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HomeMy WebLinkAbout12-134 Resolution No. 12-134 RESOLUTION AUTHORIZING EXECUTION OF TERMS AND CONDITIONS WITH FIFTH THIRD BANK FOR REMOTE CURRENCY MANAGER SERVICES BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that Sean R. Stegall, City Manager be and is hereby authorized and directed to execute Terms and • Conditions on behalf of the City of Elgin with Fifth Third Bank for remote currency manager services, a copy of which is attached hereto and made a part hereof by reference. s/ David J. Kaptain David J. Kaptain, Mayor Presented: August 22, 2012 Adopted: August 22, 2012 Omnibus Vote: Yeas: 7 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk 1. FIFTH THIRD BANK Terms and Conditions Remote Currency Manager Service These Terms and Conditions are part of the "Terms and Conditions" referred to in the Master Treasury Management Agreement (the "Master Agreement") currently in effect between the "Customer" identified in the signature block below ("you") and Fifth Third Bank ("we" or `us"). 1. Services. Description. These are the "Terms and Conditions" under which we will provide to you our Remote Currency Manager Service (the "Service"). This Service enables you to receive provisional credit in your account with us on a daily basis for cash receipts secured in and reported to us by secure safe equipment (a "Secure Safe") provided by one of the armored courier and currency management vendors with whom we have a contractual relationship ("Safe Service Providers"). Once you have obtained and installed a Secure Safe at one of your locations: • Your personnel can place currency into the secure cassette or receptacle ("cassettes") feature of the Secure Safe at that location, • The currency can be read and counted by the Secure Safe that can then transmit to us through your Safe Service Provider on a daily basis an electronic file reporting the amount of currency in the cassettes and related information (the "Report"), • Based on the information we receive in that Report, we will on each Business Day post provisional credit to your demand deposit account with us for the amount of cash reported to us in the Report as received in the cassette since the last Report, provided we receive the Report prior to our standard cutoff time for processing the Report that Business Day, and • Your Safe Service Provider will pickup and transport the contents of the Secure Safe to a cash virtual vault location operated by the Safe Service Provider("Virtual Vault"). You are responsible for contracting with the Safe Service Provider you select for the purchase or lease of the Secure Safe and related services, and for the pickup and transportation of the contents of the Secure Safe. Further details about the Service are provided below. A "Business Day" is a weekday on which we are open to the public for the transaction of business. March 2010 RCM Term • Set Up and Implementation. Before we can make the Service available to you, you must: • Enter into an equipment and service agreement with your Safe Service Provider for the Secure Safe equipment, software and service, and courier services (the "Provider Agreement"), and complete the installation and training required by your Safe Service Provider; and • Complete the set up and implementation process for our Service including establishing or designating an account with us to be provisionally credited for deposits received under this Service (a "Designated Account"), designating delivery points for the contents of the Secure Safe, and establishing and testing connections with your Safe Service Provider for the transmission of Reports. You understand that you are solely responsible for the selection of your Safe Service Provider, and its products and services, as well as the terms and conditions of the Provider Agreement. Additional Services. If you wish to use any of our other services in connection with this Service, you must complete the Application Forms for that service, and your use of that service will be subject to the Terms and Conditions for that service. Rules. The Designated Account and your transactions in the Designated Account are also subject to the Rules and Regulations Applicable to All Fifth Third Accounts (however named, the "Rules") as in effect from time to time. In the case of any conflict between the Rules and these Terms and Conditions, these Terms and Conditions control to the extent necessary to resolve the conflict. 2. Deposits. Secured Funds. The placement and counting of currency in, and the compilation and transmission of Reports and other data from the Secure Safe equipment are subject exclusively to the terms of the Provider Agreement. Our Service commences once we have received the Report from your Safe Service Provider reporting the amount of funds counted and secured in a cassette ("Secured Funds") and depends on the receipt of accurate and timely Reports in correct and readable format from your Safe Service Provider. You agree that all Secured Funds will be delivered to your Safe Service Provider for transportation to us or an approved Virtual Vault location for verification and processing, and will not be removed from the Secure Safe or used by you for any purpose. Our Remote Currency Service is offered only for Secured Funds. If you place cash, checks or other instruments in the Secure Safe outside the cassettes which are picked up by your Safe Service Provider, such cash, checks or other instruments are not Secured Funds under these Terms and Conditions. Transmission of Report. You authorize your Safe Service Provider to transmit to us, and us to receive the Report which, among other things will specify the amount of Secured Funds added to and contained in the cassettes each Business Day. We will rely exclusively on the accuracy of the information transmitted to us by your Safe Service Provider in the Report in determining the amount of provisional credit we give you. We are not responsible for any failure March 2010 RCM Term • of the Report to be timely communicated to us or for any errors in the Report. In addition, you expressly grant us authority to review and access the Report and other data generated by your Safe Service Provider relating to Secured Funds in the Secure Safe. Provisional Credit; Ownership of Secured Funds. We will post provisional credit in the Designated Account for Secured Funds on the Business Day we receive the Report subject to our normal deposit cutoff hours and to any reserves we establish. For example, if you cause your Safe Service Provider to transmit to us a Report of Monday's receipts in the cassettes after the close of business on a Monday and prior to our processing cutoff time on Tuesday, the amount of Secured Funds reported in that Report will be reflected in the Designated Account for Tuesday assuming Tuesday is a Business Day. All credit we give you for deposits is provisional and subject to verification and correction for the amount of Secured Funds actually received by us including for errors, counterfeit currency and miscounts. If the contents of the Secure Safe for which we gave you provisional credit are not delivered to the Virtual Vault location approved by us in the set up process at the next scheduled pickup, or if the amount of legal currency delivered to us or the Virtual Vault is less than the amount reported in the Report, then regardless of the reason or circumstances, we will reverse any credit we gave you and in any case, you are obligated to us for any adjustment and related effects. Once we post provisional credit in your account based on a Report, the Secured Funds shall be deemed, as between you and us to be our property, and you shall be responsible to us for the contents of the cassettes. To the extent you retain any interest in the Secured Funds by operation of law or otherwise, you hereby grant us a security interest in all such Secured Funds. You further agree that once cash you deposit in the Secure Safe has become Secured Funds, your Safe Service Provider shall be deemed to be holding the Secured Funds in the Secure Safe for the benefit of us. Checks and Other Funds; Adjustments. You may cause your Safe Service Provider to deliver checks and funds other than Secured Funds to the Virtual Vault location along with Secured Funds. We are not responsible for checks and other funds until we have received them directly or at a Virtual Vault location. Any checks, drafts or items delivered will be forwarded for processing. For currency and coin other than Secured Funds, we will credit the Designated Account with the aggregate dollar amount of such currency and coin stated on the corresponding deposit slip accompanying delivery. Such credit is provisional and subject to adjustment upon physical receipt at the appropriate Federal Reserve Bank, or after we complete the physical count. You acknowledge that we will adjust your account for any errors or as a result of counterfeit funds delivered to us including Secured Funds. Similarly, provisional credit will be given for checks and other coin and currency received on the Business Day of deposit, subject to applicable cutoff times and the Rules. Counts. You agree that the Safe Service Provider's count of Secured Funds and our count of other currency and coin received by us or through your Safe Service Provider are final and conclusive. We are not liable for any shortage due to any counterfeit or contraband, whether discovered upon delivery to us or any time after delivery. In no event are you entitled to any amount in excess of the correct balance of your deposit, whether the error was caused by improper commingling of funds, inaccurate counts, clerical error or otherwise. Pickup. You are responsible for arranging for transportation of the Secured Funds and other funds to one of our Virtual Vault locations designated in the set up process. You must 3 • provide us in the set-up process with a copy of the written pickup schedule you arrange with your Safe Service Provider. We must receive the Secured Funds from you in accordance with that schedule. Any change in the scheduled deliveries to us may result in a change to the charges for the Service. 3. Change Orders. Process. You may order currency and coin from us (a "Change Order") at any time through one of several methods we offer. When we receive your Change Order, we or our currency service agent (who may be your Safe Service Provider) will physically count and bundle the currency or coin ordered by you and make them available for your Safe Service Provider. If the Change Order is received after the cutoff time or is received on a day that is not a Business Day, the Change Order will be processed on the next Business Day. Change Orders will be available within two Business Days of acceptance of the Change Order. You must notify us of any discrepancy pertaining to a Change Order within two Business Days after you receive the coin or currency. You must also provide us with documentation to support any such discrepancy. Debit. We will debit the Designated Account for the dollar amount of the Change Order on the Business Day we receive your Change Order. 4. Our Relationship. You acknowledge that we and your Safe Service Provider are independent and separate entities and are not operating as a partnership, joint venture or other combined enterprise. The Secure Safe equipment, software and service, Report generation and transmission, and pickup, courier and related services are provided to you by your Safe Service Provider under the Provider Agreement, and are not part of the Service or any other service we provide. You agree to look solely to your Safe Service Provider for any problems or disputes under the Provider Agreement or with respect to the services, equipment, software and Reports provided by your Safe Service Provider. We are not responsible for any obligation or liability of your Safe Service Provider under the Provider Agreement. This means, among other things that we are not responsible for the equipment, software or service provided by your Safe Service Provider, the content of any Report, the failure of your Safe Service Provider to timely transmit a Report to us or the transportation of the contents of any cassette or other funds. We rely on the continued effect of the Provider Agreement in providing the Service to you including the compliance by you and your Safe Service Provider with the terms of the Provider Agreement. You agree to promptly notify us of any material change in the Provider Agreement. 5. Statements and Notices. Your deposit activity through the Service will be reflected on your regular periodic statement for the Designated Account as provided in and subject to the Rules. We offer a number of additional options for deposit reporting and viewing your account activity. You should carefully and promptly review the statements we provide or make available to you. You must notify us of any error or account problem within 30 days of the date we sent or otherwise made available to you your periodic statement or other account information indicating the error or account problem. 6. Fees. You agree to pay us our fees for the Service as separately agreed in writing. 4 • 7. Term and Termination. You agree to maintain the Service with us for a term of five years (the "Term") beginning on the Effective Date set forth on the Signature Page below (or, if no date is specified, the date we sign these Terms and Conditions). You acknowledge that our fees for the Service have been structured on the assumption that we would provide the Service to you for the full length of the stated Term. If you terminate the Service after the Term begins, you agree to pay us a termination fee equal to the product of: (a) the average of our monthly fees for the Service during the most recent three months prior to termination multiplied by (b) six, unless: (i) you have terminated the Service due to our material breach of these Terms and Conditions; or (ii) the Provider Agreement is terminated by (A) the Safe Service Provider in breach of that agreement, or (B) you in accordance with the terms of that agreement. We agree that the closing (whether temporary or permanent) or moving of an individual store or retail location in the ordinary course of your business does not itself trigger the obligation to pay us the foregoing fee with respect to that store or location. We reserve the right to terminate the Service and close your accounts as provided in the Master Agreement. 8. Miscellaneous. Representations. We each represent to the other that these Terms and Conditions have been authorized by all necessary corporate or other entity action and are our valid, legal and binding obligation. You represent and confirm to us that the person signing below on your behalf is an Authorized Agent. Master Agreement. This document is part of the "Terms and Conditions" as defined in the Master Agreement. Your use of the Service is subject to all of the terms and conditions contained in the Master Agreement as it may be amended. Capitalized terms used but not defined in these Terms and Conditions have the meaning provided in the Master Agreement. *****Signature Page Follows***** 5 • Signature Page to Remote Currency Manager Service These Terms and Conditions have been executed on behalf of the parties by their duly authorized representatives. CUSTOMER NAME: CITY OF ELGIN TAX ID NUMBER: 36-6005862 Signed e."-A % .�C , *Signed By: Sean R. Stegall By: (PRINT) (PRINT) Its City Manager Its (TITLE) (TITLE) *second signature if required by Customer's resolutions FIFTH THIRD BANK By: tk& Ca/Yt/mu,?l Its i/l`PctSU1l,(,l, O oma, e�rmtt Offcm., Dated � ao IL Effective Date: August 22 , 2012 Fifth Third and Fifth Third Bank are registered service marks of Fifth Third Bancorp. Member FDIC. • 6 1