shall be clearly identifiable. Consultant shall allow a representative of City during normal
business hours to examine, audit, and make transcripts or copies of such records and any other
documents created pursuant to this Agreement. Consultant shall allow inspection of all work,
data, documents, proceedings, and activities related to the Agreement for a period of three (3)
years from the date of final payment under this Agreement.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including
authorized reimbursements, for all Services rendered under this Agreement at the rates set forth
in Exhibit “B” attached hereto and incorporated herein by reference. Extra Work may be
authorized, as described below, and if authorized, will be compensated at the rates and manner
set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly
itemized bank statement which indicates services rendered and applicable rates of Services
rendered by Consultant. The statement shall describe the amount of Services and supplies
provided since the initial commencement date, or since the start of the subsequent billing
periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving
such statement, review the statement and pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any
expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may
request that Consultant perform Extra Work. As used herein, “Extra Work” means any work
which is determined by City to be necessary for the proper completion of the Project, but which
the parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization
from City’s Representative.
3.3.5 Prevailing Wages. Consultant is aware of the requirements of California
Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations,
Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of
prevailing wage rates and the performance of other requirements on “public works” and
“maintenance” projects. If the Services are being performed as part of an applicable “public
works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total
compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage
Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in
effect at the commencement of this Agreement. Consultant shall make copies of the prevailing
rates of per diem wages for each craft, classification or type of worker needed to execute the
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Services available to interested parties upon request, and shall post copies at the Consultant’s
principal place of business and at the project site. Consultant shall defend, indemnify and hold
the City, its elected officials, officers, employees and agents free and harmless from any claim or
liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
3.4 Termination of Agreement.
3.4.1 Grounds for Termination. City may, by written notice to Consultant,
terminate the whole or any part of this Agreement at any time and without cause by giving
written notice to Consultant of such termination, and specifying the effective date thereof, at
least seven (7) days before the effective date of such termination. Upon termination, Consultant
shall be compensated only for those services which have been adequately rendered to City, and
Consultant shall be entitled to no further compensation. Consultant may not terminate this
Agreement except for cause.
3.4.2 Effect of Termination. If this Agreement is terminated as provided herein,
City may require Consultant to provide all finished or unfinished Documents and Data and other
information of any kind prepared by Consultant in connection with the performance of Services
under this Agreement. Consultant shall be required to provide such document and other
information within fifteen (15) days of the request.
3.4.3 Additional Services. In the event this Agreement is terminated in whole
or in part as provided herein, City may procure, upon such terms and in such manner as it may
determine appropriate, services similar to those terminated.
3.5 Ownership of Materials and Confidentiality.
3.5.1 Documents & Data; Licensing of Intellectual Property. . Consultant will
provide customary data and reports associated with the requested services. However, Consultant
is a service provider, and is not delivering “work product”. Consultant will retain all ownership
and related rights in its intellectual property (including, but not limited to, systems, software and
hardware, regardless of location or date of development), used or developed in connection with
the requested services, now and hereafter.
3.5.2 Indemnification. During the term of this Agreement, Consultant
will indemnify, defend and hold harmless City and its officers, directors, employees, agents and
assigns (the “Indemnified Parties”) from and against all losses or damages (collectively,
“Losses”) arising out of, resulting from or relating to the performance of the services provided
hereunder which are, in each case, directly caused in whole or in part by the negligent or
intentional misconduct of Consultant or any of its officers, directors, employees, agents,
subcontractors or assigns, except to the extent such Losses are caused by the negligence or
intentional misconduct of the Consultant. In no event will Consultant be liable for any indirect,
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special, consequential or punitive damages, whether or not the likelihood of such damages was
known to Consultant, and regardless of the form of the claim or action or the legal theory on
which it is based.
3.5.3 Duty to Defend. In the event the AGENCY, its officers, employees,
agents and/or volunteers are made a party to any action, lawsuit, or other adversarial proceeding
arising from the performance of the services encompassed by this AGREEMENT, and upon
demand by AGENCY, CONSULTANT shall defend the AGENCY at CONSULTANT’s cost or
at AGENCY’s option, to reimburse AGENCY for its costs of defense, including reasonable
attorney’s fees and costs incurred in the defense of such matters to the extent the matters arise
from, relate to or are caused by CONSULTANT’s sole negligent acts, errors or omissions.
Payment by AGENCY is not a condition precedent to enforcement of this indemnity. In the
event of any dispute between CONSULTANT and AGENCY, as to whether liability arises from
the sole or active negligence of the AGENCY or its officers, employees, or agents,
CONSULTANT will be obligated to pay for AGENCY’s defense until such time as a final
judgment has been entered adjudicating the AGENCY as solely or actively negligent.
CONSULTANT will not be entitled in the absence of such a determination to any reimbursement
of defense costs including but not limited to attorney’s fees, expert fees and costs of litigation..
3.6 General Provisions.
3.6.1 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such other
address as the respective parties may provide in writing for this purpose:
Consultant:
Wells Fargo Bank
333 S Grand Avenue, 5th Floor
Los Angeles, CA 90071
Attn: Jeannie Kabilafkas, Government Relationshop Manager
Local Government Banking
City:
City of Azusa
213 E. Foothill Blvd.
Azusa, CA 91702
Attn: Talika M. Johnson, Director of Finance
Such notice shall be deemed made when personally delivered or when mailed,
forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to
the party at its applicable address. Actual notice shall be deemed adequate notice on the date
actual notice occurred, regardless of the method of service.
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3.6.2 Governing Law; Government Code Claim Compliance. This Agreement
shall be governed by the laws of the State of California. Venue shall be in Los Angeles County.
In addition to any and all contract requirements pertaining to notices of and requests for
compensation or payment for extra work, disputed work, claims and/or changed conditions,
Consultant must comply with the claim procedures set forth in Government Code sections 900 et
seq. prior to filing any lawsuit against the City. Such Government Code claims and any
subsequent lawsuit based upon the Government Code claims shall be limited to those matters
that remain unresolved after all procedures pertaining to extra work, disputed work, claims,
and/or changed conditions have been followed by Consultant. If no such Government Code
claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as
specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit
against the City.
3.6.3 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
3.6.4 City’s Right to Employ Other Consultants. City reserves right to employ
other consultants in connection with this Project.
3.6.5 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the parties.
3.6.6 Assignment or Transfer. Each party may assign the contract with the
other party’s consent, which consent will not be unreasonably withheld or delayed; provided,
however, that Consultant may assign the contract without consent in connection with a merger,
acquisition or corporate restructuring involving Consultant. In the event of a merger, acquisition,
or corporate restructuring involving the Consultant, only the entire agreement between the City
and Consultant can be assigned.
3.6.7 Construction; References; Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days or period for performance shall be deemed calendar days and not
work days. All references to Consultant include all personnel, employees, agents, and
subcontractors of Consultant, except as otherwise specified in this Agreement. All references to
City include its elected officials, officers, employees, agents, and volunteers except as otherwise
specified in this Agreement. The captions of the various articles and paragraphs are for
convenience and ease of reference only, and do not define, limit, augment, or describe the scope,
content, or intent of this Agreement.
3.6.8 Amendment; Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.6.9 Waiver. No waiver of any default shall constitute a waiver of any other
WELLS FARGO BANK, N.A.
Page 12 of 17
8513273_1
default or breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
3.6.10 No Third Party Beneficiaries. Except to the extent expressly provided for
in Section 3.6.7, there are no intended third party beneficiaries of any right or obligation assumed
by the Parties.
3.6.11 Invalidity; Severability. If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
3.6.12 Prohibited Interests. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely
for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not
paid nor has it agreed to pay any company or person, other than a bona fide employee working
solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration
contingent upon or resulting from the award or making of this Agreement. Consultant further
agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic
Interest with the City’s Filing Officer as required under state law in the performance of the
Services. For breach or violation of this warranty, City shall have the right to rescind this
Agreement without liability. For the term of this Agreement, no member, officer or employee of
City, during the term of his or her service with City, shall have any direct interest in this
Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.6.13 Cooperation; Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate or convenient to attain the purposes of this Agreement.
3.6.14 Attorney’s Fees. If either party commences an action against the other
party, either legal, administrative or otherwise, arising out of or in connection with this
Agreement, the prevailing party in such litigation shall be entitled to have and recover from the
losing party reasonable attorney’s fees and all other costs of such action.
3.6.15 Authority to Enter Agreement. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.6.16 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
3.6.17 Entire Agreement. This Agreement contains the entire Agreement of the
parties with respect to the subject matter hereof, and supersedes all prior negotiations,
understandings or agreements. This Agreement may only be modified by a writing signed by
WELLS FARGO BANK, N.A.
Page 13 of 17
8513273_1
both parties.
[SIGNATURES ON NEXT PAGE]
WELLS FARGO BANK, N.A.
Page 14 of 17
8513273_1
CITY OF AZUSA WELLS FARGO BANK, N.A.
By: By:
Joseph Romero Rocha
Mayor
Name:
Attest:
Title:
Jeffrey Lawrence Cornejo
City Clerk
Approved as to Form:
Best Best & Krieger LLP
City Attorney
A-1
8513273_1
EXHIBIT “A”
BANK AGREEMENT AND SERVICE DESCRIPTION
WHEREAS, Wells Fargo is engaged in the provision of professional banking services throughout the
State of California and desires to provide banking services to Azusa;
WHEREAS, Azusa, requires the services of a bank with a wide variety of banking services to facilitate its
operations, and Azusa finds that the retention of a professional, high quality experienced bank serves the
public interest; and
WHEREAS, Azusa desires to maintain a banking relationship with Wells Fargo.
NOW, THEREFORE, in consideration of the mutual covenants and promises by and between the parties
as hereinafter set forth, it is agreed as follows:
1. Wells Fargo shall provide services as a depository of funds for Azusa in accordance with all
State, Federal and local requirements applicable to the provision of banking services to a public
entity, including the requirement to collateralize deposits.
2. Wells Fargo shall furnish banking services to Azusa, including but not limited to:
a. Checking Accounts
b. ACH reporting
c. ACH Debit Services
d. On-line balance reporting
e. Credit/Debit Card Services
f. On-line Image Retrieval
g. Direct Deposit for Payroll
h. On-line Stop-pays
i. Purchasing Cards
j. On-line Wire Transfers
k. Positive Pay on Checking
l. Zero Balance accounts (ZBA)
m. Wells Tax Payment Solutions
n. Cash Vault Processing- (3rd party armored fees not included)
o. Positive Pay w/ Payee Validation
p. Wells Image CD ROM
q. ACH Fraud Filter
r. Wire Transfer Services
s. CEO Basic Banking
t. CEO Previous Day Treasury Information Reporting
u. eBill Activation Services
3. Additional banking services may be added during the term of this Agreement if Azusa determines
a need for such additional services. These services will be provided at negotiated prices as
approved by both parties to this Agreement.
4. Notwithstanding any provision to the contrary in any of Wells Fargo’s ancillary agreements
covering the banking services discussed in sections 2 and 3 above, this entire Agreement between
the parties shall be governed by and construed according to the laws of the State of California;
A-2
8513273_1
provided, however, that the underlying banking services may, where applicable, be governed by
federal law, rules or regulations.
B-1
8513273_1
EXHIBIT “B”
COMPENSATION – WELLS FARGO TREASURE MANAGEMENT PRO FORMA
(SEE ATTACHED)
Total Monthly Activity Charges 4,035.19$
Available Balance 2,491,666.87$
Earnings Credit Rate 2.40%
Earnings Allowance 4,915.07$
Balance Required to Offset Services 1,979,630.78$
Estimated Net Position (Shortfall)-$
WF Monthly Activity
Code Service Description Charge Basis Price Volume Charges
ACH Fraud Filter
34334 ACH CEO FRAUD FILTER STOP MTHLYBASE Account 5.00000 5 25.00
ES352 ACH FRAUD FILTER STOP MTHLYBASE Account 5.00000 2 10.00
34338 ACH CEO FRAUD FILTER STOP - ITEM Transaction filtered 1.00000 18 18.00
Subtotal 53.00
ACH Origination
ES211 ACH ONE DAY ITEM Transaction 0.07000 1,249 87.43
06505 ACH RETURN ADMIN -ELECTRONIC Return 1.00000 1 1.00
ES803 ACH PAYMENTS ONLINE BATCH RELEASE Batch/file 3.50000 11 38.50
ES801 ACH TRANSMISSION CHARGE Batch/file 2.00000 11 22.00
ES237 ACH FAX SERVICE Page 0.50000 15 7.50
34377 ACH PAYMENTS BASE FEE Company ID 20.00000 1 20.00
ACH1D ACH PAYMENTS ONE DAY ITEM Transaction 0.07000 1,065 74.55
ES363 ACH NOC - TRANSMISSION ADVICE Transaction 0.25000 16 4.00
ES280 ACH MONTHLY BASE Subscription 50.00000 0 0.00
ES210 ACH TWO DAY ITEM Transaction 0.10000 0 0.00
ES216 ACH SAME DAY Transaction 0.00000 0 0.00
ES206 ACH ORIGINATED - ADDENDA REC Addenda record 0.03000 0 0.00
06504 ACH RETURN ADMIN -MANUAL Return 3.75000 0 0.00
06502 ACH RETURN ITEM-ELECTRONIC Return 1.00000 0 0.00
06503 ACH RETURN ITEM-MANUAL Return 3.75000 0 0.00
06507 ACH RETURN UNAUTHORIZED -ELECTRONIC Return 1.00000 0 0.00
06506 ACH RETURN UNAUTHORIZED -MANUAL Return 3.75000 0 0.00
06511 ACH RETURN UNAUTHORIZED QUALITY FEE Return 5.00000 0 0.00
ES230 ACH DELETE - ITEM Delete 30.00000 0 0.00
ES361 ACH REVERSAL - ITEM Reversal 35.00000 0 0.00
ACHYD ACH PAYMENTS SAME DAY ITEM Transaction 1.50000 0 0.00
ACH2D ACH PAYMENTS TWO DAY ITEM Transaction 0.20000 0 0.00
ES339 ACH SPECIAL INVESTIGATION Inquiry 35.00000 0 0.00
ES480 ACH NOC - FAX ADVICE Transaction 3.75000 0 0.00
ES231 ACH DELETE/REVERSE - BATCH/FILE Batch/file 40.00000 0 0.00
Subtotal 254.98
ACH Receive
ES344 ACH RECEIVED ITEM Transaction 0.07000 165 11.55
Subtotal 11.55
Account Reconcilement
12687 ARP AGED ISSUE RECORDS ON FILE-ITEM Record 0.01000 2,953 29.53
12377 ARP FULL RECON-ITEM Check issued 0.02500 703 17.58
12060 ARP MONTHLY BASE - FULL Account 40.00000 3 120.00
12604 ARP OPTIONAL REPORTS Report 3.00000 4 12.00
12430 ARP OUTPUT - TRANSMISSION Transmission 2.00000 2 4.00
34350 CEO ARP STMT & RPTS MONTHLY BASE Account 2.50000 3 7.50
12694 OUTGOING TRANSMISSION - PER ITEM Item reported 0.01000 679 6.79
34337 CEO CHECK ISSUES-ITEM Check issued 0.20000 6 1.20
Subtotal 198.60
City of Azusa
Wells Fargo Treasury Management Service Pricing
As of July 2019
Summary Position
Customer Proposal Report
WF Monthly Activity
Code Service Description Charge Basis Price Volume Charges
Branch Services
CK161 CASH DEPOSITED IN WF BRANCH Dollar 0.00100 1 0.00
22810 WF CHK CASHED FOR NONACCT HOLDER Check cashed 0.00000 3 0.00
08052 BRANCH DEPOSIT Deposit 1.40000 16 22.40
Subtotal 22.40
Cash Vault
08173 CV CASH ONLY OR CHECK ONLY DEPOSIT Deposit 2.00000 35 70.00
08189 CASH VAULT CASH ORDER-TOUCHTONE Cash order 4.00000 2 8.00
08116 CASH VAULT COIN FURN-STD HALF BOX Coin box 3.00000 1 3.00
08400 CASH VAULT CURRENCY FURN-NONSTD Dollar 0.00150 50 0.08
08416 CASH VAULT CURRENCY FURNISHED Dollar 0.00090 500 0.45
08290 CASH VAULT CURRENCY/COIN DEPOSITED Dollar 0.00120 366,113 439.34
08132 CASH VAULT MONTHLY BASE Location 0.00000 2 0.00
08008 VAULT DEPOSITED COIN - ROLLED Coin roll 0.06000 103 6.18
08182 CASH VAULT CASH ORDERS-CEO Transaction 4.00000 0 0.00
Subtotal 527.04
Desktop Deposit/Electronic Check
15017 DESKTOP DEPOSIT MONTHLY BASE Account 20.00000 3 60.00
15007 DESKTOP DEPOSIT-DEPOSIT CREDITED Credit 1.00000 15 15.00
701 DESKTOP DEPOSIT-DEPOSITED ITEM ONUS Check deposited 0.05300 138 7.31
706 DESKTOP DEPOSIT-DEPOSITED ITEM Check deposited 0.05300 529 28.04
741 WF ELEC DEPOSIT-DEPOSITED ITEM ONUS Check deposited 0.04000 293 11.72
746 WF ELEC DEPOSIT-DEPOSITED ITEM Check deposited 0.04000 1,288 51.52
790 ELECTRONIC DEPOSIT - DEP ADJUSTMENT Adjustment 17.00000 10 170.00
791 WF ELEC DEPOSIT-SUSPECT REVIEW Exception 1.00000 27 27.00
12816 DESKTOP DEPOSIT IMAGES RETRIEVED Image 0.50000 0 0.00
15008 DESKTOP DEPOSIT DISCRETIONARY DATA Record 0.05000 0 0.00
15003 DESKTOP DEPOSIT REPORT PER ITEM Item reported 0.25000 0 0.00
Subtotal 370.59
E-BOX
34602 CEO E-BOX RPT - ITEM Transaction 0.10000 3,520 352.00
34601 CEO E-BOX RPT SUBSCRIPTION MO BASE Account 25.00000 1 25.00
ED515 E-BOX PAYMENT RETURN Return 0.35000 2 0.70
ED500 E-BOX MONTHLY MAINT (W/CROSS REF)Setup 112.00000 1 112.00
ED470 E-BOX PAYMENT Transaction 0.07000 3,520 246.40
ED521 E-BOX REPORTING PACKAGE MTHLY BASE Setup 75.00000 1 75.00
ED524 E-BOX REVERSAL REPORTING MTHLY BASE Setup 6.50000 1 6.50
ED512 E-BOX STOP FILE MONTHLY BASE Setup 75.00000 1 75.00
ED516 E-BOX PAYMENT REVERSED Transaction 0.25000 0 0.00
Subtotal 892.60
General Account Services
22051 ACCT MAINTENANCE Account 10.00000 5 50.00
CK021 DEBITS POSTED Debit 0.15000 133 19.95
CK018 ELECTRONIC CREDITS POSTED Credit 0.15000 301 45.15
CK049 DDA STATEMENT - PAPER Statement 4.75000 3 14.25
CK183 DDA STATEMENT - SPECIAL INSTRUCTION Statement 0.00000 1 0.00
CK030 CLIENT ANALYSIS STATEMENT-PAPER Statement 3.00000 1 3.00
08025 MISCELLANEOUS CREDITS POSTED Transaction 1.42000 4 5.68
Subtotal 138.03
General Disbursement Services
22225 CHECK CASHING THRESHOLD MO BASE Account 0.85000 2 1.70
22245 CHECKS PAY TO INDIV BLOCK MO BASE Account 0.85000 2 1.70
22235 OTC DEBIT BLOCK MONTHLY BASE Account 0.85000 2 1.70
MD091 PYMT AUTH MAX CHECK MTHLY BASE Account 9.50000 2 19.00
12670 STOP PAYMENT - ONLINE Stop payment 6.00000 4 24.00
22202 DDA CHECKS PAID Check paid 0.12000 669 80.28
12675 STOP PAYMENT - PAPER CONFIRMATION Advice/notification 0.00000 2 0.00
Subtotal 128.38
Customer Proposal Report
WF Monthly Activity
Code Service Description Charge Basis Price Volume Charges
Image Delivery
DS255 WELLSIMAGE PAID CHECK PER ITEM Image 0.04000 676 27.04
27707 CEO SEARCH Inquiry 0.97000 3 2.91
12812 CEO IMAGE VIEW < 90 DAYS - ITEM Image retrieved 0.25000 5 1.25
12815 CEO IMAGE VIEW > 90 DAYS - ITEM Image retrieved 10.00000 1 10.00
22020 WELLSIMAGE PAID CHECK MONTHLY BASE Company 8.75000 2 17.50
22015 WELLSIMAGE PAID CHECK PER CD CD ROM 42.50000 1 42.50
Subtotal 101.20
Incoming Wire Transfers
ES030 WIRE IN - DOMESTIC Transfer 3.00000 3 9.00
Subtotal 9.00
Information Reporting
34123 CEO EVENT MESSAGING SERVICE - EMAIL Email 0.25000 164 41.00
34120 CEO INTRADAY REPORTING MAINTENANCE Account 0.00000 1 0.00
34115 CEO PREV DAY REPORTING ITEMS LOADED Item loaded 0.06000 1,250 75.00
34100 CEO PREV DAY REPORTING MAINTENANCE Account 0.00000 4 0.00
34252 INFO REPORTING HISTORY STORAGE 90 Item loaded 0.02000 1,616 32.32
34121 CEO INTRADAY REPORTING ITEMS RPTD Item reported 0.00000 0 0.00
Subtotal 148.32
Other Non TM
IAMTH RECOUPMENT MONTHLY Deposit assessment 0.12750 2,604 332.01
Subtotal 332.01
Paper Checks Deposited
001 DEPOSITED CHECKS - ON US Check deposited 0.04500 58 2.61
002 DEPOSITED CHECK Check deposited 0.06000 140 8.40
Subtotal 11.01
Positive Pay
DS191 PAYEE VALIDATION STANDARD-ITEM Check 0.02500 669 16.73
12907 POSITIVE PAY MONTHLY BASE Account 10.75000 3 32.25
12682 POSITIVE PAY ONLY - ITEM Check issued 0.08000 6 0.48
12681 POSITIVE PAY ONLY MONTHLY BASE Account 75.00000 1 75.00
DS194 PAYEE VALIDATION MANUAL REVIEW/ITEM Check 0.25000 0 0.00
34336 POSITIVE PAY EXCEPTION - CEO IMAGE Image retrieved 2.00000 0 0.00
12906 POS PAY CHECK VERIFICATION CALL Call 15.00000 0 0.00
12908 POS PAY CHECKS WITH NO ISSUE RECORD Check 0.50000 0 0.00
12505 POSITIVE PAY EXCEPTION CHECKS RETND Check returned 20.00000 0 0.00
12903 POSITIVE PAY EXCEPTIONS - ITEM Exception 3.25000 0 0.00
Subtotal 124.46
Receivables Manager
28006 REC MGR OR E-BOX TRANSMISSION Transmission 3.00000 25 75.00
28019 RECEIVABLES MANAGER MONTHLY BASE Setup 44.00000 1 44.00
Subtotal 119.00
Returned Items
CK066 ADMIN RETURN ITEM-REPAIRED ACH ITEM Transaction 1.00000 1 1.00
CK068 ADMIN RETURN ITEM-REPAIRED AS CHECK Transaction 1.00000 1 1.00
CK061 RETURN ITEM - CHARGEBACK Transaction 3.25000 3 9.75
CK069 RETURN ITEM SPECIAL INSTRUCTIONS Transaction 0.05000 8 0.40
CK081 RETURN ITEM SPECIAL INST MTHLY BASE Account 2.98000 1 2.98
CK075 RETURN ITEM REDEPOSITED Transaction 2.75000 2 5.50
CK464 RETURN ITEM CONVERTED CHK CHGBK IRD Transaction 1.00000 5 5.00
CK461 RETURN ITEM CONVERTED CHK REDEPOSIT Transaction 1.00000 7 7.00
Subtotal 32.63
Customer Proposal Report
WF Monthly Activity
Code Service Description Charge Basis Price Volume Charges
SUBACCOUNTING
22421 SUB ACCT STATEMENT FEE Account 10.00000 1 10.00
DS585 SUBACCOUNT MAINTENANCE Subaccount 5.00000 1 5.00
Subtotal 15.00
Smart Decision
70035 SMART DECISION-BRANCH ACH Check deposited 0.11000 3 0.33
70025 SMART DECISION-ELEC CHECK ACH Check deposited 0.07000 3,203 224.21
70029 SMART DECISION-ELEC CHECK ACH ONUS Check deposited 0.07000 980 68.60
Subtotal 293.14
Sweep
34110 SWEEP ACCOUNT POSITION REPORT Sweep master account 7.75000 1 7.75
22086 SWEEP STAGECOACH MUTUAL FND US MAIL Statement 0.17000 1 0.17
22094 SWEEP STAGECOACH MUTUAL FND MO BASE Account 21.34000 1 21.34
Subtotal 29.26
Wells Tax
32040 WELLSTAX ACCESS CODE BASE MONTHLY Access code 3.00000 3 9.00
32053 WELLSTAX PAYMENT Transaction 2.50000 6 15.00
32052 WELLSTAX RECEIPT Receipt 2.00000 6 12.00
Subtotal 36.00
Wires Origination and Reporting
ES073 WIRE MONTHLY DDA BASE - VOICE Account 6.00000 1 6.00
ES167 WIRE SECURITY PIN MONTHLY BASE Account 0.00000 3 0.00
ES139 WIRE OUT DOMESTIC - CEO Transfer 3.50000 42 147.00
Subtotal 153.00
Zero Balance Account (ZBA)
DS001 ZERO BALANCE MONTHLY BASE Account 17.00000 2 34.00
Subtotal 34.00
Total Monthly Activity Charges 4,035.19
Setup Charges
06094 ACH FRAUD FILTER - SET UP Account 0.00000 2 0.00
34376 ACH PAYMENTS SET UP FEE Setup 0.00000 0 0.00
ES201 ACH TRANSMISSION - SET UP Setup 0.00000 0 0.00
06092 ACH ORIGINATION NEW COMP ID-SET UP Setup 0.00000 0 0.00
34600 CEO E-BOX RPT SETUP Setup 0.00000 0 0.00
28044 E-BOX POSITIVE FILE SET UP Setup 0.00000 0 0.00
28043 E-BOX SET UP Setup 0.00000 0 0.00
28045 E-BOX STOP FILE SET UP Setup 0.00000 0 0.00
ED543 EBOX IMPLEMENTATION DEV HOURS Hour 0.00000 0 0.00
22012 WELLSIMAGE - SETUP ADDL ACCT Account 0.00000 0 0.00
22011 WELLSIMAGE SET UP - 1ST ACCT Account 0.00000 0 0.00
28029 REC MGR IMPLEMENTATION DEV HOURS Hour 0.00000 0 0.00
28017 RECEIVABLES MANAGER SET UP Implementation 0.00000 0 0.00
18325 WIRE ACCOUNT ADD- CEO Account 0.00000 0 0.00
Total Setup Charges 0.00000 0.00
Customer Proposal Report
Balances and ECR may also be applied against Balance Based Setup Charges.
Earnings Credit Rate (ECR) is subject to change with market conditions.
A CEO Wire book transfer is between two accounts initiated via CEO Wires Book Transfer workflow.
A Payment Manager book transfer is charged when the debit and credit accounts are setup in a single
CEO Company id and entitled to Book Transfer.
Alerts Users are only charged for the first 80 events per month. There is no per company cap for billing.
This proposal was created for you based on your requirements and the services you expressed interest in.
This document confirms the deposit and treasury management services and the prices that we plan to
provide you based on certain assumptions including, projected volumes and other relevant information
that you provided and the deposit and treasury management services you selected.
The pricing is subject to change if the actual volume and/or scope of services differ from the assumptions
upon which the pricing estimate was based.
Please let us know if you believe this document does not accurately represent the prices or services
you agreed to. For additional service definitions, please contact your Treasury Management Sales Consultant or visit:
www.wellsfargo.com/accountanalysis
This document is a confidential pricing agreement between Wells Fargo Bank and the Customer.
Neither party has the right to share this information with any entity or entities outside of their organization,
without the permission of the other party.
Zero Volume Elements - Elements with zero volume are not included in the
estimated monthly analysis fee but are included for disclosure purposes.
06092, 06502, 06503, 06504, 06506, 06507, 06511, 08182, 12505, 12816, 12903,
12906, 12908, 15003, 15008, 18325, 22011, 22012, 28017, 28029, 28043, 28044,
28045, 34121, 34336, 34376, 34600, ACH2D, ACHYD, DS194, ED516, ED543, ES201,
ES206, ES210, ES216, ES230, ES231, ES280, ES339, ES361, ES480
Customer Proposal Report