15-0616_US BANK NATIONAL ASSOCIATION_Personal Services AgreementPERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made, entered into, and shall become effective June 16,
2015, by and between the City of San Juan Capistrano (hereinafter referred to as the
"City") and U. S. Bank National Association (hereinafter referred to as the "Consultant").
RECITALS.
WHEREAS, City desires to retain the services of Consultant to provide Banking
Services; and,
WHEREAS, Consultant is qualified by virtue of experience, training, education
and expertise to accomplish such services.
NOW, THEREFORE, City and Consultant mutually agree as follows:
Section 1. Scope of Work.
The scope of work to be performed by the Consultant shall consist of those tasks
as set forth in Exhibit "A," attached and incorporated herein by reference. To the extent
that there are any conflicts between the provisions described in Exhibit "A" and those
provisions contained within this Agreement, the provisions in this Agreement shall
control.
Section 2. Term.
This Agreement shall commence on the effective date and shall terminate, and
all services required hereunder shall be completed, no later than June 30, 2025. The
City shall have the option to renew this Agreement for no more than one additional ten-
year term.
Section 3. Compensation.
3.1 Amount.
Total compensation for the services hereunder shall not exceed the total
amount in the City's adopted fiscal year operating budget for banking services at the
rates as set forth in Exhibit "B," attached, and incorporated herein by reference, fixed for
the entire term of this Agreement.
3.2 Method of Payment.
Subject to Section 3.1, Consultant shall debit the analysis service charge
monthly based on total services which have been satisfactorily completed for such
monthly period.
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3.3 Records of Expenses.
Consultant shall keep complete and accurate records of all costs and
expenses incidental to services covered by this Agreement. These records will be
made available at reasonable times to the City.
Section 4. Independent Contractor.
It is agreed that Consultant shall act and be an independent contractor and not
an agent or employee of the City, and shall obtain no rights to any benefits which
accrue to Agency's employees.
Section 5. Limitations Upon Subcontracting and Assignment.
The experience, knowledge, capability and reputation of Consultant, its principals
and employees were a substantial inducement for the City to enter into this Agreement.
Consultant shall not contract with any other entity to perform the services required
without written approval of the City. Except for assignments arising under operation of
law following any merger or acquisition of Consultant, this Agreement may not be
assigned, voluntarily or by operation of law, without the prior written approval of the City.
If Consultant is permitted to subcontract any part of this Agreement by City, Consultant
shall be responsible to the City for the acts and omissions of its subcontractor as it is for
persons directly employed. Nothing contained in this Agreement shall create any
contractual relationships between any subcontractor and City. All persons engaged in
the work will be considered employees of Consultant. City will deal directly with and will
make all payments to Consultant.
Section 6. Changes to Scope of Work.
For extra work not part of this Agreement, a written authorization from City is
required prior to Consultant undertaking any extra work. In the event of a change in the
Scope of Work provided for in the contract documents as requested by the City, the
Parties hereto shall execute an addendum to this Agreement setting forth with
particularity all terms of the new agreement, including but not limited to any additional
Consultant's fees.
Section 7. Familiaritv with Work and/or Construction Site.
By executing this Agreement, Consultant warrants that: (1) it has investigated the
work to be performed; (2) if applicable, it has investigated the work site(s), and is aware
of all conditions there; and (3) it understands the facilities, difficulties and restrictions of
the work to be performed under this Agreement. Should Consultant discover any latent
or unknown conditions materially differing from those inherent in the work or as
represented by City, it shall immediately inform the City of this and shall not proceed
with further work under this Agreement until written instructions are received from the
City.
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Section 8. Time of Essence.
Time is of the essence in the performance of this Agreement.
Section 9. Compliance with Law.
Consultant shall comply with all laws, ordinances, codes and regulations of
federal, state and local government that are applicable to the Consultant.
Section 10. Conflicts of Interest.
Consultant covenants that it presently has no interest and shall not acquire any
interest, direct or indirect, which would conflict in any manner or degree with the
performance of the services contemplated by this Agreement. No person having such
interest shall be employed by or associated with Consultant.
Section 11. Copies of Work Product.
At the completion of the work. Consultant shall have delivered to City at least one
(1) copy of any final reports and/or notes or drawings containing Consultant's findings,
conclusions, and recommendations with any supporting documentation. All reports
submitted to the City shall be in reproducible format, or in the format othenwise
approved by the City in writing.
Section 12. Ownership of Documents.
All reports, information, data and exhibits prepared or assembled by Consultant
in connection with the performance of its services pursuant to this Agreement are
confidential to the extent permitted by law, and Consultant agrees that they shall not be
made available to any individual or organization without prior written consent of the City.
All such reports, information, data, and exhibits shall be the property of the City and
shall be delivered to the City upon demand without additional costs or expense to the
City. The City acknowledges such documents are instruments of Consultant's
professional sen/ices.
Section 13. indemnity.
Except to the extent caused, in whole or in part, by the actions or inactions of the
City or its agents. Consultant agrees to protect, defend, and hold harmless the City and
its elective and appointive boards, officers, agents, and employees from any and all
claims, liabilities, expenses, or damages of any nature, including attorneys' fees, for
injury or death of any person, or damages of any nature, including interference with use
of property, arising out of, or in any way connected with the negligence, recklessness
and/or intentional wrongful conduct of Consultant, Consultant's agents, officers,
employees, subcontractors, or independent contractors hired by Consultant in the
performance of the Agreement.
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This hold harmless agreement shall apply to all liability regardless of whether any
insurance policies are applicable. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by Consultant.
Section 14. Insurance.
On or before beginning any of the services or work called for by any term of this
Agreement, Consultant, at its own cost and expense, shall carry, maintain for the
duration of the agreement, and provide proof thereof that is acceptable to the City, the
insurance specified below with insurers and under forms of insurance satisfactory in all
respects to the City. Consultant shall not allow any subcontractor to commence work
on any subcontract until all insurance required of the Consultant has also been obtained
for the subcontractor. Insurance required herein shall be provided by Insurers in good
standing with the State of California and having a minimum Best's Guide Rating of A-
Class VII or better.
14.1 Comprehensive General Liability.
Throughout the term of this Agreement, Consultant shall maintain in full
force and effect Comprehensive General Liability coverage in an amount not less than
two million dollars per occurrence ($2,000,000.00), combined single limit coverage for
risks associated with the work contemplated by this agreement. If a Commercial
General Liability Insurance form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be performed
under this agreement or the general aggregate limit shall be at least twice the required
occurrence limit.
14.2 Comprehensive Automobile Liability.
Throughout the term of this Agreement, Consultant shall maintain in full
force and effect Comprehensive Automobile Liability coverage, including owned, hired
and non-owned vehicles in an amount not less than two million dollars per occurrence
($2,000,000.00).
14.3 Workers' Compensation.
If Consultant intends to employ employees to perform services under this
Agreement, Consultant shall obtain and maintain, during the term of this Agreement,
Workers' Compensation Employer's Liability Insurance in the statutory amount as
required by state law.
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14.4 Proof of Insurance Requirements/Endorsement.
Prior to beginning any work under this Agreement, Consultant shall submit
the insurance certificates, including the deductible or self-retention amount, and an
additional insured endorsement naming City, its officers, employees, agents, and
volunteers as additional insured as respects each of the following: Liability arising out of
activities performed by or on behalf of Consultant, including the insured's general
supervision of Consultant; products and completed operations of Consultant; premises
owned, occupied or used by Consultant; or automobiles owned, leased, hired, or
borrowed by Consultant. The coverage shall contain no special limitations on the scope
of protection afforded City, its officers, employees, agents, or volunteers.
14.5 Notice of Cancellation/Termination of insurance.
The above policy/policies shall not terminate, nor shall they be cancelled,
nor the coverages reduced, until after thirty (30) days' written notice is given to City,
except that ten (10) days' notice shall be given if there is a cancellation due to failure to
pay a premium.
14.6 Terms of Compensation.
Consultant shall not receive any compensation until all insurance
provisions have been satisfied.
14.7 Notice to Proceed.
Consultant shall not proceed with any work under this Agreement until the
City has issued a written "Notice to Proceed" verifying that Consultant has complied
with all insurance requirements of this Agreement.
Section 15. Termination.
City shall have the right to terminate this Agreement without cause by giving
thirty (30) days' advance written notice of termination to Consultant.
In addition, this Agreement may be terminated by any party for cause by
providing ten (10) days' notice to the other party of a material breach of contract. If the
other party does not cure the breach of contract, then the agreement may be terminated
subsequent to the ten (10) day cure period.
Section 16. Notice.
All notices shall be personally delivered or mailed to the below listed addresses,
or to such other addresses as may be designated by written notice.
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To City: City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: Michelle Bannigan, Assistant Finance Director
To Consultant: U.S. Bank
Government Banking and Nonprofits Division
11988 El Camino Real, Suite 100
San Diego, CA 92130
Attn: Veronica Villasenor, Vice President - Relationship Manager
Section 17. Attorneys' Fees.
If any action at law or in equity is necessary to enforce or interpret the terms of
this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs
and necessary disbursements in addition to any other relief to which he may be entitled.
Section 18. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
interpretation of this Agreement, the dispute shall be resolved by binding arbitration
under the auspices of the Judicial Arbitration and Mediation Sen/ice ("JAMS").
Section 19. Other Banking Agreements.
This Agreement is subject to the provisions of the U.S. Bank Services Terms and
Conditions (as the same may be modified from time to time, the "Terms & Conditions")
and U.S. Bank's Deposit Account Agreement (as the same may be modified from time
to time, the "DAA"), the terms of both the Terms & Conditions and the DAA are
incorporated herein by reference. To the extent terms of this Agreement contradict the
terms set forth in the Terms & Conditions or the DAA, the terms of this Agreement shall
govern.
Section 20. Entire Agreement.
This Agreement constitutes the entire understanding and agreement between the
parties and supersedes all previous negotiations between them pertaining to the subject
matter thereof.
Section 21. Counterparts and Facsimile signatures.
This Agreement may be executed by the Parties in counterparts, which
counterparts shall be construed together and have the same effect as if all the Parties
had executed the same instrument. Counterpart signatures may be transmitted by
facsimile, email, or other electronic means and have the same force and effect as if they
were original signatures.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
CITY OF SAN JUAN CAPISTRANO
By:
Derek Reeve, Mayor
APPROVED AS TO FORM.
^"^S^^ff^i^Tc^'^^ney
U.S. BANK NATIONAL ASSOCIATION
^TdmrnlMJlhrn^
Veronica Villasenor, Vice President
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REQUEST FOR PROPOSAL
FOR
BANKING
AND
RELATED SERVICES
Financial Services Department
CITY OF SAN JUAN CAPISTRANO
Released on December 23, 2014
Exhibit A Page 1 of 61
BANKING AND OTHER RELATED SERVICES
REQUEST FOR PROPOSAL (RFP)
Dear Proposer:
The City of San Juan Capistrano (hereinafter referred to as the "City") is requesting
proposals from qualified public and/or private firm(s), for professional and technical
services to provide the following services:
• Banking Services
• Custodial Services
• Lockbox Services
• Merchant Services
The proposer may respond to one or more service components under this RFP.
Each service component must be priced separately. All proposers must adhere to
the proposal format as described in section 7. The Excel format for each pricing bid
form Is available on the City's Finance Department webpage at
www.saniuancapistrano.org. The term will be for three (3) years with two (2) one-year
options to renew.
1. BACKGROUND
The City of San Juan Capistrano Is a general law city, which operates under the
council/manager form of government with a General Fund expenditure budget of
over $22 million and an overall expenditure budget of over $63 million for fiscal year
2013-2014.
The City of San Juan Capistrano, Incorporated In 1961, has a population of
approximately 35, 900 and has a land area of 14.4 square miles. It Is located In the
southeastern portion of Orange County, California, approximately 62 miles south of
the city of Los Angeles and 65 miles north of the City of San Diego.
The City provides a wide range of municipal services that Include: public works,
planning and zoning, water and sewer services, parks and recreation, finance. City
Clerk and City Manager's office. Police services are provided by contract with the
Orange County Sheriffs Department. Fire services are provided through the taxing
authority of the County Structural Fire Fund and the Orange County Fire Authority.
The City provides the collection of wastewater, whereas Southeast Regional
Reclamation Authority, of which the City is a contributing member, provides the
treatment and disposal.
2. SCHEDULE OF EVENTS
This request for proposal will be governed by the following schedule:
Release of RFP December 23, 2014
Deadline for Written Questions January 16 2015
Responses to Questions Posted on Web January 23, 2015
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Exhibit A Page 2 of 61
Proposals are Due February 2, 2015
Interview (If held) TBD In February
Approval of Contract March 20, 2015
All dates are subject to change at the discretion of the City.
3. SERVICE #1 - BANKING SERVICES
a. Minimum Qualification
To be considered for selection, proposer must have at least the following
qualifications:
• Be a Federal or State of California chartered financial Institution.
• Be a member of the Federal Reserve System and have access to all
services.
• Be a qualified State depository for public funds.
• Be a full service financial institution In good standing among other
comparable banks and have a location within five (5) miles of the City Hall
located at 32400 Paseo Adelanto, San Juan Capistrano, CA 92675.
• Be capable of providing the services sought by the City, which Include a
wide range of electronic payment and deposit services.
• Be adequately capitalized to accommodate the City's cash and Investment
management needs. This Includes, but not limited to, a minimum $1 million
daylight overdraft facility, subject to credit review by the financial Institution.
b. Scope of Work
The City is seeking a financial institution that has demonstrated Its ability In the
following areas:
• Service Public Agencies
• Deposit Compensation
• Demand Deposit Accounts
• ACH, Wire and Other Transfers
• Deposit Transmittal Process
• Direct Deposit Relationship-State of California
• Direct Deposit of Payroll and Payroll Taxes
• Balance & Detail Reporting
• Bill Concentration Service
• Daylight Overdraft Protection
• implementation Plan
• Business Continuity Plan
• Information Technology
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Exhibit A Page 3 of 61
c. Proposal to include the following tabs:
• Tab A - Table of Contents
• Tab B - Bank Services to Public Sector. Please respond to the following
sections:
> Institution Overview - General overview of the financial Institution,
governmental client services philosophy, corporate organization.
Including identification of the government services unit, location of
corporation, processing center, branch localities, hours of
operation and banking holidays. Also please provide any relevant
Information regarding a correspondent bank relationship.
> Experience - Describe the Institution's direct experience In
servicing public sector clients. Please Include: the number of
public agency clients, the dollar amount of public funds on
deposit, and the Institution's knowledge of and adherence to the
California Government Code Including collaterallzatlon
requirements, and other applicable federal and state laws. Will
the Institution be able to comply with transaction confirmation and
respond to other requests for data as needed (I.e. from the City's
auditors)? What role does technology play In the delivery of
services?
> Relationship Management - Identify the size and scope of your
California-based public banking unit, bank officers responsible for
the City's accounts, what each person's role and responsibilities
will be, and the relevant credentials and experience of each
person on the relationship management team.
> Compliance and Exception - Include a statement to confirm the
bank's compliance to the specific minimum qualifications in Item
a, listing any exceptions to required services.
• Tab C - References. Please provide three references that are of
similar size and scope of service utilization as the City. Include the
following Information for each reference:
> Contact name and title
> Name of the public agency
> Telephone number and e-mail address
> Number of years as customer and services provided
• Tab D - Collaterallzatlon of Deposits: The bank Is required to
collateralize public funds deposits under the California Government
Code, Sections 53651 and 53652. Copies of the reports filed with the
State of California shall be made available to the City upon request.
Please detail the bank's procedures for collateralizing public funds
deposits.
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Exhibit A Page 4 of 61
> What types of securities are used as collateral? Can the City
select the type of collateral used?
> Which bank department Is responsible for tracking deposits and
monitoring collateral?
> What Is the bank's current level ($ amount) of California public
funds deposits and the related collateral?
> What Is the frequency of reporting to the State Treasurer's Office?
• Tab E - Deposit Compensation: The City compensates for bank
services primarily with compensating balances and Is charged for any
deficiencies based on monthly account analysis. Please Indicate the
following In this section:
> List the financial Institution's Earnings Credit Rate (ECR), and how
It Is calculated and applied.
> List the financial Institution's ECR for the past twelve (12) months.
> Please explain, In detail, how and when the FDIC assessment Is
computed and charged.
> Does the City have the option of compensating on fees or
balances basis or, a combination of both? Please describe any
difference In related costs to the City with either option.
> What Is the financial Institution's settlement period for account
analysis and billing purpose - monthly, quarterly, semiannually or
annually? How long can any excess balances be carried fonA/ard
to apply to charges In future billing periods?
> Please explain exactly what type of Items and services can be
applied against the City's account analysis In addition to standard
bank services.
> What procedure Is used to make any adjustments to Account
Analysis statements and how long does it take for adjustments to
take effect?
y Please state the negative collected balance charge that the City
will pay and. In detail, explain how this charge Is computed. Is
the rate quoted In this proposal good for the term of the contract?
Please provide escalation clauses.
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Exhibit A Page 5 of 61
• Tab F - Demand Deposit Accounts. The City, the Successor Agency
to the City's Redevelopment Agency and the Housing Authority currently
use four (4) demand deposit accounts (DDA) or checking accounts.
None of the accounts are Zero Balance Accounts. Please describe In
detail the Institution's ability to provide services to this type of accounts.
Entity Name Account Type Average Collected
Balance
City of San Juan
Capistrano
Checking Account $ 3,497,080
City of San Juan
Capistrano
Investment Sweep
Account
$ 115,675
San Juan Capistrano
Housing Authority
Checking Account $ 148,400
Successor Agency to the
San Juan Capistrano
Community Redevelopment
Agency
Checking Account $ 135,000
• Tab G - Automated Clearing House (ACH) Services.
ACH Direct Deposit of Payroll: The City utilizes direct deposit services
for Its bi-weekly payroll. Each payroll run has approximately 100
employees using the direct deposit service. Please address the following:
> Describe the bank's procedure In detail for receiving electronic
payroll data and any back-up plans for data transmissions.
> Discuss screening measures that the bank uses to minimize errors
on files sent to the bank (i.e. pre-notes, ABA screening, etc.).
Describe the processes and timing available for file/error correction.
> Indicate the transmission deadlines for direct deposit ACH flies.
Including date and time when the bank needs the file from the City
and when funds are debited from the City's account.
ACH Auto Debit: The financial institution must have the capability to
accommodate an online bill collection service. The City currently collects
utility bills via ACH debit each month.
• Tab H - Wire and Other Transfers. Please describe the financial
Institution's on-line transfer service capability and what specifically is
recommended for the City's use and consideration.
> What Is the process for Initiating wire transfers? Please Include
the deadlines.
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Exhibit A Page 6 of 61
> Describe the financial Institution's Incoming and outgoing
electronic money transfer services. Include safeguards and
security measures offered by your services.
> Please provide a description or sample of the Institution's funds
transfer agreement. How are the authorization levels established
for transfers?
• Tab I - Deposit Transmittal Process. The City currently makes
physical deposits at the local branch.
> Please Identify your branch locations within five (5) miles of City
Hall.
> Please describe the Institution's required deposit preparation for
check, currency and coin.
> What are the cut-off times for deposits at the financial Institution's
local branch to ensure same day credit? Is there additional
charge for after banking hours processing fee?
> How would the City order cash vault supplies? How Is payment
made for such supplies?
> Please describe in detail the financial Institution's procedures for
handling deposit adjustments. What documentation on
discrepancies does the bank provide?
> Please describe the financial Institution's returned Item handling
and notification procedures. Is an automatic re-clear option
available? How long does It take for returned Items to be sent to
the City?
• Tab J - Payroll Tax Processing: Please describe the services
available from the financial Institution to accommodate the City's
payment and reporting of payroll taxes.
• Tab K - State Activity/LAIF Transfers: The City transacts State of
California Local Agency Investment Fund (LAIF) transfers on a regular
basis and receives State electronic payments.
> Please describe the LAIF transfer process. Are the transfers done
by telephone, email, fax, wire transfer, etc.? How Is the accuracy of
transfers assured?
>• What is the charge per transfer to LAIF? From LAIF?
> Does the bank have an office in Orange County that maintains a
direct DDA banking relationship with the State Treasurer's office
and the State Controller's office?
> Is the bank an approved State of California depository?
> What is the charge for the deposit of State electronic payments?
State warrants?
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Exhibit A Page 7 of 61
Tab L - Bill Concentration Service: The City Implemented this service
In Fall 2014.
> Does the bank have the capability to provide a bill concentration
service? If so, please describe the service and any costs
associated.
Tab M - Balance and Detail Reporting: The City currently utilizes a
web-based on-line system to perform a variety of processes, such as
placing stop payments, obtaining cancelled check Image and accessing
on-line balance reporting Information (current day and prior day) for all
accounts using a PC and the Internet.
> Please describe the financial Institution's on-line banking and
Information reporting system(s) Including a list of all services
provided and Its respective costs.
> What are the current computer hardware and software
specifications for the financial Institution's on-line system?
> At what time (Pacific Standard Time) Is prior day information
available? Can the City obtain current day Information?
> Please Include In this section: sample copies of prior day and
current day (if available) reports that would be the best example of
the system's capabilities.
> Can the reports be customized for the end-user or exported to
Excel?
> What types of security measures are In place? How Is the
assignment of user I.D.'s and passwords managed?
> What is the bank's contingency plan for providing this Information If
the event of unexpected bank system problems or natural
disasters?
> Does the bank offer electronic delivery of statements, reports and
notices?
Tab N - Daylight Overdraft Protection: The City requires daylight
overdraft protection for the occasional situations whereby timing
differences occur between Incoming wires or LAIF transfers and outgoing
wires.
> Describe any Issues, concerns and charges associated with the use
of a daylight overdraft facility.
> Will the bank guarantee payment of all Items even If it results In the
account being overdrawn temporarily for the day?
Tab O - Conversion Plan: As part of any conversion, the City requires
an efficient transition to the new service provider or to enhanced services
with Its existing service provider.
> Please describe the overall plan the financial institution would
coordinate to ensure a smooth conversion.
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Exhibit A Page 8 of 61
> Please describe the on-site training to the City's staff for the
operation and use of the services selected? How Is the training
typically structured?
> Please provide a detailed time line schedule and applicable charges
for the conversion plan.
> What size of conversion allowance will the financial institution
provide to the City? Please state a specific dollar amount or identify
those supplies, products or services Included.
Tab P - Business Continuity Plan. The City requires assurance of ability
to provide financial services In the event of a major emergency and during
the disaster recovery period.
> Please describe In detail, the financial Institution's compliance with
the State and Federal regulations pertaining to this area.
> Please describe testing of core service applications and system
that assure Information backup, anti-Intrusion and other privacy
requirements.
> Please describe operational diversification and geographic
dispersal of service centers.
Tab Q - Banking Services Bid Form. Please complete per form shown
In Exhibit A. In addition to submitting with proposal responses, this form
must also be submitted In Excel format with the proposal package.
Fees related to ail services described In the proposal must be listed on
this form - even If the service Is not shown on the form. Also, please
include any one-time set-up charges, equipment costs, research fees
and all other fees that will be charged. Include any Incentives or price
breaks based on volume, timeliness, or rebates. Please state the period
of validity for these fees.
Tab R - Sample Reports to Submit.
> Sample Account Analysis and User's Guide
> Sample Account Statements
> Sample Prior Day and Current Day Reports
Tab S - Relevant Contract, Agreements and Statements to Submit.
> Sample Funds Transfer Agreement
> Sample Contract for Deposit of Monies
Tab T - Financial Statements and Ratings. Please provide the most
recent audited financial statements or annual report for the financial
Institution (a reference to electronic availability will suffice). Also Include
the institution's most current Standard & Poor's, Moody's and or Fitch
credit ratings, where available.
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Exhibit A Page 9 of 61
• Tab U - Sample City Agreement, Mandatory Insurance and Business
License Requirements. See Attachment 1 for a sample of the City's
standard personal services agreement.
• Tab V - Service Enhancement and Industry Best Practices.
> What best practices have you Identified In this Industry space?
> Describe any services and technological enhancements not
previously mentioned that should be considered for further
Improving the effectiveness of the City's treasury management
operations, Including procedures for Positive Pay processing and
remote check deposits.
4. SERVICE #2 - CUSTODIAL SERVICES
a. Scope of Work
The City currently has two safekeeping accounts (one for the City and another for
the Successor Agency). The City contracts with an Investment advisor firm,
PFMAM Asset Management, to manage approximately $30 million of the City's
$44 million Investment portfolio. The City manages $14 million of the City's
Investment portfolio and the entire portfolios for the Successor Agency and the
Housing Authority. The City's intention Is not to hold uninvested cash In the
custodian accounts. Funding for Investment purchases will be wired from the
City's Investment sweep account, the Housing Authority's checking account, or the
Successor Agency's checking account. The October 2014 investment reports for
each entity, the most recent data available. Is Included as Attachment 2 to the
RFP.
The City Is seeking proposal from qualified Institutions that have demonstrated Its
ability In the following areas:
• Service Public Agencies
• System and Data-Processing
• Accounting and Reporting
• Asset Safekeeping
• Implementation Plan
b. Proposal to Include the following tabs:
• Tab A - Table of Contents
• Tab B - Organization Information. Please Indicate the following
information In this section:
> Provide a description of total custody assets and clients by type
and asset size (I.e. corporate client and public fund client, etc.).
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Exhibit A Page 10 of 61
> Include an organizational chart of the Trust/Custody Department
showing the position of the Department within the firm's structure.
> Describe any organizational changes (mergers or acquisitions,
etc.) in the past three years that had an impact on your
trust/custody operations.
> Describe your Trust/Custody Department's long-term strategy for
business and personnel development.
> Discuss the financial stability of your firm. Please provide the most
recent audited financial statements or annual report for the firm (a
reference to electronic availability will suffice). Also Include the
firm's most current Standard & Poor's, Moody's and or Fitch credit
ratings, where available.
> Define your firm's fiduciary responsibility and describe how your
firm maintains its independence.
> Describe your firm's commitment to service quality and customer
services. Does your firm have a quality management program?
How do you measure customer satisfaction?
> Describe briefly what you feel sets your firm apart from other
trust/custody service providers.
Tab C - General and Administration Information. Please Indicate the
following Information In this section:
> How many accounts are assigned to each primary client contact
officer on average?
> Identify the client service officer and account administration team
that would support the City. Please Include biographies and years
of experience for client support person(s). Also list the location
and hour of service for client support person(s).
> What was your firm's custodial client turnover (gains and losses)
In the past three years?
> Describe any litigation, legal proceeding or Investigation In the last
three (3) years by a regulatory agency that Involved your
Trust/Custody Department or its officers.
> Describe your disaster recovery plan Including backup capabilities
and procedures.
> List all Insurance coverage relevant to custody functions. Indicate
the type and the amount.
Tab D - References. Provide contact information (name, address,
telephone number and e-mall address) of three (3) references for
trust/custody services of similar size.
Tab E - Investment Reconciliation Process. Please describe the
following In this section:
> What Information delivery system do you offer to investment
managers? Do managers have on-line access to portfolio data?
11
Exhibit A Page 11 of 61
> How do investment managers communicate trade Instructions to
your firm for settlement? Please Include Instruction deadlines.
> Does your firm have a separate Investment manager liaison group
that handles the reconciliation process? If so, please describe the
structure of the group and how It communicates with the
accounting group. If not, describe how Investment manager
relationships are handled.
> Describe the role your firm plays In the Investment manager
reconciliation process. What specific procedures are performed
on the reconciliation prepared by managers? Do you formally
reconcile your records with those of the Investment managers?
Describe the process and frequency of reconciliation. Do you
reconcile and research pricing and market value differences with
the Investment managers?
> Does your firm monitor tolerance levels for pricing discrepancies
with Investment managers? How are pricing challenges resolved?
> Please comment on follow-up procedures for discrepancies
Identified during the reconciliation process.
> How are reconciling Items communicated to the client?
> Do you have specific client services accounting staff with the
responsibility of reconciling exception Items between you and the
Investment managers?
• Tab F - Accounting and Reporting. Please describe the following In
this section:
> Provide a description of your accounting system.
> Describe your procedures for ensuring that all Interest and
dividends for the City's portfolio are paid.
> Provide a schedule of all accounting reports available In your
custody system and Include samples. How often are such reports
produced?
> How soon after accounting periods are fully audited reports
available? Can you provide dally pricing and related portfolio
holding report?
> What steps are taken to ensure the accuracy of client reports?
Who is responsible for ensuring accuracy? What controls are built
into the process? What is the turnaround time for correcting
errors?
> Do you have the ability to provide all accounting report on-line
through your custodian portal?
> Describe your data retention policy.
> is there any special hardware and software required to use your
online service? If yes, please specify. If your system is a web-
based, what web-browser version does your system can operate
with?
12
Exhibit A Page 12 of 61
> Please describe your on-line capabilities for accounting and
reporting information. What type of reports can be generated?
Can the client download the data to create custom reports? What
Is your practice In creating custom reports for clients and related
cost?
> How current Is the on-line Information? Is It real-time (access trade
information as It changes throughout the day) or batch processed
(data Is updated each night)? How long is Information available on
the system? Is this dally or monthly Information?
> What provisions are made for training clients In the use of the
systems?
• Tab G - Asset Safekeeping. Please describe the following In this
section:
> Describe your depository memberships (i.e., DTC, FRB) and the
services you use at these depositories. Describe your system for
registration and custody of assets.
> Discuss the level of automation of your security transaction
processing system.
> How and where are physical settlements transacted?
> What procedures are in place to ensure the accuracy in your
custody and clearing area?
> How and when are corporate actions processed?
> What source do you use to price securities? What Is the
frequency of your pricing updates?
> What procedures do you have to Identify and Investigate any
significant or unusual price changes?
• Tab H - Audit Controls. Please provide the following In this section:
> A copy of your most recent SSAE 16 report (formerly SAS 70). A
reference to electronic availability will suffice
> Copies of any Internal control opinions Issued by your
Independent auditors specifically related to your custody services
within the last three (3) years.
> What Is responsible for monitoring and Implementing the auditors'
recommendations made to management?
• Tab I - Implementation Plan. Please describe the following in this
section:
> Discuss your approach to the Implementation process. Include an
estimated implementation calendar, actions required on the part of
the City and Custodian and the timeframe to complete the tasks.
> What dedicated resources (personnel and technical), procedures
and controls will you provide or recommend in the implementation
period to ensure a successful and timely implementation?
13
Exhibit A Page 13 of 61
• Tab J - Fees.
> Please provide a fee schedule for custodial services. Specify
what services are Included In the fee schedule. If you offer
unbundled custodial services, please list the specific unbundled
pricing for the services.
> Will you guarantee your fees for a fixed number of years?
• Tab K - Service Enhancement and Industry Best Practices.
> Describe any services and technological enhancements not
previously mentioned that should be considered for further
Improving the effectiveness of the City's treasury management
operations.
> What best practices have you Identified In this Industry space?
5. SERVICE #3 - LOCKBOX SERVICE
a. Scope of Work
The City utilizes lockbox services to collect and process customer payments for Its
Water Utility services. The City receives approximately 7,200 payments per
month through lockbox.
b. Proposal to Include the following tabs:
• Tab A - Table of Contents
• Tab B - Organization and General information. Please provide the
following Information In this section:
> General overview of the firm's and lockbox services unit. Including
location of office, processing center and hour of operation.
> Provide the names of Individuals who will be working on the
proposed services and their areas of responsibility. Include their
specific experience relatives to the request for proposal
requirements and their contact numbers and e-mail addresses.
> Describe your firm's approach to keep your product line
competitive and develop new services.
• Tab C - References. Please provide three (3) references (preferably
from current local government customers for lockbox services). Include
name, address, telephone number and e-mail address.
• Tab D - Lockbox Receipt Processing. Please describe the following in
this section:
> Location of post office box
> Time and frequency of pickups from the post office box
> Turn-around processing time
> Deposit frequency, deadlines and reconciliation
14
Exhibit A Page 14 of 61
> Ability to provide images of remittance documents and checks via
web and/or CD Rom.
> Acceptance criteria for payments
> Method and time of delivery for returning original documents to the
City
> Treatment of exception (non-standard) Items and ability to process
exception Items separately
> Ability to handle payments containing multiple remittance advices
> Technical specifications of transmission of data to the City
> Error tolerance of lockbox personnel and subcontractors
> Bonding requirements of lockbox personnel and subcontractors
> Procedures to handle Inquiry, research and adjustments and turn-
around time If established
• Tab E - Security Measure and Disaster Recovery Plan. Please
describe your firm's security features to minimize the risk of unauthorized
transactions and formal disaster recovery plan.
• Tab F - Implementation Plan. Please describe the following In this
section:
> Discuss your approach to the Implementation process. Include an
estimated Implementation calendar, actions required on the part of
the City and your firm and the timeframe to complete the tasks.
> What dedicated resources (personnel and technical), procedures
and controls will you provide or recommend In the Implementation
period to ensure a successful and timely Implementation?
• Tab G - Lockbox Services Bid Form. Please complete per form shown
In Exhibit B. In addition to submitting with proposal responses, this form
must also be submitted In Excel format with the proposal package.
Fees related to all services described In the proposal must be listed on
this form - even if the service Is not shown on the form. Also, please
Include any one-time set-up charges, equipment costs, research fees
and all other fees that will be charged. Include any Incentives or price
breaks based on volume, timeliness, or rebates. Please state the period
of validity for these fees.
• Tab H - Service Enhancement and Industry Best Practices.
> Describe any services and technological enhancements not
previously mentioned that should be considered for further
Improving the effectiveness of the City's lockbox services.
> What best practices have you Identified In this industry space?
15
Exhibit A Page 15 of 61
6. SERVICE #4 - MERCHANT SERVICES
a. Scope of Work
The City currently accepts Visa, MasterCard, American Express and Discover
credit card payments approximating $245,000 or 2,400 transactions each month.
The City currently has two merchant locations accepting payments for City
services such as utility payments, business license fees, permits, plan checks,
recreation classes and parking fees, etc. The City also has hand-held devices to
process credit card payments. Payments are accepted over-the-counter, by mall,
by telephone, online and occasionally In the field (using hand-held devices). The
City prefers a single point of contact for technical Issues, configuration changes,
upgrades, maintenance and troubleshooting for any merchant bankcard Issues.
b. Proposal to Include the following tabs:
• Tab A - Table of Contents
• Tab B - Organization and General Information. Please provide the
following In this section:
> Describe your firm's Merchant Bankcard and Polnt-of-Sale
processing capabilities.
> Include an organization chart of the Merchant Bankcard Service
Department showing the position of the Department within the
firm's structure.
> Describe your customer service standards for Merchant Bankcard
processing and review. Do you have a quality management
program? How do you measure customer satisfaction?
• Tab C - Bankcard Transaction Processing
> What Is the settlement cutoff time for card transactions?
> When and how will the City receive funds for each day's
transactions? Is settlement by ACH or Fed wire? Are settlement
amounts listed separately on the bank statement or will they
appear as one lump sum? WIN your firm break out amounts by
merchant locations/payment types?
> Describe your online reporting capabilities. What types of report
are available to view merchant card transactions? Can the user
create custom reports? Please provide sample reports.
> How are adjustments and charge backs handled? How is the City
notified of charge backs? Are charge backs and other debit
adjustments netted with dally proceeds or debited separately? Is
the discount fee refunded when a charge back or refund
occurred?
• Tab D - Fees. Please complete per form shown In Exhibit C. in addition
to submitting with proposal responses, this form must also be submitted In
Excel format with the proposal package. Please provide the ("Interchange
Pass-Through") discount rate and all other applicable charges
Exhibit A Page 16 of 61
credit/debit card processing services as described above. Include the
following:
> Visa and MasterCard authorization fees
> Monthly service fee
> Monthly statement fee
> Any other fees the City would be charged.
• Tab E - Service Enhancement and Industry Best Practices.
> Describe any services and technological enhancements not
previously mentioned that should be considered for further
Improving the effectiveness of the City's operations.
> What best practices have you Identified in this Industry space?
7. PROPOSAL FORMAT GUIDELINES
Interested entitles or contractors are to provide the City of San Juan Capistrano with
a thorough proposal using the following guidelines:
a. FORMAT
Proposal shall be typed and should contain no more than fifty (50) typed pages
using a 12-polnt font size, Including a cover letter and resumes of key people, but
excluding Index/Table of Contents, tables, charts, and graphic exhibits. Each
proposal will adhere to the following order and content of sections. Proposal
should be straightforward, concise and provide "layman" explanations of technical
terms that are used. Emphasis should be concentrated on conforming to the
RFP Instructions, responding to the RFP requirements, and on providing a
complete and clear description of the offer. Proposals which appear unrealistic In
terms of technical commitments, lack of technical competence or are Indicative of
failure to comprehend the complexity and risk of any contract awarded under
this RFP, may be rejected. The following proposal sections are to be Included
In the Proposer's response:
b. Cover Letter
Proposal shall be accompanied by a cover letter, not to exceed two (2) pages In
length. The cover letter should summarize key elements of the proposal. An
Individual authorized to bind the consultant must sign the letter. The letter must
stipulate that the proposal price will be valid for a period of at least 180 days.
Indicate the address and telephone number of the contractor's office located
nearest to San Juan Capistrano, California and the office from which the project
will be managed.
c. Background, Project and Methodology Section
Refer to the Scope of Work for specific services.
17
Exhibit A Page 17 of 61
d. Staffing
Provide a list of personnel who will be working on this project and Indicate the
functions that each will perform and anticipated hours of service of each
Individual. Include a resume for each designated Individual.
Upon award and during the contract period, If the contractor chooses to assign
different personnel to the project, the Contractor must submit their names and
qualifications Including Information listed above to the City for approval before
they begin work.
e. Financial Capacity
Provide the Proposer's latest audited financial statement or other pertinent
Information such as Internal unaudited financial statements and financial
references to allow the City to reasonably formulate a determination about the
financial capacity of the Proposer. Describe any administrative proceedings,
claims, lawsuits, or other exposures pending against the Proposer.
f. Fee Proposal
See requirements In the Scope of Work for specific services. Pricing Instructions
should be clearly defined to ensure fees proposed can be compared and
evaluated. Proposals shall be valid for a minimum of 180 days following
submission.
g. Disclosure
Please disclose any and all past or current business and personal
relationships with any current San Juan Capistrano elected official, appointed
official. City employee, or family member of any current San Juan Capistrano
elected official, appointed official, or City employee. Any past or current
business relationship may not disqualify the firm from consideration.
h. Sample Agreement
The flrm(s) selected by the City will be required to execute a Personal Services
Agreement (Agreement) with the City. The form of the Agreement Is enclosed as
Attachment 1. See additional Information on the Agreement at Section 12 below.
8. PROCESS FOR SUBMITTING PROPOSALS
a. Content of Proposal
The proposal must be submitted using the format as Indicated in the
proposal format guidelines.
b. PrgpgrgtiQn Qf Prppp??!
Each proposal shall be prepared simply and economically, avoiding the use of
elaborate promotional material beyond those sufficient to provide a complete,
accurate and reliable presentation.
18
Exhibit A Page 18 of 61
c. Numbgr gf Prgpggal?
Submit one original, five (5) hard copies plus one disk copy of your proposal in
sufficient detail to allow for thorough evaluation and comparative analysis. In
the event of a conflict between the original and any hard copy or disk copy, the
original shall control.
d. $Mbm!g?i9n pf PrppQggI?
Complete written proposals must be submitted In sealed envelopes marked and
received no later than 4:30 p.m. (P.S.T) on February 2, 2015 to the address
below. Proposals will not be accepted after this deadline. Faxed or e-malled
proposals will not be accepted.
City of San Juan Capistrano
Michelle Bannigan, Assistant Finance Director
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
RE: Banking and Related Services
e. Inquiries
Questions about this RFP must be directed In writing, via e-mall no
later than Januarv 16. 2015 at 4:30 p.m. to:
Michelle Bannigan
Assistant Finance Director
mbannlgan@saniuancaplstrano.org
The City reserves the right to amend or supplement this RFP prior to the proposal
due date. The City will endeavor to answer all written questions timely received
no later than January 23, 2015. The City reserves the right not to answer all
questions.
From the date that this RFP Is Issued until the contractor(s) are selected and the
selection Is announced, firms are not allowed to communicate outside the
process set forth In this RFP with any City employee other than the contracting
officer listed above regarding this RFP. The City reserves the right to reject
any proposal for violation of this provision. No questions other than written will
be accepted, and no response other than written will be binding upon the City.
f. Conditions for Proposal Acceptance
This RFP does not commit the City to award a contract or to pay any costs
Incurred for any services. The City, at Its sole discretion, reserves the right to
accept or reject any or all proposals received as a result of this RFP, to negotiate
with any qualified source(s), or to cancel this RFP In part or In Its entirety.
The City may waive any Irregularity In any proposal. All proposals will
become the property of the City of San Juan Capistrano, USA. If any
proprietary Information Is contained In the proposal. It should be clearly Identified.
19
Exhibit A Page 19 of 61
10. EVALUATION CRITERIA
Evaluation of all proposals received by the City shall be based on the following
criteria.
a. Qualifications of Entity and Key Personnel 25%
Includes the following: the Proposer's ability to provide the requested
scope of services; the Proposer's financial capacity; the Proposer's
recent experience conducting work of similar scope; the complexity, and
magnitude for other public agencies of similar size; and references.
b. Approach to Providing the Requested Scope of Services 25%
Includes an understanding of the RFP and of the project's scope of
services, knowledge of applicable laws and regulations related to the
scope of services.
c. Price Proposal 25%
Price Proposals will be evaluated on the basis of the Total Estimated
Annual Price for each service area.
d. Innovative and/or creative approaches to providing the services that
provide additional efficiencies or Increased performance capabilities.
-25%
10. EVALUATION OF PROPOSALS AND SELECTION PROCESS
In accordance with Its Municipal Code Section 3-4.306, the City will adhere to the
following procedures In evaluating proposals. A Selection Committee
(Committee), which comprises City's staff will screen and review all proposals
according to the weighted criteria set forth above. While price Is one basic factor
for award It Is not the sole consideration.
a. Responsiveness Screening
Proposals will first be screened to ensure responsiveness to the RFP. The City
may reject as non-responsive any proposal that does not Include the documents
required to be submitted by this RFP. At any time during the evaluation process,
the City reserves the right to request clarifications or additional Information from
any or all Proposers regarding their proposals.
b. Initial Proposal Review
The Committee will Initially review and score all responsive written proposals
based upon the Evaluation Criteria set forth above. The Committee may also
contact Proposer's references. Proposals that receive the highest evaluation
scores may be invited to the next stage of the evaluation process. The City
may reject any proposal in which a Proposer's approach, qualifications, or price Is
not considered acceptable by the City. An unacceptable proposal Is one that
20
Exhibit A Page 20 of 61
would have to be substantially rewritten to make It acceptable. The City may
conclude the evaluation process at this point and recommend award to the lowest
responsible bidder. Alternatively, the City may elect to negotiate directly with one
or more Proposers to obtain the best result for the City prior to making a
recommendation or selection.
c. Interviews, Reference Checks, Revised Proposals, Discussions
Following the initial screening and review of proposals, the Proposers Included In
this stage of the evaluation process may be Invited to participate In an oral
Interview. Interviews, If held, are tentatively scheduled to occur In February 2015
and will be conducted at City of San Juan Capistrano City Hall, 32400 Paseo
Adelanto, San Juan Capistrano, CA 92675. This date is subject to change. The
Indlvidual(s) from Proposer's firm that will be directly responsible for carrying out
the contract, if awarded, should be present at the oral Interview. The oral
Interview may, but is not required to, use a written question/answer format for the
purpose of clarifying the Intent of any portions of the proposal.
In addition to conducting an oral Interview, the City may during this stage of the
evaluation process also contact and evaluate the Proposer's references, contact
any Proposer to clarify any response or request revised or additional Information,
contact any current users of a Proposer's services, solicit Information from any
available source concerning any aspect of a proposal, and seek and review any
other Information deemed pertinent to the evaluation process.
Following conclusion of this stage of the evaluation process, the Committee will
again rank all Proposers according to the evaluation criteria set forth above.
The Committee may conclude the evaluation process at this point, and make
a recommendation for award, or It may request Best and Final Offers from
Proposers. The City may accept the proposal or negotiate the terms and
conditions of the agreement with the highest ranked firm, which shall be
determined to be the lowest responsible bidder. The City may recommend award
without Best and Final Offers, so Proposers should Include their best proposal
with their Initial submission.
Recommendation for award Is contingent upon the successful negotiation of final
contract terms. Negotiations shall be confidential and not subject to disclosure to
competing Proposers unless an agreement is reached. If contract negotiations
cannot be concluded successfully within a time period determined by the City, the
City may terminate negotiations and commence negotiations with the next highest
scoring Proposer or withdraw the RFP.
11. CONFIDENTIALITY
The California Public Records Act (Cal. Govt. Code Sections 6250 et seq.) mandates
public access to government records. Therefore, unless information Is exempt from
disclosure by law, the content of any request for explanation, exception, or
substitution, response to this RFP, protest, or any other written communication
between the City and Proposer, shall be available to the public. The City Intends to
release all public portions of the proposals following the evaluation process at such
time as a recommendation is made to the City Council.
21
Exhibit A Page 21 of 61
If Proposer believes any communication contains trade secrets or other proprietary
Information that the Proposer believes would cause substantial Injury to the
Proposer's competitive position If disclosed, the Proposer shall request that the City
withhold from disclosure the proprietary information by marking each page containing
such proprietary Information as confidential. Proposer may not designate Its entire
proposal as confidential nor designate Its Price Proposal as confidential.
Submission of a proposal shall Indicate that. If Proposer requests that the City
withhold from disclosure Information Identified as confidential, and the City compiles
with the Proposer's request. Proposer shall assume all responsibility for any
challenges resulting from the non- disclosure. Indemnify and hold harmless the City
from and against all damages (Including but not limited to attorney's fees that may
be awarded to the party requesting the Proposer Information), and pay any and all
cost and expenses related to the withholding of Proposer Information. Proposer shall
not make a claim, sue, or maintain any legal action against the City or Its directors,
officers, employees, or agents concerning the disclosure, or withholding from
disclosure, of any Proposer Information. If Proposer does not request that the City
withhold from disclosure information Identified as confidential, the City shall have
no obligation to withhold the Information from disclosure and may release the
Information sought without any liability to the City.
12. EX PARTE COMMUNICATIONS
Proposers and Proposers' representatives should not communicate with the City
Council members about this RFP. In addition. Proposers and Proposers'
representatives should not communicate outside the procedures set forth In this RFP
with an officer, employee or agent of the City, Including any member of the
evaluation panel, with the exception of the RFP Facilitator, regarding this RFP until
after contract award. Proposers and their representatives are not prohibited,
however, from making oral statements or presentations in public to one or more
representatives of the City during a public meeting.
A "Proposer" or "Proposer's representative" Includes all of the Proposer's employees,
officers, directors, consultants and agents, any subcontractors or suppliers listed in
the Proposer's proposal, and any individual or entity who has been requested by the
Proposer to contact the City on the Proposer's behalf.
13. CONFLICT OF INTEREST
The Proposer shall warrant and represent that It presently has no Interest and agrees
that It will not acquire any Interest which would present a conflict of interest under
California Government Code sections 1090, et seq., or sections 87100, et seq.,
during the performance of services under any Agreement awarded. The Proposer
further covenants that it will not knowingly employ any person having such an
Interest In the performance of any Agreement awarded. Violation of this provision
may result In any Agreement awarded being deemed void and unenforceable.
14. DISCLOSURE OF GOVERNMENTAL POSITION
In order to analyze possible conflicts that might prevent a Proposer from acting on
behalf of the City, the City requires that all Proposers disclose in their proposals
any positions that they hold as directors, officers, or employees of any governmental
entity. Additional disclosure may be required prior to contract award or during tfe
Exhibit A Page 22 of 61
term of the contract. Each Proposer shall disclose whether any owner or employee
of the firm currently hold positions as elected or appointed officials, directors, officers,
or employees of a governmental entity or held such positions In the past twelve (12)
months.
15. CONDITIONS TO AGREEMENT, IF ANY.
The selected Proposer will execute a Personal Services Agreement with the City
describing the Scope of Services to be performed, the schedule for completion of
the services, compensation, and other pertinent provisions. The contract shall
follow the sample form of Agreement provided as Attachment 1 to this RFP. All
Proposers are directed to particularly review the Indemnification and Insurance
requirements set forth In the sample Agreement.
The contractor will maintain Insurance requirements during the entire time of the
contract. To confirm this requirement, within fifteen (15) days from execution of the
agreement, the contractor shall furnish the City satisfactory evidence of the Insurance
requirements and evidence that each carrier is required to give at least thirty (30)
days prior notice of the cancellation agreement. The City shall be named additional
Insured under the Contractor's policies as noted In the agreement.
The terms of the agreement, including insurance requirements have heen
mandated hy the City. Submittal of a proposal shall be deemed acceptance of all
the terms set forth In this RFP and the sample Agreement for Services unless the
Proposer Includes with Its proposal, in writing, any conditions or exceptions
requested by the Proposer to the proposed Agreement.
16. DISQUALIFICATION STATEMENT
Proposers shall submit a statement with the proposal to state whether a Proposer,
any officer of a proposer, or any employee of a Proposer who has a proprietary
Interest In the Proposer, has ever been disqualified, removed, or otherwise prevented
from proposing on, or completing a federal, state, or local government project
because of a violation of law or safety regulation and If so, to explain the
circumstances. A proposal may be rejected on the basis of a Proposer, any officer or
employee of such Proposer, having been disqualified, removed, or otherwise
prevented from proposing on, or completing a federal, state, or local project because
of a violation of law or a safety regulation.
17.STANDARD TERMS AND CONDITIONS
a. Amgndment?
The City reserves the right to amend or supplement this RFP prior to the proposal
due date. All amendments and additional information will be posted to the San
Juan Capistrano City website, San Juan Capistrano - Official City Web Site -
Department -Financial Services- Request for Proposals. Proposers should check
this web page dally for new Information.
b. Cost for Preparing Proposal
The cost for developing the proposal is the sole responsibility of the Proposer.
All proposals submitted become the property of the City.
23
Exhibit A Page 23 of 61
c. Business License
The Contractor must have a City of San Juan Capistrano business license while
conducting any work under this contract.
24
Exhibit A Page 24 of 61
EXHIBIT A
City of San Juan Capistrano - Banking Services Bid Form
(Mark Items Clearly if "No Proposal: or Contracted to Third Party)
Item
Estimated
Monthly Unit
Volume
AFP Code Per Unit Cost Total Monthly
Cost
Estimated Total
Annual Cost
General Account Services
Account Maintenance - Web 4 AAA003
Bank Statement - Web 4 CHK111
Information Reporting
Partial Reconciliation Monthly Maintenance 2 ARP003
Paper Report Print & Shipping 1 ARP180
Image Item Prior Day Statement 13 INF450
CSV Report Monthly 1 ARP502
Web Prior Day Report 4 INF407
Web Prior Day Balance/Summary Updated 942 INF411
Web Prior Day Transaction Updated 572 INF412
Web Current Day Report 4 INF425
Web Current Day Balance/Summary
Updated 169 INF413
Web Current Day Transaction Updated 202 INF414
Depository Services
Branch Deposit 40 CHK010
Electronic Credit 129 CHK011
Night Drop Deposit 29 CHK012
Deposit Administration Fee 3699 CHK750
Currency Deposit Standard 30915 RCC015
Check Deposit on Us 460 CKP120
Check Deposit - Local Clearing House 1672 CKP137
Check Deposit - Select In District, CA 2168 CKP138
Check Deposit - All Others 1759 CKP139
Deposited Item Return - Reclear 3 RET062
Deposited Item Return - Chargeback 2 RET063
ACH
ACH Web Monthly Base Fee 3 CPY406
ACH Web Credit Transactions 284 CPY407
ACH Web Debit Transactions 1702 CPY409
ACH Web Returns Transmission 4 CPY417
ACH Web Reiects/Rev/Del 1 CPY420
ACB Web NOG Transmission 5 CPY430
ACH Web Batch Release 7 CPY432
Web Addenda Records 1 CPY435
ACH Web Acknowledgement Report 6 CPY458
Paper Disbursement Services
Check Paid Partial - Truncated 276 ARP034
Paid Check Charge 16 CHK020
Daily Paid Report 2 ARP051
Paid No Issue Report 2 ARP065
Reconcile Stop Payments - Renewal 1 ARP082
Transmission Output - Per TX 2 ARP113
Transmission Output - Per Item 296 ARP114
Check Capture 359 ARP151
Check Image Retrieyal Monthly Fee 1 IMG401
Check Image 4 IMG402
Check Processing Rejects 15 CKP181
Pre-Encoded Courier Deposit 18 CKP001
Non-Customer Cash Paid on - us 1 CUS301
Credit Error Notice 2 CKP191
Debit Error Notice 1 CKP190
Web Stop Payment Single Inguiry 3 TSP450
Web Stop Payment Renewal 42 TSP418
Electronic Debit and Wire Transfer
Electronic Debit 32 CHK021
Wire Transfer Monthly Fee Web 1 WTM442
Account Transfer End of Day Web 2 WTM436
Outgoing Domestic Wire Web 6 WTM443
Exhibit A Page 25 of 61
EXHIBIT A
City of San Juan Capistrano - Banking Services Bid Form
(Mark Items Clearly if "No Proposal: or Contracted to Third Party)
Item
Estimated
Monthly Unit
Volume
AFP Code Per Unit Cost ToUl Monthly
Cost
Estimated Total
Annual Cost
LAIF
LAIF Redemption 1 CSU170
LAIF Investment 1 CSU171
Bill Concentration
Monthly License Fee 1 BCS003
Transmission Fee 19 BCS005
Transaction Fee 627 BCS007
Return Fee 2 BCS028
Miscellaneous Items
Bank Supplies
Endorsement Stamps
Deposit Slips
Deposit Bags
Exhibit A Page 26 of 61
EXHIBIT B
City of San Juan Capistrano - Lockbox Services Bid Form
(Mark Items Clearly if "No Proposal or Contracted to Third Party")
Item Unit Price Estimated Monthly
Volume Monthly Cost Explanation
Processing
Monthly Maintenance
Processed Item
Multiple Payment Surcharge
Deposit
Cash Payment Received
Additional Processing
Manual/Express Mail
Sort
Stub Only Item
Photocopy
Outline Exception Review
Outline Exceptions Monthly
Outline Exceptions Item
Outline Exceptions User
Image Delivery Services
Image Monthly Maintenance
Image Web Item
Image Full-Page Item
Image CD-ROM
Image CD Rom Item
Reporting
Transmissions
Custom Report Monthly
Other
Lockbox Changes
Package Preparation
US Mail per item
Research Request
Annual P.O. Box Rental
Initial Fees
Lockbox Setup Fee
Image Setup Fee
Courier Fee
Daily Courier Service
Third Party Courier Service
Photocopy
Per Item Photocopy Charge
Other Fees
Exhibit A Page 27 of 61
EXHIBIT B
City of San Juan Capistrano - Lockbox Services Bid Form
(Mark Items Clearly If "No Proposal or Contracted to Third Party")
Item Unit Price Estimated Monthly
Volume Monthly Cost Explanation
Processing
Monthly Maintenance
Processed Item
Multiple Payment Surcharge
Deposit
Cash Payment Received
Additional Processing
Manual/Express Mail
Sort
Stub Only Item
Photocopy
Outline Exception Review
Outline Exceptions Monthly
Outline Exceptions Item
Outline Exceptions User
Image Delivery Services
Image Monthly Maintenance
Image Web Item
Image Full-Page Item
Image CD-ROM
Image CD Rom Item
Reporting
Transmissions
Custom Report Monthly
Other
Lockbox Changes
Package Preparation
US Mail per item
Research Request
Annual P.O. Box Rental
Initial Fees
Lockbox Setup Fee
Image Setup Fee
Courier Fee
Daily Courier Service
Third Party Courier Service
Photocopy
Per Item Photocopy Charge
Other Fees
Exhibit A Page 28 of 61
CITY OF SAN JUAN CAPISTRANO EXHIBIT C - MERCHANT CARD SERVICES BID FORM (Mark Clearly if "No Proposal or Contracted to a Ttiird Party") 1 • • • • 1 1 1 L . 1 ' 'i ' t . i , t 1. .. 1 1 ' ., 1 ' . II "" " 'li ."' '' i Fees per Transaction 1 Authiorization/EDC Fee - Visa (Credit and Non-PIN Debit) $ $ $ $ $ $ Authorization/EDG Fee - Mastercard (Credit and Non-PIN Debit) $ $ $ $ $ $ Authiorization/EDC Fee - Discover Network Card (Credit and Non-PIN Debit) $ $ $ $ $ $ Authorization/EDC Fee - American Express Card (Credit and Non-PIN Debit) $ $ $ $ $ $ Chargebacks - MC/V $ $ $ $ $ $ Chargebacks - Discover $ $ $ $ $ $ Chargebacks - AMEX $ $ $ $ $ $ Other Fees (Please provide description and unit prices) $ $ $ $ $ $ $ $ $ $ $ $ Subtotal All Fees per Transaction $ Monthly Fees Monthly Service Fee $ $ $ $ $ $ Paper Statement Fee $ $ $ $ $ $ Internet Service Fee $ $ $ $ $ $ Other Fees (Please provide description and unit prices) $ $ $ $ $ $ $ $ $ $ $ $ Subtotal Monthly Fees • $ Annual Fees Annual Fee $ $ $ $ $ $ Other Fees (Please provide description and unit prices) $ $ $ $ $ $ $ $ $ $ $ $ $ Subtc^al Annual Fees $ $ $ other Other Fees (Please provide description and unit prices) $ $ $ $ $ • $ $ $ $ $ $ Subtotal Other Fees $ Total All Fees Exhibit A Page 29 of 61
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made, entered into, and shall become effective this day
of , 2014, by and between the City of San Juan Capistrano (hereinafter referred teas
the "City") and (hereinafter referred to as the "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant regarding the City's
proposal to ; and
WHEREAS, Consultant is qualified by virtue of experience, training, education and
expertise to accomplish such services.
NOW, THEREFORE, City and Consultant mutually agree as follows:
Section 1. Scope of Work.
The scope of work to be performed by the Consultant shall consist of those tasks as
set forth in Exhibit "A," attached and incorporated herein by reference. To the extent that
there are any conflicts between the provisions described in Exhibit 'A" and those provisions
contained within this Agreement, the provisions In this Agreement shall control.
Section 2. Term.
[OPTION 1: ONOOINO SERVICES, NO END DATE] This Agreement shall
commence on the effective date of this Agreement and services required hereunder shall
continue until notified that said services are no longer required, subject to 15 days notice of
termination.
[OPTION2: SPECIFIC TERM] This Agreement shall commence on the effective
date and shall terminate, and all services required hereunder shall be completed, no later
than .
Section 3. Compensation.
3.1 Amount.
Total compensation for the services hereunder shall not exceed $
[either, total contract amount, or amount per month or per fiscal year; also specify whether
the total compensation includes expenses, etc.], [as set forth In Exhibit "B," attached and
incorporated herein by reference [if Consultant provides a cost proposal or rate schedule]].
1
Exhibit A Page 30 of 61
3.2 Method of Payment.
Subject to Section 3.1, Consultant shall submit monthly invoices based on
total services which have been satisfactorily completed for such monthly period. The City
will pay monthly progress payments based on approved invoices in accordance with this
Section.
3.3 Records of Expenses.
Consultant shall keep complete and accurate records of all costs and
expenses incidental to services covered by this Agreement. These records will be made
available at reasonable times to the City. Invoices shall be addressed as provided for in
Section 16 below.
Section 4. Independent Contractor.
It is agreed that Consultant shall act and be an independent contractor and not an
agent or employee of the City, and shall obtain no rights to any benefits which accrue to
Agency's employees.
Section 5. Limitations Upon Subcontracting and Assignment.
The experience, knowledge, capability and reputation of Consultant, its principals
and employees were a substantial inducement for the City to enter into this Agreement.
Consultant shall not contract with any other entity to perform the services required without
written approval of the City. This Agreement may not be assigned, voluntarily or by
operation of law, without the prior written approval of the City. If Consultant Is permitted to
subcontract any part of this Agreement by City, Consultant shall be responsible to the City
for the acts and omissions of its subcontractor as it is for persons directly employed.
Nothing contained in this Agreement shall create any contractual relationships between any
subcontractor and City. All persons engaged in the work will be considered employees of
Consultant. City will deal directly with and will make all payments to Consultant.
Section 6. Changes to Scope of Work.
For extra work not part of this Agreement, a written authorization from City is
required prior to Consultant undertaking any extra work. In the event of a change In the
Scope of Work provided for in the contract documents as requested by the City, the Parties
hereto shall execute an addendum to this Agreement setting forth with particularity all terms
of the new agreement, including but not limited to any additional Consultant's fees.
Section 7. Familiarity with Work and/or Construction Site.
By executing this Agreement, Consultant warrants that: (1) It has investigated the
work to be performed; (2) if applicable, it has investigated the work site(s), and is aware of
2
Exhibit A Page 31 of 61
all conditions there; and (3) it understands the facilities, difficulties and restrictions of the
work to be performed under this Agreement. Should Consultant discover any latent or
unknown conditions materially differing from those inherent in the work or as represented
by City, it shall immediately inform the City of this and shall not proceed with further work
under this Agreement until written instructions are received from the City.
Section 8. Time of Essence.
Time is of the essence in the performance of this Agreement.
Section 9. Compliance with Law.
Consultant shall comply with all applicable laws, ordinances, codes and regulations
of federal, state and local government.
Section 10. Conflicts of Interest.
Consultant covenants that it presently has no interest and shall not acquire any
interest, direct or indirect, which would conflict in any manner or degree with the
performance of the services contemplated by this Agreement. No person having such
interest shall be employed by or associated with Consultant.
Section 11. Copies of Work Product.
At the completion of the work. Consultant shall have delivered to City at least one (1)
copy of any final reports and/or notes or drawings containing Consultant's findings,
conclusions, and recommendations with any supporting documentation. All reports
submitted to the City shall be in reproducible format, or in the format otherwise approved by
the City in writing.
Section 12. Ownership of Documents.
All reports, information, data and exhibits prepared or assembled by Consultant in
connection with the performance of its services pursuant to this Agreement are confidential
to the extent permitted by law, and Consultant agrees that they shall not be made available
to any individual or organization without prior written consent of the City. All such reports,
information, data, and exhibits shall be the property of the City and shall be delivered to the
City upon demand without additional costs or expense to the City. The City acknowledges
such documents are instruments of Consultant's professional services.
Section 13. Indemnity.
To the fullest extent permitted by law. Consultant agrees to protect, defend, and hold
harmless the City and its elective and appointive boards, officers, agents, and employees
from any and all claims, liabilities, expenses, or damages of any nature, including attorneys'
3
Exhibit A Page 32 of 61
fees, for injury or death of any person, or damages of any nature, including interference
with use of property, arising out of, or in any way connected with the negligence,
recklessness and/or intentional wrongful conduct of Consultant, Consultant's agents,
officers, employees, subcontractors, or independent contractors hired by Consultant in the
performance of the Agreement. The only exception to Consultant's responsibility to protect,
defend, and hold harmless the City, is due to the negligence, recklessness and/or wrongful
conduct of the City, or any of its elective or appointive boards, officers, agents, or
employees.
This hold harmless agreement shall apply to all liability regardless of whether any
insurance policies are applicable. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by Consultant.
Section 14. Insurance.
On or before beginning any of the services or work called for by any term of this
Agreement, Consultant, at its own cost and expense, shall carry, maintain for the duration
of the agreement, and provide proof thereof that is acceptable to the City, the insurance
specified below with insurers and under forms of insurance satisfactory in all respects to the
City. Consultant shall not allow any subcontractor to commence work on any subcontract
until all insurance required of the Consultant has also been obtained for the subcontractor.
Insurance required herein shall be provided by Insurers in good standing with the State of
California and having a minimum Best's Guide Rating of A- Class VII or better.
14.1 Comprehensive General Liability.
Throughout the term of this Agreement, Consultant shall maintain in full force
and effect Comprehensive General Liability coverage in an amount not less than one
million dollars per occurrence ($1,000,000.00), combined single limit coverage for risks
associated with the work contemplated by this agreement. If a Commercial General
Liability Insurance form or other form with a general aggregate limit is used, either the
general aggregate limit shall apply separately to the work to be performed under this
agreement or the general aggregate limit shall be at least twice the required occurrence
limit.
14.2 Comprehensive Automobile Liability.
Throughout the term of this Agreement, Consultant shall maintain in full force
and effect Comprehensive Automobile Liability coverage. Including owned, hired and non-
owned vehicles in an amount not less than one million dollars per occurrence
($1,000,000.00).
14.3 Workers' Compensation.
If Consultant Intends to employ employees to perform services under this
Agreement, Consultant shall obtain and maintain, during the term of this Agreement,
4
Exhibit A Page 33 of 61
Workers' Compensation Employer's Liability Insurance in the statutory amount as required
by state law.
14.4 Proof of Insurance Requirements/Endorsement.
Prior to beginning any work under this Agreement, Consultant shall submit the
insurance certificates, including the deductible or self-retention amount, and an additional
insured endorsement naming City, its officers, employees, agents, and volunteers as
additional Insured as respects each of the following: Liability arising out of activities
performed by or on behalf of Consultant, including the insured's general supervision of
Consultant; products and completed operations of Consultant; premises owned, occupied
or used by Consultant; or automobiles owned, leased, hired, or borrowed by Consultant.
The coverage shall contain no special limitations on the scope of protection afforded City,
its officers, employees, agents, or volunteers.
14.5 Errors and Omissions Coverage [FOR PROFESSIONS/WORK
EXCLUDED FROM GENERAL LIABILITY]
Throughout the term of this Agreement, Consultant shall maintain Errors and
Omissions Coverage (professional liability coverage) in an amount of not less than One
Million Dollars ($1,000,000). Prior to beginning any work under this Agreement, Consultant
shall submit an insurance certificate to the City's General Counsel for certification that the
insurance requirements of this Agreement have been satisfied.
14.6 Notice of Cancellation/Termination of Insurance.
The above policy/policies shall not terminate, nor shall they be cancelled, nor
the coverages reduced, until after thirty (30) days' written notice is given to City, except that
ten (10) days' notice shall be given if there is a cancellation due to failure to pay a premium.
14.7 Terms of Compensation.
Consultant shall not receive any compensation until all insurance provisions
have been satisfied.
14.8 Notice to Proceed.
Consultant shall not proceed with any work under this Agreement until the
City has issued a written "Notice to Proceed" verifying that Consultant has complied with all
insurance requirements of this Agreement.
Section 15. Termination.
City shall have the right to terminate this Agreement without cause by giving thirty
(30) days' advance written notice of termination to Consultant.
5
Exhibit A Page 34 of 61
In addition, this Agreement may be terminated by any party for cause by providing
ten (10) days' notice to the other party of a material breach of contract. If the other party
does not cure the breach of contract, then the agreement may be terminated subsequent to
the ten (10) day cure period.
Section 16. Notice.
All notices shall be personally delivered or mailed to the below listed addresses, or
to such other addresses as may be designated by written notice. These addresses shall be
used for delivery of service of process:
•
To City: City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn:
To Consultant:
Section 17. Attorneys' Fees.
If any action at law or in equity is necessary to enforce or interpret the terms of this
Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs and
necessary disbursements in addition to any other relief to which he may be entitled.
Section 18. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
interpretation of this Agreement, the dispute shall be resolved by binding arbitration under
the auspices of the Judicial Arbitration and Mediation Service ("JAMS").
Section 19. Entire Agreement.
This Agreement constitutes the entire understanding and agreement between the
parties and supersedes all previous negotiations between them pertaining to the subject
matter thereof.
Section 20. Counterparts and Facsimile signatures.
This Agreement may be executed by the Parties in counterparts, which counterparts
shall be construed together and have the same effect as If all the Parties had executed the
same instrument. Counterpart signatures may be transmitted by facsimile, email, or other
electronic means and have the same force and effect as if they were original signatures.
6
Exhibit A Page 35 of 61
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
CITY OF SAN JUAN CAPISTRANO
By:
, Mayor
CONSULTANT
By:
ATTEST:
Maria Morris, City Clerk
APPROVED AS TO FORM:
Hans Van Ligten, City Attorney
7
Exhibit A Page 36 of 61
City of San Juan Capistrano Summary October 31, 2014 *The information on City Managed Investments (LAIF and Non-Negotiable CD) reported on the following pages has been compiled by PFM Asset Management based on information provided by the City of San Juan Capistrano. This report is for informational purposes only.
CITY OF SAN JUAN CAPISTRANO Consolidated Summary For the Month Fnding October 31, 2014 Portfolio Summary and investment Allocation Sector Allocation m X Tl O) CD (D CO 00 O Closing Market Value Percent PFM Managed Investments Certificate of Deposit 1,740,909.03 3.93 Corporate Note 6,297,275.07 14.23 Federal Agency Bond / Note 11,532,292.09 26.05 U.S. Treasury Bond / Note 10,603,815.70 23.95 City Managed investments Non-Negotiable Certificates of Deposit 750,000.00 1.69 Local Agency Investment Fund 13,344,459.00 30.15 Total $44,268,750.89 100.00% Maturity Distribution Maturity Bucket Closing Market Value Percent Under 30 days 13,594,459.00 30.71 31 to 60 days 0.00 0.00 61 to 90 days 0.00 0.00 91 to 180 days 250,393.50 0.57 181 days to lyear 3,607,955.27 8.15 1 to 2 years 15,460,747.27 34.92 2 to 3 years 11,355,195.85 25.65 3 to 4 years 0.00 0.00 4 to 5 years 0.00 0.00 Over 5 years 0.00 0.00 $44,268,750.89 100.00% Negotiable CD Corporate Note /.•.•.•.•.-.•X 14% Non-Negotiable CD 2% Federal Agency 26% U.S. Treasury 24% SUMMARY Page 1 *The information on City Managed Investments reported on this page has been compiled by PFM Asset Management based on information provided by the City of San Juan Capistrano. This report is for informational purposes only.
tSTMllSHfO 1776 1; City of San Juan Capistrano Investments Managed by the City October 31, 2014 m X 3-& > Tl ^ *The information on City Managed Investments (LAIF and Non-Negotiable CD) reported on the following pages has been complied by PFM CD Asset Management based on Information provided by the City of San Juan Capistrano. This report Is for Informational purposes only, n O —h
^*i^ N Summary of Holdings For the Month Ending October 31, 2014 CITY OF SAN JUAN CAPISTRANO - CITY MANAGED INVESTMENTS Security Type/Description S&P Moody's Trade Settle Original YTM Accrued Amortized Market Dated Date/Coupon/Maturity CUSIP Par Rating Rating Date Date Cost at Cost Interest Cost Value Local Government Investment Pools Local Agency Investment Fund LAIFCITY 13,344,459.00 NR NR 2/28/2009 2/28/2009 13,344,459.00 0.26% -13,344,459.00 13,344,459.00 Security Type Sub-Total 13,344,459.00 13,344,459.00 0.26% -13,344,459.00 13,344,459.00 Non-Negotiable Certificates of Deposit Mission National Bank - 0.50% 11/10/2014 CD38106075O 250,000.00 NR NR 11/10/2012 11/10/2012 250,000.00 0.50% 82.21 250,000.00 250,000.00 Independence Bank - 0.95% 05/08/2016 CD999999930B 250,000.00 NR NR 5/8/2014 5/8/2014 250,000.00 0.95% 143.15 250,000.00 250,000.00 Farmers and Merchants Bank - 0.40% 06/25/2016 CD7264 250,000.00 NR NR 6/25/2014 6/25/2014 250,000.00 0.40% 13.70 250,000.00 250,000.00 Security Type Sub-Total 750,000.00 750,000.00 0.62% 239.06 750,000.00 750,000.00 Securities Sub-Total $14,094,459.00 $14,094,459.00 0.28% $239.06 $14,094,459.00 $14,094,459.00 Accrued Interest $239.06 Total Investments $14,094,698.06 m X & > T Q) CQ n> ______________ JS-O O *The information on City Managed Investments reported on this page has been compiled by PFM Asset Management based on Information provided by the City of San Juan Capistrano. This report is for informational purposes only. CITY MANAGED INVESTMENTS Page 1
CITY OF SAN JUAN CAPISTRANO Earnings Reconciliation - CITY MANAGED INVESTMENTS For the Month Ending October 31, 2014 Earnings Reconciliation (Cash Basis) Interest/Dividends/Coupons Received Less Purchased Interest Related to Interest/Coupons Plus Net Realized Gains/Losses 7,401.09 0.00 0.00 Total Cash Basis Earnings $7,401.09 1 Earnings Reconciliation (Accrual Basis) 1 Ending Amortized Value of Securities 14,094,459.00 Ending Accrued Interest 239.06 Plus Proceeds from Sales/Withdrawals 0.00 Plus Proceeds of Maturities/Calls/Principal Payments 0.00 Plus Coupons/Dividends Received 7,401.09 Less Cost of New Purchases (3,007,014.00) Less Beginning Amortized Value of Securities (11,087,445.00) Less Beginning Accrued Interest (226.38) Total Accrual Basis Earnings $7,413.77 m X Q-& > fl) (D CITY MANAGED INVESTMENTS Page 2 O —h "The information on City Managed Investments reported on this page has been compiled by PFM Asset Management based on information provided by the City of San Juan Capistrano. This report is for informational purposes only.
''NN / Summary of Transactions & Interest For the Month Ending October 31,2014 CITY OF SAN JUAN CAPISTRANO - CITY MANAGED INVESTMENTS Transaction Type Trade Settle Security Description CUSIP Par Principal Proceeds Accrued Interest Total BUY 10/07/2014 10/07/2014 Local Agency Investment Fund LAIFCITY 3,000,000.00 (3,000,000.00) 0.00 (3,000,000.00) 10/14/2014 10/15/2014 Local Agency Investment Fund LAIFCITY 7,014.00 (7,014.00) 0.00 (7,014.00) Transaction Type Sub-Total 3,007,014.00 (3,007,014.00) 0.00 (3,007,014.00) INTEREST 10/03/2014 10/09/2014 10/03/2014 10/09/2014 Mission National Bank - 0,50% 11/10/2014 Independence Bank - 0.95% 05/08/2016 CD381060750 CD999999930B 250,000.00 250,000.00 0.00 0.00 109.61 195.28 109.61 195.28 10/14/2014 10/15/2014 Local Agency Investment Fund LAIFCITY 13,337,445.00 0.00 7,014.00 7,014.00 10/30/2014 10/30/2014 Farmers and Merchants Bank - 0.40% 06/25/2016 CD7264 250,000.00 0.00 82.20 82.20 Transaction Type Sub-Total 14,087,445.00 0.00 7,401.09 7,401.09 Total Security Transactions (3,007,014.00) 7,401.09 (2,999,612.91) m X G-& r-h > T3 (Q CITY MANAGED INVESTMENTS Page 3 CD N) *The information on City Managed Investments reported on this page has been compiled by PFM Asset Management based on information provided by the City of San Juan 2, Capistrano. This report is for informational purposes only. CD
City of San Juan Capistrano Investments Managed by PFM Asset Management October 31, 2014 m X Q-03 (Q ^ *The information on City Managed Investments (LAIF and Non-Negotiable CD) reported on the following pages has been complied by PFM CO Asset Management based on Information provided by the City of San Juan Capistrano. This report Is for Informational purposes only, o —h
Managed Account Summary Statement For the Month Ending October 31, 2014 m X IT > 0) CQ (D Jb. -(:>. O —h Gi CITY OF SAN JUAN CAPISTRANO - XXXXOlOO Transaction Summary - Managed Account Opening Market Value $30,148,384.66 Maturities/Calls (450,000.00) Principal Dispositions 0.00 Principal Acquisitions 446,188.15 Unsettled Trades 0.00 Change in Current Value 29,719.08 Closing Market Value $30,174,291.89 Earnings Reconciliation (Cash Basis) - Managed Account Interest/Dividends/Coupons Received 34,419.30 Less Purchased Interest Related to Interest/Coupons (166.88) Plus Net Realized Gains/Losses (2,420.00) Total Cash Basis Earnings $31,832.42 Earnings Reconciliation (Accrual Basis) Total Ending Amortized Value of Securities 30,101,830.31 Ending Accrued Interest 96,351.52 Plus Proceeds from Sales 0.00 Pius Proceeds of Maturitles/Calls/Prlncipal Payments 450,000.00 Plus Coupons/Dividends Received 34,419.30 Less Cost of New Purchases (446,355.03) Less Beginning Amortized Value of Securities (30,121,629.83) Less Beginning Accrued Interest (95,574.43) Total Accrual Basis Earnings $19,041.84 Cash Transactions Summary - Managed Account Maturities/Calls 450,000.00 Sale Proceeds 0.00 Coupon/Interest/Dividend Income 34,419.30 Principal Payments 0.00 Security Purchases (446,355.03) Net Cash Contribution 0.00 Reconciling Transactions 0.00 Cash Balance Closing Cash Balance $110,568.38 Page 1 PFM Asset Management LLC
Portfolio Summary and Statistics For the Month Ending October 31, 2014 CITY OF SAN JUAN CAPISTRANO - XXXXOlOO Account Summary 1 Description Par Value Market Value Percent U.S. Treasury Bond / Note Federal Agency Bond / Note Corporate Note Certificate of Deposit 10,440,000.00 11,465,000.00 6,165,000.00 1,745,000.00 10,603,815.70 11,532,292.09 6,297,275.07 1,740,909.03 35.14 38.22 20.87 5.77 Managed Account Sub-Total Accrued Interest 29,815,000.00 30,174,291.89 96,351.52 lOO.OOO/o Total Portfolio 29,815,000.00 30,270,643.41 Unsettled Trades 0.00 0.00 Sector Allocation US TSY Bond / Note 35.14% Cert of Deposit 5.77% Corporate Note 20.87% Fed Agy Bond / Note 38.22% m X Q-& r-l-" > "D 03 CQ CD 4^ (SI Maturity Distribution 49.58% 11.96% 0.83% 37.63% Characteristics Yield to Maturity at Cost 0.77% Yield to Maturity at Market 0.62% Duration to Worst 1.73 Weighted Average Days to Maturity 658 0.00% 0.00% 0.00% 0 - 6 Months 6 - 12 Months 1 - 2 Years 2 - 3 Years 3 - 4 Years 4 - 5 Years Over 5 Years PFM Asset Management LLC Page 2
Managed Account Issuer Summary For the Month Ending October 31, 2014 CITY OF SAN JUAN CAPISTRANO - XXXXOlOO Issuer Summary Issuer Market Value of Holdings Percent BERKSHIRE HATHAWAY INC 790,432.72 2.62 CATERPILLAR INC 780,849.08 2.59 CITIGROUP INC 249,940.50 0.83 DISCOVER FINANCIAL SERVICES 251,319.25 0.83 FANNIE MAE 3,928,982.55 13.02 FEDERAL FARM CREDIT BANKS 1,302,519.90 4.32 FEDERAL HOME LOAN BANKS 4,070,960.46 13.49 FREDDIE MAC 2,229,829.18 7.39 GENERAL ELECTRIC CO 1,049,539.77 3.48 GOLDMAN SACHS GROUP INC 250,393.50 0.83 IBM CORP 803,794.11 2.66 JP MORGAN CHASE & CO 786,097.64 2.61 PROCTER & GAMBLE CO 753,994.80 2.50 TOYOTA MOTOR CORP 776,594.60 2.57 UNITED STATES TREASURY 10,603,815.70 35.14 US BANCORP 739,818.53 2.45 WELLS FARGO & COMPANY 805,409.60 2.67 Total $30,174,291.89 lOO.OOo/o Credit Quality (S&P Ratings) ^-ttt;.;.-•c#jR!esr-i • . • _AA+ 76.01% m X > Tl 03 CQ (D CD ., Page 3 PFM Asset Management LLC
Managed Account Detail of Securities Held For the Month Ending October 31, 2014 CITY OF SAN JUAN CAPISTRANO - XXXXOlOO Security Type/Description Dated Date/Coupon/Maturity CUSIP m X > Tl Q) CQ CD 4^ 2, CD U.S. Treasury Bond / Note US TREASURY NOTES DTD 08/02/2010 1.750% 07/31/2015 US TREASURY NOTES DTD 08/02/2010 1.750% 07/31/2015 US TREASURY NOTES DTD 12/31/2010 2.125% 12/31/2015 US TREASURY NOTES DTD 03/31/2014 0.375% 03/31/2016 US TREASURY NOTES DTD 05/31/2011 1.750% 05/31/2016 US TREASURY NOTES DTD 08/01/2011 1.500% 07/31/2016 US TREASURY NOTES DTD 09/30/2009 3.000% 09/30/2016 US TREASURY NOTES DTD 10/31/2011 1.000% 10/31/2016 US TREASURY NOTES DTD 01/03/2012 0.875% 12/31/2016 US TREASURY NOTES DTD 01/31/2012 0.875% 01/31/2017 US TREASURY NOTES DTD 01/31/2012 0.875% 01/31/2017 US TREASURY NOTES DTD 02/01/2010 3.125% 01/31/2017 US TREASURY NOTES DTD 01/31/2012 0.875% 01/31/2017 US TREASURY NOTES DTD 03/31/2012 1.000% 03/31/2017 912828NP1 912828NP1 912828PM6 912828C40 9128280P8 9128280X1 912828LP3 912828RM4 912828RX0 912828SC5 912828SC5 912828MK3 912828SC5 912828SM3 S&P Moody's Trade Settle Par Rating Rating Date Date 100,000.00 AA+ 940,000.00 AA+ 960,000.00 AA+ 330,000.00 AA+ 580,000.00 AA+ 600,000.00 AA+ 915,000.00 AA-l-600,000.00 AA+ 995,000.00 AA+ 50,000.00 AA+ 250.000.00 AA+ 740,000.00 AA+ 1,100,000.00 AA+ 1,300,000.00 AA+ Aaa 09/26/13 09/27/13 Aaa 08/15/13 08/16/13 Aaa 07/02/14 07/07/14 Aaa 04/04/14 04/07/14 Aaa 12/20/13 12/23/13 Aaa 06/02/14 06/05/14 Aaa 03/03/14 03/04/14 Aaa 06/02/14 06/05/14 Aaa 02/12/14 02/14/14 Aaa 02/10/14 02/11/14 Aaa 09/08/14 09/09/14 Aaa 01/17/14 01/21/14 Aaa 07/29/14 07/31/14 Aaa 03/20/14 03/21/14 Original YTM Cost at Cost 102.621.09 0.32 965.446.10 0.36 986,137.50 0.28 329,651.95 0.43 597,332.03 0.51 613,382.81 0.46 973,188.28 0.51 606,140.63 0.57 999,702.93 0.71 50,291.02 0.68 250,654.30 0.76 790,701.56 0.83 1,102,234.38 0.79 1,302,945.31 0.92 Accrued Interest 442.26 4,157.20 6,873.91 108.79 4,270.77 2,274.46 2,413.19 16.57 2,933.63 110.56 552.82 5,844.09 2,432.40 1,142.86 Amortized Cost 101,064.92 949.738.91 980,534.33 329,751.62 591,257.02 610,862.48 958,294.41 605,111.93 998,547.13 50,220.76 250,615.30 777,757.01 1,102,010.29 1,302,353.73 Market Value 101,195.30 951,235.82 981,300.48 330,386.72 592,642.19 611,296.80 958,391.02 605,718.60 1,000,674.49 50,273.45 251,367.25 780,873.16 1,105,015.90 1,309,241.70 Page 4 M Asset Mimagemem LLC
IPFAf Managed Account Detail of Securities Held For the Month Ending October 31, 2014 CITY OF SAN JUAN CAPISTRANO - XXXXOlOO Security Type/Description Dated Date/Coupon/Maturity CUSIP S&P Par Rating Moody's Rating Trade Date Settle Date Original Cost YTM at Cost Accrued Interest Amortized Cost Market Value U.S. Treasury Bond / Note us TREASURY NOTES DTD 05/31/2012 0.625% 05/31/2017 912828SY7 500,000.00 AA+ Aaa 06/02/14 06/05/14 496,796.88 0.84 1,314.89 497,229.02 497,890.50 US TREASURY NOTES DTD 07/31/2012 0.500% 07/31/2017 912828TG5 5,000.00 AA+ Aaa 07/29/14 07/31/14 4,923.63 1.02 6.32 4,929.98 4,951.17 US TREASURY NOTES DTD 07/31/2012 0.500% 07/31/2017 912828TG5 475,000.00 AA-H Aaa 07/02/14 07/07/14 467,856.45 1.00 600.20 468,590.55 470,361.15 Security Type Sub-Total 10,440,000.00 10,640,006.85 0.64 35,494.92 10,578,869.39 10,603,815.70 Federal Agency Bond / Note FFCB NOTES DTD 05/01/2012 0.500% 05/01/2015 3133EANJ3 300,000.00 AA-h Aaa 06/15/12 06/15/12 300,000.00 0.50 750.00 300,000.00 300,504.90 FEDERAL HOME LOAN BANK GLOBAL NOTES DTD 08/09/2013 0.375% 08/28/2015 313383V81 1,000,000.00 AA+ Aaa 08/20/13 08/21/13 999,510.00 0.40 656.25 999,807.10 1,001,685.00 FEDERAL FARM CREDIT BANK BONDS DTD 12/26/2012 0.420% 10/15/2015 3133ECB86 1,000,000.00 AA-H Aaa 12/26/12 12/26/12 1,000,000.00 0.42 186.67 1,000,000.00 1,002,015.00 FHLB (EX-CALLABLE) GLOBAL NOTES DTD 12/30/2013 0.375% 12/30/2015 3130A0GK0 1,000,000.00 AA-F Aaa 01/06/14 01/07/14 999,400.00 0.41 1,260.42 999,646.90 1,001,414.00 FEDERAL HOME LOAN BANK GLOBAL NOTES DTD 01/24/2014 0.375% 02/19/2016 3130A0SD3 245,000.00 AA-F Aaa 09/22/14 09/23/14 245,159.25 0.33 183.75 245,147.32 245,277.34 FANNIE MAE GLOBAL NOTES DTD 02/15/2013 0.500% 03/30/2016 3135G0VA8 400,000.00 AA+ Aaa 08/20/13 08/21/13 398,268.00 0.67 172.22 399,057.64 400,728.00 FANNIE MAE GLOBAL NOTES DTD 02/15/2013 0.500% 03/30/2016 3135G0VA8 445,000.00 AA-F Aaa 10/24/14 10/27/14 446,188.15 0.31 191.60 446,178.90 445,809.90 FANNIE MAE GLOBAL NOTES DTD 02/15/2013 0.500% 03/30/2016 3135G0VA8 500,000.00 AA+ Aaa 09/25/14 09/26/14 500,805.00 0.39 215.28 500,753.34 500,910.00 FHLMC NOTES DTD 04/08/2011 2.500% 05/27/2016 3137EACT4 240,000.00 AA-F Aaa 09/26/14 09/29/14 248,088.00 0.46 2,566.67 247,657.07 247,685.28 FHLMC NOTES DTD 04/08/2011 2.500% 05/27/2016 3137EACT4 950,000.00 AA+ Aaa 02/19/14 02/20/14 994,298.50 0.43 10,159.72 980,736.19 980,420.90 m X Q-I—F > Tl Q) CD CD Ji> 00 a Page 5 PFM Asset Management LLC
Managed Account Detail of Securities Held For the Month Ending October 31, 2014 CITY OF SAN JUAN CAPISTRANO - XXXXOlOO Security Type/Description Dated Date/Coupon/Maturity CUSIP S&P Par Rating Moody's Rating Trade Date Settle Date Original Cost YTM at Cost Accrued Interest Amortized Cost Market Value Federal Agency Bond / Note FHLB NOTES DTD 08/07/2014 0.500% 09/28/2016 3130A2T97 500,000.00 AA+ Aaa 09/25/14 09/26/14 498,615.00 0.64 229.17 498,681.81 499,005.50 FHLB NOTES DTD 08/07/2014 0.500% 09/28/2016 3130A2T97 620,000.00 AA-F Aaa 08/06/14 08/07/14 618,605.00 0.61 284.17 618,755.76 618,766.82 FNMA NOTES DTD 03/01/2012 1.125% 04/27/2017 3135GOJA2 2,050,000.00 AA+ Aaa 09/03/14 09/04/14 2,059,799.00 0.94 256.25 2,059,224.94 2,066,879.70 FHLB GLOBAL NOTE (CALLABLE) DTD 04/28/2014 1.625% 04/28/2017 3130A1U5 700,000.00 AA-F Aaa 04/03/14 04/28/14 707,847.00 1.24 94.79 703,862.92 704,811.80 FREDDIE MAC GLOBAL NOTES DTD 06/25/2012 1.000% 07/28/2017 3137EADJ5 1,000,000.00 AA-F Aaa 08/13/14 08/14/14 1,000,700.00 0.98 2,583.33 1,000,650.35 1,001,723.00 FNMA NOTES DTD 08/25/2014 1.000% 09/27/2017 3135G0ZL0 515,000.00 AA+ Aaa 08/21/14 08/25/14 513,161.45 1.12 486.39 513,267.95 514,654.95 Security Type Sub-Total 11,465,000.00 11,530,444.35 0.67 20,276.68 11,513,428.19 11,532,292.09 Corporate Note PROCTER & GAMBLE CO CORP NOTES DTD 11/25/2003 4.850% 12/15/2015 742718BZ1 720,000.00 AA-Aa3 08/20/13 08/23/13 789,228.00 0.65 13,192.00 753,744.18 753,994.80 CATERPILLAR FINANCIAL SE DTD 04/01/2011 2.650% 04/01/2016 14912L4S7 760,000.00 A A2 08/20/13 08/23/13 790,673.60 1.07 1,678.33 776,784.04 780,849.08 IBM CORP GLOBAL NOTES (EX-CALLABLE) DTD 05/07/2013 0.450% 05/06/2016 459200HL8 805,000.00 AA-Aa3 08/20/13 08/23/13 795,879.35 0.88 1,760.94 799,865.44 803,794.11 JPMORGAN CHASE 8i CO GLOBAL NOTES DTD 06/29/2011 3.150% 07/05/2016 46525HJA9 760,000.00 A A3 08/20/13 08/23/13 794,656.00 1.52 7,714.00 780,465.28 786,097.64 GENERAL ELEC CAP CORP DTD 07/12/2013 1.500% 07/12/2016 36962G6Z2 790,000.00 AA+ Al 08/20/13 08/23/13 793,160.00 1.36 3,587.92 791,874.87 800,102.52 WFI1 S FARGO & COMPANY 94974BFL9 800,000.00 A+ A2 08/20/13 08/23/13 799,336.00 1.28 2,805.56 799,605.20 805,409.60 m X & r-f-' > •D D) CO CD CD O —Fl DTD 07/29/2013 1.250% 07/20/2016 Page 6 PFM /Vsset Managemem LLC
Managed Account Detail of Securities Held For the Month Ending October 31, 2014 CITY OF SAN JUAN CAPISTRANO - XXXXOlOO Security Type/Description Dated Date/Coupon/Maturity CUSIP S&P Par Rating Moody's Rating Trade Date Settle Date Original Cost YTM at Cost Accrued Interest Amortized Cost Market Value Corporate Note BERKSHIRE HATHAWAY INC GLOBAL NOTES DTD 08/15/2011 2.200% 08/15/2015 084670BB3 770,000.00 AA Aa2 08/20/13 08/23/13 795,710.30 1.06 3,576.22 785,539.94 790,432.72 TOYOTA MTR CRED NOTES DTD 09/15/2011 2.000% 09/15/2016 89233P5E2 760,000.00 AA-Aa3 02/19/14 02/24/14 784,259.20 0.74 1,942.22 777,797.41 776,594.60 Security Type Sub-Total 6,165,000.00 6,342,902.45 1.07 36,257.19 6,265,676.36 6,297,275.07 Certificate of Deposit GOLDMAN SACHS BANK USA DTD 02/08/2012 1.050% 02/09/2015 38143A1L0 250,000.00 NR NR 02/08/12 02/08/12 250,000.00 1.04 604.11 250,000.00 250,393.50 DISCOVER BANK DTD 09/26/2012 1.050% 09/28/2015 254671GN4 250,000.00 NR NR 09/26/12 09/26/12 250,000.00 1.03 258.90 250,000.00 251,319.25 GE CAPITAL BANK DTD 05/03/2013 0.700% 05/03/2016 36160JPD4 250,000.00 NR NR 05/03/13 05/03/13 250,000.00 0.70 872.60 250,000.00 249,437.25 err BANK (CALLABLE) DTD 05/15/2013 1.000% 05/15/2017 17284CEH3 250,000.00 NR NR 05/15/13 05/15/13 250,000.00 0.99 1,164.38 250,000.00 249,940.50 US BANK NA CINCINNATI (CALLABLE) CD DTD 09/11/2014 1.375% 09/11/2017 90333VPF1 745,000.00 AA-Aa3 09/09/14 09/11/14 743,800.55 1.41 1,422.74 743,856.37 739,818.53 Security Type Sub-Total 1,745,000.00 1,743,800.55 1.14 4,322.73 1,743,856.37 1,740,909.03 Managed Account Sub-Total 29,815,000.00 30,257,154.20 0.77 96,351.52 30,101,830.31 30,174,291.89 Securities Sub-Total $29,815,000.00 $30,257,154.20 0.77% $96,351.52 $30,101,830.31 $30,174,291.89 Accrued Interest $96,351.52 m X -Q Total Investments 01 CQ CD cn o o —h CD $30,270,643.41 Page 7 l^FM Asset MiinagcMiicm LLC
m X > a> CQ CD CD O —h G) Managed Account Fair Market Value & Analytics CITY OF SAN JUAN CAPISTRANO - XXXXOlOO Security Type/Description Dated Date/Coupon/Maturity U.S. Treasury Bond / Note US TREASURY NOTES DTD 08/02/2010 1,750% US TREASURY NOTES DTD 08/02/2010 1.750% US TREASURY NOTES DTD 12/31/2010 2.125% US TREASURY NOTES DTD 03/31/2014 0.375% US TREASURY NOTES DTD 05/31/2011 1.750% US TREASURY NOTES DTD 08/01/2011 1.500% US TREASURY NOTES DTD 09/30/2009 3.000% US TREASURY NOTES DTD 10/31/2011 1.000% US TREASURY NOTES DTD 01/03/2012 0.875% US TREASURY NOTES DTD 01/31/2012 0.875% US TREASURY NOTES DTD 01/31/2012 0.875% US TREASURY NOTES DTD 02/01/2010 3.125% US TREASURY NOTES DTD 01/31/2012 0.875% US TREASURY NOTES DTD 03/31/2012 1.000% US TREASURY NOTES DTD 05/31/2012 0.625% US TREASURY NOTES DTD 07/31/2012 0.500% US TREASURY NOTES DTD 07/31/2012 0.500% 07/31/2015 07/31/2015 12/31/2015 03/31/2016 05/31/2016 07/31/2016 09/30/2016 10/31/2016 12/31/2016 01/31/2017 01/31/2017 01/31/2017 01/31/2017 03/31/2017 05/31/2017 07/31/2017 07/31/2017 CUSIP 912828NP1 912828NP1 912828PM6 912828C40 9128280P8 9128280X1 912828LP3 912828RM4 912828RX0 912828SC5 912828SC5 912828MK3 912828SC5 912828SM3 912828SY7 912828TG5 912828TG5 Par 100,000.00 940,000.00 960,000.00 330,000.00 580,000.00 600,000.00 915.000.00 600,000.00 995,000.00 50,000.00 250,000.00 740,000.00 1,100,000.00 1,300,000.00 500,000.00 5,000.00 475,000.00 Broker CUIGRP CITIGRP MERRILL MORGANST MERRILL MORGANST MORGANST MERRILL MERRILL MORGANST CITIGRP CITIGRP CITIGRP HSBC CITIGRP MORGANST MORGANST Next Call Market Date Price 101.20 101.20 102.22 100.12 102.18 101.88 104.74 100.95 100.57 100.55 100.55 105.52 100.55 100.71 99.58 99.02 99.02 Market Value 101,195.30 951,235.82 981,300.48 330,386.72 592,642.19 611,296.80 958,391.02 605,718.60 1,000,674.49 50,273.45 251,367.25 780,873.16 1,106,015.90 1,309,241.70 497,890.50 4,951.17 470,361.15 Unreal G/L On Cost (1,425.79) (14,210.28) (4,837.02) 734.77 (4,689.84) (2,086.01) (14,797.26) (422.03) 971.56 (17.57) 712.95 (9,828.40) 3,781.52 6,296.39 1,093.62 27.54 2,504.70 For the Month Ending October 31, 2014 Unreal G/L Effective Duration YTM Amort Cost Duration to Worst at Mkt 130.38 1,496.91 766.15 635.10 1,385.17 434.32 96.61 606.67 2,127.35 52.69 751.95 3,116.15 4,005.61 6,887.97 661.48 21.19 1,770.60 0.75 0.75 1.15 1.41 1.55 1.72 1.87 1.98 2.14 2.22 2.22 2.17 2.22 2.38 2.55 2.72 2.72 0.75 0.75 1.15 1.41 1.55 1.72 1.87 1.98 2.14 2.22 2.22 2.17 2.22 2.38 2.55 2.72 2.72 0.15 0.15 0.22 0.29 0.37 0.42 0.51 0.52 0.61 0.63 0.63 0.65 0.63 0.70 0.79 0.86 0.86 Page 8 *FM Asset Management LLC
Managed Account Fair Market Value & Analytics GUY OF SAN JUAN CAPISTRANO - XXXXOlOO For the Month Fnding October 31, 2014 Security Type/Description Dated Date/Coupon/Maturity CUSIP Par Broker Next Call Market Market Date Price Value Unreal G/L On Cost Unreal G/L Amort Cost Effective Duration Duration YTM to Worst at Mkt Security Type Sub-Total 10,440,000.00 10,603,815.70 (36,191.15) 24,946.31 1.88 1.88 0.52 1 Federal Agency Bond / Note m X > Tl 01 CQ CD cn to o —h cn FFCB NOTES 3133EANJ3 DTD 05/01/2012 0.500% 05/01/2015 FEDERAL HOME LOAN BANK GLOBAL 313383V81 NOTES DTD 08/09/2013 0.375% 08/28/2015 FEDERAL FARM CREDIT BANK BONDS 3133ECB86 DTD 12/26/2012 0.420% 10/15/2015 FHLB (EX-CALLABLE) GLOBAL NOTES 3130A0GK0 DTD 12/30/2013 0.375% 12/30/2015 FEDERAL HOME LOAN BANK GLOBAL 3130A0SD3 NOTES DTD 01/24/2014 0.375% 02/19/2016 FANNIE MAE GLOBAL NOTES 3135G0VA8 DTD 02/15/2013 0.500% 03/30/2016 FANNIE MAE GLOBAL NOTES 3135G0VA8 DTD 02/15/2013 0.500% 03/30/2016 FANNIE MAE GLOBAL NOTES 3135G0VA8 DTD 02/15/2013 0.500% 03/30/2016 FHLMC NOTES 3137EACT4 DTD 04/08/2011 2.500% 05/27/2016 FHLMC NOTES 3137EACT4 DTD 04/08/2011 2.500% 05/27/2016 FHLB NOTES 3130A2T97 DTD 08/07/2014 0.500% 09/28/2016 FHLB NOTES 3130A2T97 DTD 08/07/2014 0.500% 09/28/2016 FNMA NOTES 3135G0JA2 DTD 03/01/2012 1.125% 04/27/2017 FHLB GLOBAL NOTE (CALLABLE) 3130A1 US DTD 04/28/2014 1.625% 04/28/2017 FREDDIE MAC GLOBAL NOTES 3137EADJ5 DTD 06/25/2012 1.000% 07/28/2017 300,000.00 NEWACCT 1,000,000.00 NOMURA 1,000,000.00 NEWACCT 1,000,000.00 HSBC 245,000.00 WELLSFAR 400,000.00 445,000.00 500,000.00 240,000.00 950,000.00 500,000.00 620,000.00 2,050,000.00 700,000.00 1,000,000.00 CITIGRP NOMURA WELLSFAR MERRILL MERRILL MERRILL MORGANST TD SEC U MERRILL JPMCHASE 04/28/15 100.17 300,504.90 100.17 1,001,685.00 100.20 1,002,015.00 100.14 1,001,414.00 100.11 245,277.34 100.18 100.18 100.18 103.20 103.20 99.80 99.80 100.82 100.69 100.17 400,728.00 445,809.90 500,910.00 247,685.28 980,420.90 499,005.50 618,766.82 2,066,879.70 704,811.80 1,001,723.00 504.90 2,175.00 2,015.00 2,014.00 118.09 2,460.00 (378.25) 105.00 (402.72) (13,877.60) 390.50 161.82 7,080.70 (3,035.20) 1,023.00 504.90 1,877.90 2,015.00 1,767.10 130.02 1,670.36 (369.00) 156.66 28.21 (315.29) 323.69 11.06 7,654.76 948.88 1,072.65 0.50 0.82 0.95 1.16 1.30 1.41 1.41 1.41 1.53 1.53 1.90 1.90 2.45 0.61 2.69 0.50 0.16 0.82 0.17 0.95 0.21 1.16 0.25 1.30 0.29 1.41 1.41 1.41 1.53 1.53 1.90 1.90 2.45 0.49 2.69 0.37 0.37 0.37 0.45 0.45 0.60 0.60 0.79 1.34 0.94 Pages PFM Asset Management LLC
Managed Account Fair Market Value & Analytics CITY OF SAN JUAN CAPISTRANO - XXXXOlOO For the Month Ending October 31, 2014 Security Type/Description Next Call Market Market Unreal G/L Unreal G/L Effective Duration YTM Dated Date/Coupon/Maturity CUSIP Par Broker Date Price Value On Cost Amort Cost Duration to Worst at Mkt Federal Agency Bond / Note FNMA NOTES 3135G0ZL0 515,000.00 MORGANST 99.93 514,654.95 1,493.50 1,387.00 2.85 2.85 1.02 DTD 08/25/2014 1.000% 09/27/2017 Security Type Sub-Total 11,465,000.00 11,532,292.09 1,847.74 18,863.90 1.65 1.64 0.57 Corporate Note PROCTER & GAMBLE CO CORP NOTES 742718BZ1 720,000.00 RBC CAP 104.72 753,994.80 (35,233.20) 250.62 1.08 1.08 0.62 DTD 11/25/2003 4.850% 12/15/2015 CATERPILLAR FINANCIAL SE 14912L4S7 760,000.00 MERRILL 102.74 780,849.08 (9,824.52) 4,065.04 1.39 1.39 0.70 DTD 04/01/2011 2.650% 04/01/2016 IBM CORP GLOBAL NOTES (EX-CALLABLE) 459200HL8 805,000.00 BNP PARI 99.85 803,794.11 7,914.76 3,928.67 l.SO 1.50 0.55 DTD 05/07/2013 0.450% 05/06/2016 JPMORGAN CHASE & CO GLOBAL NOTES 45625HJA9 760,000.00 STIFEL 103.43 786,097.64 (8,558.36) 5,632.36 1.62 1.62 1.08 DTD 06/29/2011 3.150% 07/05/2016 GENERAL ELEC CAP CORP 36962G6Z2 790,000.00 WELLSFAR 101.28 800,102.52 6,942.52 8,227.65 1.67 1.67 0.74 DTD 07/12/2013 1.500% 07/12/2016 WELLS FARGO & COMPANY 94974BFL9 800,000.00 WELLSFAR 100.68 805,409.60 6,073.60 5,804.40 1.69 1.69 0.85 DTD 07/29/2013 1.250% 07/20/2016 BERKSHIRE HATHAWAY INC GLOBAL 084670BB3 770,000.00 WELLSFAR 102.65 790,432.72 (5,277.58) 4,892.78 1.75 1.75 0.70 NOTES DTD 08/15/2011 2.200% 08/15/2016 TOYOTA MTR CRED NOTES 89233P5E2 760,000.00 BARCLAYS 102.18 776,594.60 (7,664.60) (1,202.81) 1.84 1.84 0.82 DTD 09/15/2011 2.000% 09/15/2016 Security Type Sub-Total 6,165,000.00 6,297,275.07 (45,627.38) 31,598.71 1.57 1.57 0.76 Certificate of Deposit GOLDMAN SACHS BANK USA 38143AJL0 250,000.00 NEW ACCT 100.16 250,393.50 393.50 393.50 0.28 0.28 0.72 DTD 02/08/2012 1.050% 02/09/2015 DISCOVER BANK 254671GN4 250,000.00 NEW ACCT 100.53 251,319.25 1,319.25 1,319.25 0.91 0.91 0.46 DTD 09/26/2012 1.050% 09/28/2015 GE CAPITAL BANK 36160JPD4 250,000.00 NEW ACCT 99.77 249,437.25 (562.75) (562.75) 1.50 1.50 0.84 m X > 0) CQ CP cn CD o —h CD DTD 05/03/2013 0.700% 05/03/2016 Page 10 ^i^r- PFM Asset Management U.XZ
Managed Account Fair Market Value & Analytics the Month Ending October 31,2014 CUY OF SAN JUAN CAPISTRANO - XXXXOlOO Security Type/Description Dated Date/Coupon/Maturity CUSIP Par Broker Next Call Date Market Price Market Value Unreal G/L On Cost Unreal G/L Amort Cost Effective Duration Duration YTM to Worst at Mkt 1 Certificate of Deposit err BANK (CALLABLE) DTD 05/15/2013 1.000% 05/15/2017 US BANK NA CINCINNATI (CALLABLE) CD DTD 09/11/2014 1.375% 09/11/2017 17284CEH3 90333VPF1 250,000.00 745,000.00 NEW ACCT US BANK 11/15/14 08/11/17 99.98 99.30 249,940.50 739,818.53 (59.50) (3,982.02) (59.50) (4,037.84) 2.53 2.84 2.53 2.84 0.98 1.60 Security Type Sub-Total 1,745,000.00 1,740,909.03 (2,891.52) (2,947.34) 1.96 1.96 1.11 Managed Account Sub-Total 29,815,000.00 30,174,291.89 (82,862.31) 72,461.58 1.73 1.73 0.62 Securities Sub-Total $29,815,000.00 $30,174,291.89 ($82,862.31) $72,461.58 1.73 1.73 0.62% Accrued Interest $96,351.52 Total Investments $30,270,643.41 m X > CQ (D cn o —h Oi PFM Asset Management LLC Page 11
Managed Account Security Transactions & Interest the Month Ending October 31,2014 GITY OF SAN JUAN CAPISTRANO - XXXXOlOO Transaction Type Principal Accrued Realized G/L Realized G/L Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method BUY 10/24/14 10/27/14 FANNIE MAE GLOBAL NOTES 3135G0VA8 445,000.00 (446,188.15) (166.88) (446,355.03) DTD 02/15/2013 0.500% 03/30/2016 Transaction Type Sub-Total 445,000.00 (446,188.15) (166.88) (446,355.03) INTEREST 10/01/14 10/01/14 CATERPILLAR FINANCIAL SE 14912L4S7 760,000.00 0.00 10,070.00 10,070.00 DTD 04/01/2011 2.650% 04/01/2016 10/15/14 10/15/14 FEDERAL FARM CREDIT BANK BONDS 3133ECB86 1,000,000.00 0.00 2,100.00 2,100.00 DTD 12/26/2012 0.420% 10/15/2015 10/20/14 10/20/14 AMERICAN EXPR CENTURION 02587DEU8 200,000.00 0.00 1,403.84 1,403.84 DTD 10/20/2011 1.400% 10/20/2014 10/24/14 10/24/14 INDEPENDENCE BK OWENSBOR 45340KCL1 250,000.00 0.00 626.71 626.71 DTD 10/24/2012 0.500% 10/24/2014 10/27/14 10/27/14 FNMA NOTES 3135GDJA2 2,050,000.00 0.00 11,531.25 11,531.25 DTD 03/01/2012 1.125% 04/27/2017 10/28/14 10/28/14 FHLB GLOBAL NOTE (CALLABLE) 3130A1U5 700,000.00 0.00 5,687.50 5,687.50 DTD 04/28/2014 1.625% 04/28/2017 10/31/14 10/31/14 US TREASURY NOTES 912828RM4 600,000.00 0.00 3,000.00 3,000.00 DTD 10/31/2011 1.000% 10/31/2016 Transaction Type Sub-Total 5,560,000.00 0.00 34,419.30 34,419.30 MATURITY 1 10/20/14 10/20/14 AMERICAN EXPR CENTURION 02587DEU8 200,000.00 200,000.00 0.00 200,000.00 (2,420.00) 0.00 DTD 10/20/2011 1.400% 10/20/2014 10/24/14 10/24/14 INDEPENDENCE BK OWENSBOR 45340KCL1 250,000.00 250,000.00 0.00 250,000.00 0.00 0.00 DTD 10/24/2012 0.500% 10/24/2014 Transaction Type Sub-Total 450,000.00 450,000.00 0.00 450,000.00 (2,420.00) 0.00 Managed Account Sub-Total 3,811.85 34,252.42 38,064.27 (2,420.00) 0.00 Total Security Transactions $3,811.85 $34,252.42 $38,064.27 ($2,420.00) $0.00 Page 12 PFM Asset Management LLC
Important Disclosures This statement is for general information purposes only and is not intended to provide specific advice or recommendations. PFtVI Asset Ivlanagement LLC ("PFM") is an investment advisor registered with the Securities and Exchange Commission, and is required to maintain a written disciosure statement of our background and business experience, if you would like to receive a copy of our current disclosure statement, please contact Service Operations at the address below. Proxy Voting PFM does not normally receive proxies to vote on behalf of its clients. However, it does on occasion receive consent requests. In the event a consent request is received the portfolio manager contacts the client and then proceeds according to their instructions. PFM's Proxy Voting Policy is available upon request by contacting Service Operations at the address below. Questions About an Account PFM's monthly statement Is intended to detail our investment advisory activity as well as the activity of any accounts held by clients in pools that are managed by PFM. The custodian bank maintains the control of assets and executes (i.e., settles) all investment transactions. The custodian statement is the official record of security and cash holdings and transactions, PFM recognizes that clients may use these reports to facilitate record keeping and that the custodian bank statement and the PFM statement should be reconciled and differences resolved. Many custodians use a settlement date basis which may result in the need to reconcile due to a timing difference. Account Control PFM does not have the authority lo withdraw funds from or deposit funds to the custodian. Our clients retain responsibility tor their internal accounting policies; implementing and enforcing internal controls and generating ledger entries or otherwise recording transactions. Market Value Generally. PFM's market prices are derived from closing bid prtces as of the last business day of the month as supplied by Interactive Data, Bloomberg or Teierate. Where prices are not available from generally recognized sources the securities are priced using a yield-based _ matrix system to arrive at an estimated market value. Prices that tail ^ between data points are interpolated. Non-negotiable FDIC-insured bank 3* certificates of deposit are priced at par. Although PFM believes the prices Q- to be reliable, the values of the securities do not always represent the pnces at which the securities could have been bought or sold. Explanation ^ of the valuation methods tor money market and TERM funds is contained __ in the appropriate fund information statement. Amortized Cost The original cost of the principal of the security is (Q adjusted tor the amount of the periodic reduction of any discount or fD premium from the purchase date until the date of the report. Discount or (j\m with respect to shod term securities (those with less than one O) year to maturity at time of issuance) is amortized on a straightline basis. O Such discount or premium with respect to longer term securities is amortized using the constant yield basis. Important Disclosures Account Statement For the Month Entding October 31, 2014 Tax Reporting Cost data and realized gains / losses are provided tor informational purposes only. Please review for accuracy and consult your tax advisor to determine the tax consequences of your security transactions. PFM does not report such information to the IRS or other taxing authorities and is not responsible for the accuracy of such information that may be required to be reported to federal, state or other taxing authorities. Financial Situation in order to better serve you, PFM should be promptly notified of any material change in your investment objective or financial situation. Callable Securities Securities subject to redemption prior to maturity may be redeemed in whole or in part before maturity, which could affect the yield represented. Portfolio The securities in this porttoiio, including shares of mutual funds, are not guaranteed or otherwise protected by PFM, the FDiC (except for certain non-negoliabie certificates of deposit) or any government agency, investment in securities involves risks, including the possible loss of the amount Invested. Rating Information provided for ratings is based upon a good faith inquiry of selected sources, but its accuracy and completeness cannot be guaranteed. Shares of some money market and TERM funds are marketed through representatives of PFM's wholly owned subsidiary. PFM Fund Distributors. Inc. PFM Fund Distributors, inc. is registered with the SEC as a broker/dealer and is a member of the Financial industry Regulatory Authority ("FINRA") and the Municipal Securities Rulemaking Board ("MSRB"). You may reach the FINRA by calling the FINRA Regulator Public Disclosure Hotline at 1-888-289-9999 oral the FINRA Regulation Internet website address www.riasd.com. A brochure describing the FINRA Regulation Public Disclosure Program is also available from the FINRA upon request. Key Terms and Definitions Dividends on money market funds consist of interest earned, plus any discount ratably amortized to the date of maturity, plus ail realized gains and losses on the sale of securities prior to maturity, less ratable amortization of any premium and ail accrued expenses to the fund. Dividends are accrued daily and may be paid either monthly or quarterly. The monthly earnings on this statement represent the estimated dividend accrued for the month for any program that distributes earnings on a quarleriy basis. There is no guarantee that the estimated amount will be paid on the actual distribution date. Current Yieid is the net change, exclusive of capital changes and income other than investment income, in the value of a hypothetical fund account with a balance of one share over the seven-day base period including the statement date, expressed as a percentage of the value of one share (normally $1.00 per share) al the beginning of the seven-day period. This resulting net change in account value is then annualized by muitipiying it by 365 and dividing the result by 7. The yields quoted should not be considered a representation of the yieid of the fund in the future, since the yieid is not fixed. Average maturity represents the average maturity of ail securities and investments of a portfolio, determined by muitipiying the par or principal value of each security or investment by its maturity (days or years), summing the products, and dividing the sum by the total principal value of the portfolio. The stated maturity date of mortgage backed or callable securities are used in this statement. However the actual maturity of these securities could vary depending on the level or prepayments on the underiying mortgages or whether a callable security has or is stiii able to be called. Montttly distribution yield represents the net change in the value of one share (normally $1.00 per share) resulting from ail dividends declared during the month by a fund expressed as a percentage of the value of one share at the beginning of the month. This resulting net change is then annualized by muitipiying it by 365 and dividing it by the number of calendar days in the month. YTM af Cost The yield to maturity at cost is the expected rate of return, based on the original cost, the annual interest receipts, maturity value and the time period from purchase date to maturity, slated as a percentage, on an annualized basis. YTM at Market The yield lo maturity at market is the rate of return, based on the current market value, the annual interest receipts, maturity value and the time period remaining until maturity, stated as a percentage, on an annualized basis. Managed Accounf A portfolio of investments managed discretely by PFM according to the client's specific investment policy and requirements. The investments are directly owned by the client and held by the client's custodian. Unsettled Trade A trade which has been executed however the final consummation of the security transaction and payment has not yet taken place. Please review the detail pages of this statement carefully. If you think your statement is wrong, missing account information, or if you need more information about a transaction, please contact PFM within 60 days of receipt. If you have other concerns or questions regarding your account you should contact a member of your client management team or PFM Service Operations at the address below. PFM Asset Management LLC Attn: Service Operations One Keystone Plaza. Suite 300 N. Front & Market Sts Harrisburg. PA 17101
City of San Juan Capistrano Portfolio Summary Report Format: By Totals Group By: Security Sector Portfolio/Report Group: Successor Agency of the SJC CRA AS of 10/31/2014 Description Face CUSlP/Ticker Amount/Shares Cost Value Book Value Market Value YTM @l Cost Accrued Interest Days To Maturity % of Portfolio Certificate Of Deposit 1,000,000.00 1,000,000.00 1,000,000.00 1,000,202.25 0.463 126.71 250 24.27 Local Government Investment Pool 1,120,533.57 1,120,533.57 1,120,533.57 1,120,533.57 0.261 0.00 1 27.20 US Agency 2,000,000.00 1,999,250.00 1,999,766.34 2,000,549.00 0.201 1,250.41 134 48.53 Total / Average 4,120,533.57 4,119,783.57 4,120,299.91 4,121,284.82 0.281 1,377.12 126 100 m X Q-> Tl 0) CQ CD cn •vl o -^^
City of San Juan Capistrano Monthly Change in Portfolio Report Format: By Transaction Group By: Security Sector Portfolio/Report Group: Successor Agency of the SJC CRA Begin Date: 9/30/2014, End Date: 10/31/2014 Settlement Beginning Description CUSIP/Ticker Date Cost Value Interest Earned During Ending Credit Credit Ending Buy Sell Ending Cost Period- YTM @) Rating Rating Maturity Days To Principal Principal Value Ending MV Interest/Dividends MV Cost 1 2 Date Maturity CERTIFICATE OF DEPOSIT BBCN Bank O.S 8/18/2015 Farmers & Merchants Bank 0.15 12/24/2014 073296AZ8 11/18/2013 250,000.00 0.00 0.00 250,000.00 250,202.25 CD7265 6/25/2014 500,000.00 0.00 0.00 500,000.00 500,000.00 Independence Bank 1.05 CD528059049 6/21/2013 6/21/2016 250,000.00 0.00 0.00 250,000.00 250,000.00 Sub Total/Average Certificate Of Deposit 1,000,000.00 0.00 0.00 1,000,000.00 1,000,202.25 102.74 106.16 0.500 NR NR 61.64 63.69 0.150 NR NR 215.85 223.04 1.050 NR NR 380.23 392.89 0.463 8/18/2015 291 12/24/2014 54 6/21/2016 599 250 LOCAL GOVERNMENT INVESTMENT POOL LAIF LGIP UIFCRA 3/31/2009 1,118,593.71 1,939.86 0.00 1,120,533.57 1,120,533.57 Sub Total/Average Local Government Investment Pool 1,118,593.71 1,939.86 0.00 1,120,533.57 1,120,533.57 1,939.86 1,939.86 0.261 NR NR 1,939.86 1,939.86 0.261 N/A m X T Q) CQ CD cn 00 o —h Oi us AGENCY FFCB 0,22 7/9/2015 FHLB 0.125 11/18/2014 Sub Total/Average US Agency Total / Average 3133EDBE1 12/20/2013 999,500.00 3130A0C81 11/19/2013 999,750.00 0.00 0.00 999,500.00 1,000,525.00 0.00 0.00 999,750.00 1,000,024.00 1,999,250.00 0.00 0.00 1,999,250.00 2,000,549.00 4,117,843.71 1,939.86 0.00 4,119,783.57 4,121,284.82 0.00 189.44 0.252 ^°L^^' S&P-AA+ 0.00 107.64 0.150 ^aL^' S&P-AA+ 7/9/201S 251 11/18/2014 18 0.00 297.08 0.201 2,320.09 2,629.83 0.281 134 126
City of San Juan Capistrano Portfolio Summary Report Format: By Totals Group By: Security Sector Portfolio/Report Group: San Juan Capistrano Housing Authority As of 10/31/2014 Description Face CUSIP/Ticker Amount/Shares Cost Value Book Value Market Value YTM @ Cost Accrued Interest Days To Maturity o/o of Portfolio Certificate Of Deposit 575,000.00 575,000.00 575,000.00 575,022.28 0.604 157.87 366 13,93 Local Government Investment Pool 1,126,101.34 1,126,101.34 1,126,101.34 1,126,101.34 0.261 0.00 1 27.29 US Agency 925,000.00 924,856.25 924,883.88 924,525.28 0.228 401.31 361 22.41 US Treasury 1,500,000.00 1,500,747.50 1,500,621.37 1,501,132.94 0.244 578.65 446 36.37 Total / Average 4,126,101.34 4,126,705.09 4,126,606.59 4,126,781.84 0.295 1,137.83 294 100 m X > Tl CD (Q (D cn CD o -H G)
City of San Juan Capistrano Monthly Change in Portfolio Report Format; By Transaction Group By: Security Sector Portfolio/Report Group: San Juan Capistrano Housing Authority Begin Date: 9/30/2014, End Date: 10/31/2014 Settlement Description CUSIP/Ticker Date Beginning Buy Sell Ending Cost Cost Value Principal Principal Value Interest Earned During Ending Credit Credit Ending Period- YTM ® Rating Rating Maturity Days To Ending MV Interest/Dividends MV Cost 1 2 Date Maturity CERTIFICATE OF DEPOSIT Farmers and Merchants Bank CD16646806 0.25 9/18/2015 GE Capital Bank 0.55 4/13/2015 Independence Bank 0.9 10/6/2015 Independence Bank 1.05 6/21/2016 36160JYL6 9/18/2014 10/11/2013 250,000.00 75,000.00 0.00 0.00 250,000.00 0.00 0.00 75,000.00 CD526841368 10/6/2014 0.00 125,000.00 0.00 125,000.00 CD528450287 6/21/2013 125,000.00 Sub Total/Average Certificate Of Deposit 250,000.00 75,022.28 125,000.00 0.00 0.00 125,000.00 125,000.00 450,000.00 125,000.00 0.00 575,000.00 575,022.28 51.37 53.08 0.250 None None 9/18/2015 322 206.82 35.04 0.550 NR NR 4/13/2015 164 0.00 77.05 0.900 None None 10/6/2015 340 107.92 111.52 1.050 NR NR 6/21/2016 599 366.11 276.69 0.604 m X Q-> Tl Q) CQ CD G> O O —h Oi LOCAL GOVERNMENT INVESTMENT POOL Local Agency Investment LAIFHA 6/19/2013 Fund LGIP Sub Total/Average Local Government Investment Pool 1,125,807.77 293.57 0.00 1,126,101.34 1,126,101.34 US AGENCY FFCB 0.21 11/27/2015-14 FHLB 0.125 7/30/2015 FHLB 0.57 9/30/2016-14 3133EDM82 6/26/2014 3130A2S36 8/27/2014 3130A2AD8 7/16/2014 Sub Total/Average US Agency US TREASURY 924,856.25 1,125,807.77 293.57 0.00 1,126,101.34 1,126,101.34 150,000.00 0.00 0.00 150,000.00 624,856.25 0.00 0.00 624,856.25 150,000.00 0.00 0.00 150,000.00 149,923.95 624,696.88 149,904.45 0.00 0.00 924,856.25 924,525.28 293.57 293.57 0.261 NR N/A 293.57 293.57 0.261 0.00 27.13 0.210 S8.P-AA+ ii/27/2015 Aaa Moodys-0.00 71.25 0.570 S8.P-AA+ 9/30/2016 Aaa 0.00 165.65 0.228 392 272 361
Earned Description CUSIP/Ticker Settlement Date Beginning Cost Value Buy Principal Sell Principal Ending Cost Value Ending MV Interest/Dividends During Period-MV Ending YTM @ Cost Credit Rating 1 Credit Rating 2 Maturity Date Ending Days To Maturity T-Note 0.25 10/15/2015 912828TT7 8/27/2014 500,625.00 0.00 0.00 500,625.00 500,508,00 625.00 106.18 0.140 S8.P-AAA Moodys-Aaa 10/15/2015 349 T-Note 0.25 4/15/2016 912828UW8 8/27/2014 499,185.00 0.00 0.00 499,185.00 499,648.44 625.00 106,18 0.350 S8.P-AAA Moodys-Aaa 4/15/2016 532 T-Note 0.375 1/31/2016 912828B41 8/27/2014 500,937.50 0.00 0.00 500,937.50 500,976,50 0.00 157.95 0.243 S&P-AAA Moodys-Aaa 1/31/2016 457 Sub Total/Average US Treasury 1,500,747.50 0.00 0.00 1,500,747.50 1,501,132.94 1,250.00 370.31 0.244 446 Total / Average 4,001,411.52 125,293.57 0.00 4,126,705.09 4,126,781.84 1,909.68 1,106.22 0.295 294
SERVICE #1 - BANKING SERVICES
RFP FOR BANKING AND RELATED
SERVICES PRESENTED TO:
PRESENTED BY:
Ibank
February 20, 2015
Veronica Vlllasenor
Vice President, MPP
Relationship Manager
Government Banking Division
858.522.0259
veronica.viilasenortStusbank.com
EXHIBITS Page 1 of 50
Agreement
This proposal contains certain nonpublic information about U.S. Bancorp and its subsidiaries and
affiliates that we deem proprietaiy and confidential. U.S. Bank acknowledges, however, that disclosure
of various nonpublic infonnation may be made pursuant to a lawful public records request (California
Public Records Act-Government Code 6250-6270).
By your acceptance of these materials, you also acknowledge that U.S. Bancorp is not committing to
extend credit or render sejwices to you or any other person.
For purposes of this proposal, we may have relied upon financial information provided to U.S. Bancorp
by your authorized representatives or officers. You agree that U.S. Bancorp is not responsible for the
completeness or accuracy of such information. This proposal has been prepared for discussion puiposes
only.
Eitlier party may exit the agreement witli a 90 day prior written notice.
EXHIBIT B Page 2 of 50
Government Banking Division
LM-CA-1021
11988 El CaminoReai
Suite 100
San Diego, CA 92130-2592
858.522.0259 direct
858.523.4299 fax
877.295.2509 customer SVC
February 20, 2015
Michelle Baniiigan, Assistant Finance Director
City of San Juan Capistrano
32400 Pasco Adelaiito
San Juan Capistrano, CA 92675
Dear Michelle:
Thank you for including U.S. Bank in your Request for Proposal for Banking and Related Services for the City of
San Juan Capistrano (the City). We arc in receipt of Addendum ff\n 1/28/15 and Addendum #2 on l/29,n 5. We
are eager to present you with respon.ses to each of the four services in your comprehensive RFP document, lite
bank branch located nearest the City offices is at 33621 Del Obispo St Stc, A, in Dana Point, however the project
and relationship will be managed by your dedicated Relationship Manager, Veronica Viilasenor, whose office is
located in San Diego (address above). We have read and can comply with all tcnns and conditions of the RFP,
U.S. Bank is delighted for the opportunity to expand our partnership with the City, having served as your provider
of bond trustee sendees since 2008, and as your current provider of purchase card services via U.S. Bank's CAL-
Card program since 2004, We arc extremely appreciative of our current business with tlie City and are honored
that you arc considering an expansion of our relationship via this RFP for Banking and Related Services.
Our goal is to provide the right offer with the right solutions to become the right partner. We believe U.S.
Bank is best positioned to help you achieve your goals and we hope you will agree.
The Right Offer
We have structured a financial package that we hope you will find compelling and of interest. Offer highlights
include:
• Premier pricing - competitive pricing discounts ba.sed on the strength of our cuirent relationship.
• An above market Earnings Credit Rate of 0.40%.
• Zero implementation costs and set up fees.
• Relationship Transition Credit of $20,000 to be used toward banking and merchant service fees over the
course of a 5-year contract ($4,000 per year of the contract, to be credited yearly).
a Transition Expertise ~ As your Relationship Manager leading the banking team, I have extensive
experience in leading organizations through the process of changing banks.
EXHIBIT B Page 3 Of 50
The Right Solutions
U.S. Bank is known for being an innovative company with a comprehensive suite of services that can meet and
exceed the City's service needs in the realms of banking, custody, credit card processing and lockbox services. In
fact, designing payment systems for the Public Sector is our forte.
Our approach to Treasury Management is highly consultative. Our goal is to finsi understand your banking and
lockbox needs to then uncover potential areas of efficiency to design a customized solution. Our proccs.s begins
with a fonrsal Working Capital consultation in which we "map" your workflows and cash flows. As part of this
proposal, U.S. Bank will offer this consultation free of charge.
Further, with over 4,000 clients and $1 trillion in assets under administration. U.S. Bank's Institutional Trust and
Custody group has the experience and scale to offer a solutjon that allows you to conduct your business with
greater confidence and efficiency. Our services arc a core, stand-alone division within our Wealth Management
and Securities Services (WM&SS) division, which contributes almost 10% to the bank's bottom line.
In addition, our Merchant Seivice offerings via U.S. Bank Payment Solutions/Elavon, a wholly owned subsidiary
of U.S. Bank, empower customers to receive the added benefit of same day credi! and next day availability on all
credit/debit card deposits if depositing into a U.S. Bank account. A number of municipal customers enjoy the
benefits of our symbiotic banking and merchant service offerings, such as the City of Lagima Niguel and the San
Diego Aiipoi t.
Finally, providing the right solutions requires the highest level of customer service. U.S. Bank's overall customer
satisfaction and loyalty scores continue to exceed industiy averages. When surveyed, our government customers
consistently award us a 99.75% customei" satisfaction rating.
The Right Fanner
Working with U.S. Bank means the City benefits from one of the highest rated, most .stable financial
instilutions in the country. U.S. Bank is in a perfect position to grow even stronger in a recovering economy.
Through our public sector specialty, we provide banking services lo over 90% of governmental entities in
California. This means we are not only a reliable choice, but thai we may be able to share more best in class
govcniment practices than anyone.
.Also, as your designated U.S. Bank Relationship Manager and primary point of contact with over a decade of
banking experience, I am thoroughly committed to the public sector, with a Master's Degree in Public Policy
from liaiward University's Kennedy School of Government, and a Bachclor'.s Degree from Princeton University's
Woodrow Wilson School of Public and Intcmational Affairs.
Should you need further infonnation, please do not hesitate to contact me. We look forward to meeting to discuss
our proposal in more detail. This proposal and the pricing herein are valid for 180 days from the submittal dale of
February 20, 2015.
Sincerely,
Veronica Villaschor
Vice President & Relationship Manager
EXHIBITS Page 4 of 50
Tab A - Table of Contents
Tab B - Bank Services to Public Sector 1
Tab C - References 6
Tab D - CoUateralization of Deposits 7
Tab E - Deposit Compensation 8
Tab F - Demand Deposit Accounts 11
Tab G - Automated Clearing House (ACH) Services 12
Tab H - Wire and Other Transfers 15
Tab I - Deposit Transmittal Process 18
Tab J - Payroll Tax Processing 21
Tab K - State Actlvity/LAIF Transfers 23
Tab L - Bill Concentration Service 25
Tab M - Balance and Detail Reporting 26
Tab N - Daylight Overdraft Protection 31
Tab O - Conversion Plan 32
Tab P - Business Continuity Plan 35
Tab Q - Banking Services Bid Form 38
Tab R - Sample Reports to Submit 43
Tab S - Relevant Contract, Agreements and Statements to Submit 44
Tab T - Financial Statements and Ratings 45
Tab U - Sample City Agreement, Mandatory Insurance and Business License Requirements 46
Tab V - Service Enhancement and Industry Best Practices 49
EXHIBIT B Page 5 of 50
Tab B - Bank Services to Public Sector
Institution Overview - General overview of the financial institution, governmental client services
philosophy, corporate organization, including identification of the government scrHces unit,
location of corporation, processing center, branch localities, hours of operation and banking
holidays. Also please provide any relevant information regarding a correspondent bank
relationship.
Headquartered in Minneapolis, Minnesota, U.S. Bancoip, with assets of $391 billion at the end of
tliird quarter 2014, is a diversified financial services holding company and the parent company of
U.S. Bank, the nation's fifth-largest commercial bank.
In 2014, U.S. Bank was named Fortune magazine's Most Admired Superregional Bank for the
fourth consecutive year. U.S. Bank is recognized for delivering consistent, industry-leading
financial results, practicing prudent risk management, generating high levels of capital and
developing innovative services and delivery chamiels.
U .S. Bancorp offers a wide range of financial products and services through four major lines of
business: Consumer and Small Business Banking, Wholesale Banking and Commercial Real
Estate, Payment Services, and Wealth Management and Securities Services. U.S. Bank has 17.9
million customers and more than 67,000 employees.
For more than 150 years, U.S. Bank has grown to operate 3,177 banking offices and 5,026 bank-
branded ATMs and provides a comprehensive line of banking, brokerage, insurance, investment,
mortgage, trust and payments seivices products to consumers, businesses, government entities
and institutions.
U.S. Bank was ranked number one as the most trusted retail bank for customer privacy and data
security by the Ponemon Instihitc, a research group dedicated to responsible information
management and security in business and government, for the seventh consecutive year. Global
Finance (October, 2013) again ranked U.S. Bank one of the World's 50 Safest Banks; and
Money Magazine (October, 2013) named U.S. Bank one of the Best Banks in America.
American Banker (October, 2014) honored U.S. Bancorp women, Pam Joseph #4 and Leslie
Godridge #16, in the magazine's "Most Powerfhl Women in Banking" annual issue.
Ongoing investments, initiatives and prudent management practices have given U.S. Bank a
competitive advantage, allowing the Company to operate from a position of strength, scale,
growth and profitability. This position creates advantages for our shareholders and investors, our
customers, our employees and our communities — and supports the recovery and strength of our
nation's economy. We continue to manage, invest and innovate to further extend this advantage.
U.S. BANK City of San juan Capistrano. (page 1
EXHIBIT B Page 6 of 50
This proposal does not include a correspondent bank relationship. The U.S. Bank branch locations
nearest City offices arc located at:
33621 Del Obispo St Stc A
Dana Point, CA 92629
30000 Town Center Dr
Laguna Niguel, CA 92677
111 CorjwrateDrSte 100
Ladera Ranch, CA 92694
1051 Avenida Pico
San Clcmentc, CA 92673
989 Avenida Pico
San Clemente, CA 92673
U.S. Bank's holidays are:
• New Year's Day
• Martin Luther King, Jr. Day
m Presidents Day
• Memorial Day
• Independence Day
• Labor Day
• Columbus Day
• Veterans Day
• Thanksgiving Day
• Christmas Day
Experience - Describe the institution's direct experience in servicing public sector clients. Please
include: the number of public agency clients, the dollar amount of public funds on deposit, and the
institution's knowledge of and adherence to the California Government Code including
coUateralization requirements, and other applicable federal and state laws. Will the institution be
able to comply with transaction confirmation and respond to other requests for data as needed
(i.e. from the City's auditors)? What role does technology play in the delivery of services?
As California is a Pool, we monitor that the market value that covers all the customers within the
Pool. Their securities are pledged at a minimum of 110%.
As of 1/31/2015 public deposits on deposit m the pool totaled $576,782,526.70 and market value
of the securities pledged was $790,588,344.97. U.S. Bank pledges and maintains qualified
securities as deposit collateral in compliance with California Government Code and other
applicable laws.
The Bank agrees to comply with requests as needed by the City's auditors.
Teams of industry specialists make up our Covcmmcnt Banking Division serving your specific
segments across the United States. There are seven relationship management groups that focus on
managing the needs of state and local government; together they manage nearly 5,000
relationships with:
• State govermnents
• City and county governments
• School, water and healthcare districts
• Sanitation and other special purpo.se authorities
BP U S BANK •i^''" Capi'sirano. | page 2
EXHIBITS Page 7 Of 50
• Specialized authorities
• Housing authorities
a Public institutions of higher education
In California specifically, we have 275 government banking relationships. In fact, across all of
our business units such as treasury management, card products and cor|3orate trust services, we
work with 44 out of 50 states and do business with over 90% of the goveinmcntal entities in the
state of California.
We currently support 18 state agencies/departments and provide primary banking services for
Idaho, Kansas, Miraicsota, Montana, Nebraska, Oregon, Utah, Washington and Wisconsin.
Significant banking relationships include the states of Alaska, Arkansas, California, Illinois, Iowa,
Ohio and Tennessee. Growing relationships include: Arizona, Colorado, Indiana, Kentucky,
Missouri, Nevada, North Dakota, South Dakota and Wyoming. Emerging relationships include:
Connecticut, Florida, Georgia, Maine, Michigan, North Carolina, Oklahoma, Pennsylvania, Texas
and the District of Columbia.
Technology is essential to the delivery of our sei-vices. U.S. Bank invests strategic amounts of
resources to develop only the most current and proven tcclinology available, as we will expand on
later in tliis proposal when we provide more detailed information about services that are specific
to the City's needs and goals.
Relationship Management - Identify the size and scope of your California-based public banking
unit, bank officers responsible for the City's accounts, what each person's role and responsibilities
will be, and the relevant credentials and experience of each person on the relationship
management team.
U.S. Bank's Government Banking Division is a National Team with coverage throughout our
footprint. Our clients range from entities of the Federal government, to State agencies, as well as
municipalities and special districts. The California-based public banking unit is comprised of five
Relationship Managers each dedicated to a specific geographic tciTiloiy. Veronica Viilasenor will
serve as the City's Relationship Manager. She is supported by a diverse team of product
specialists in the treasury management, merchant services, purchase card and branch banking. The
City's Treasury Management Consultant is Alice Waixen.
Veronica Viilasenor, Relationship Manager, Government Banking Division
Veronica has over a decade of government, finance and banking experience, the depth and
breadth of which she draws upon in her consultative approach to the development and
management of client relationships.
Professional Experience
• Vice President and Relationship Manager for Government Banking - 2008 to present
• Business Banking Officer - 2006 to 2008
• Regional Business Microloan Portfolio Manager - 2005 to 2006
• Real Estate Sales and Lending Officer 2002-2005
• U.S. BANK Cily of San Juan Capisirano i page 3
EXHIBIT B Page 8 Of 50
• Account Manager and consultant to public and non-profit clients on capital campaigns and
development
• Bond Portfolio Relationship Manager - 1998 to 2000
Educational Background
• Masters in Government and Public Policy from Harvard University
• Bachelors in Government and Public Policy from Princeton University
Government Banking Clients Include:
• The Irvine Ranch Water District
• The Irvine Unilied Scliool District
• The Orange County Health Authority (CalOptima)
• The City of Lake Forest
• The City of Laguna Niguel
• The City of Mission Viejo
Areas of Expertise
• Diagnostic, thorough review of flnanciaPbanking relationships, consultative prescription of
banking solutions
• Transition, on-boarding and implementation of new banking systems for commercial clients
• Broad-based expertise and training in local government administration, operations and
management
• Project management of govcmment/non-profit endeavors
• Cultivation of public/private partnerships and the harvesting of harmonious business synergies
Alice Warren, Sales Consultant, Treasury Management Division
Alice is the Treasury Management Consultant for our customers in Inland Empire and Orange
County. Alice has over 18 years banking experience (commercial, government banking, HOA,
community banking).
Professional Experience
• Treasury Management Consultant, VP - 2000 to present
• Business Banking Officer - 1998-2000
Educational Background
• .Master's in Business Administration from Peppcrdinc University
• Bachelors in Business Administration from University of Hawaii
• Certified Treasury Professional since 2007
Areas of Expertise
• Diagnostic, thorough review of financial/'banking relationships, consultative prescription of
banking solutions
U S. BANK City of San Juan Capist/ano. | page 4
EXHIBIT B Page 9 Of 50
• Transition, on-boarding and implementation of new banking systems for municipal and
commercial clients
Compliance and Exception - Include a statement to confirni the bank's compliance to the specific
minimum qualifications in item a, listing any exceptions to required services.
U.S. Bank meets and exceeds the qualifications listed in item a, "Minimum Qualification".
• U.S. BANK City of San Juan Capistrano,) page 6
EXHIBITS Page 10 of 50
Tab C - References
Please provide three references that are of similar size and scope of service utilization as the City.
Include the following information for each reference:
• Contact name and title
• Name of the public agency
• Telephone number and e-mail address
• Number of years as customer and services provided
The following are cuiTent clients and willing to sen'c as references for the City on behalf of
U.S. Bank. They were selected as references on the basis of their being public agencies with similar
scopes of service utilization as pertinent to this RFP. More client references can be provided upon request.
http:// wwrw.ci.laguna-niguel.ca.us
Contact name and title: Steve Erlandson, Finance Director
N ame of agency: City of Lagima Niguel
Telephone number and email address: (949) 362-43.58, serlandson(fl]citYoflagunanigueI.org
Number of years as customer: 24
Services provided: Treasury Management Services (DDAs, SinglePoint online banking,
Positive Pay, Wire Transfers, Cash Vault, ACH), credit card processing/merchant services via
U.S. Bank Payment Solutions/Elavon
www.citv-lakeforest.com
Contact name and title: Keith Neves, Director of Finance
Name of Agency: City of Lake Forest
Telephone number and email address: (949) 461-3431, kneves/djlakeforestca.gov
Number of years as customer: 22
Services provided: Treasury Management Services (DDAs, SinglePoint online banking, ACH,
Positive Pay, Wire Transfers, Cash Vault) CAL-Card purchase cards
http://citYofmissionvieio.org/
Contact name and title: Cheryl Dyas, Director of Administrative Services
Name of agency: City of Mission Viejo
Telephone number and email address: (949) 470-3059, cdYas@citYofjmissionviejo.org
Number of years as customer: 1.5
Services provided: Treasury Management Services (DDAs, SinglePoint online banking.
Positive Pay, Wire Transfers, Wliolesale Lockbox, Cash Vault, ACH, Safekeeping)
U.S. BANK City of San Juan Capistrano, | page 6
EXHIBIT B Page 11 of 50
Tab D - CoUateralization of Deposits
The bank is required to collateralize public funds deposits under the California Government
Code, Sections 53651 and 53652. Copies of the reports filed with the State of California shall be
made available to the City upon request Please detail the bank's procedures for collateralizing
public funds deposits.
• What types of securities are used as collateral? Can the City select the type of collateral used?
Municipal bonds and mortgage-backed securities are typically used as collateral for agency
deposits. We can facilitate a monthly statement listing of the securities being held as collateral
that also reflects their market value. The State of Califomia Local Agency Administrator is only
the party able to select/approve collateral types.
• Which bank department is responsible for tracking deposits and monitoring collateral?
U.S. Bank's Collateral Management department within our Corporate Treasury Division is
responsible for tracking deposits and monitoiing collateral. U.S. Bank pledges and maintains
qualified securities as deposit collateral in compliance with California Govemnient Code and
other applicable laws.
• What is the bank's current level ($ amount) of California public funds deposits and the related
collateral?
As Califomia is a Pool, we monitor that the market value that covers all the customers within tlic
Pool. Their securities are pledged at a minimum of 110%.
As of 1 /31/2015 public deposits in the pool totaled $576,782,526.70 and market valtie of the
securities pledged was $790,588,344.97. We hold excess collateral to ensure we are more than
fully compliant with State requirements.
• What is the frequency of reporting to the State Treasurer's Office?
We report deposits weekly and quarterly to the State of Califomia Local Agency.
•* U.S. BANK City of San Juan Capistrano. | page 7
EXHIBITS Page 12 Of 50
Tab E - Deposit Compensation
The City compensates lor bank services primarily with compensating balances and is charged for
any deficiencies based on monthly account analysis. Please indicate the following in this section:
• List the financial institution's Earnings Credit Rate (ECR), and how it is calculated and
applied.
The Earnings Credit Rate is based on short-tenn interest rate trends. The ECR is calculated on
average positive collected balances. U.S. Bank uses a managed rate approach closely modeled
after trends in short-tenn U.S. Treasury securities.
As a show of our commifment to build a lelatiomhip with the City, we arc pleased to offer an
exception ECR of 0.40% for the life our new contract term.
We use the following calculation to determine the earnings credit available to offset service
charges:
FCB X ECR X #DM / #DY = EC, where:
• FCB - Adjusted Positive Collected Balance (100%)
• ECR = Earned Credit Rate
• #DM = Number of Calendar Days in the Month
• #DY = Number of Calendar Days in the Year
• EC = Earnings Credit
U.S. Bank's premier ECR will benefit the City greatly, as it will significantly reduce tlie
minimum collected balance required to offset banking fees. Thus, having this premier ECR would
mean that any excess balances could be invested for a yield in other investment vehicles, such as
LAIF.
• List the financial institution's ECR for the past twelve (12) months.
The below rates arc lower than the exception rate offered to the City of 0.40%
January
2014
February
2014
March
2014
April
2014 May 2014 June
2014
.22% .22% .22% .22% .22% .22%
July
2014
August
2014
September
2014
October
2014
November
2014
December
2014
.22% .22% .22% .22% .22% ,22%
• Please explain, in detail, how and when the FDIC assessment is computed and charged.
U.S. Bank does not charge a specific FDIC insurance assessment. A Deposit Coverage Fee is
assessed each month and is a managed rate based on factors including bank incurred costs for
" U.S. BANK '''''7 °*Capistrano, | page 8
EXHIBIT B Page 13 of 50
maintaining your deposits as well as other market indicators. The fee is assessed on the average
ledger balance of the account for the montli.
Does the City have the option of compensating on fees or balances basis or, a combination of
both? Please describe any difference in related costs to the City with either option.
Yes. The City may compensate U.S. Bank by whatever method is convenient or preferred. The
standard method of paying the analysis service charge is to debit directly one of the analyzing
accounts (designated by the City) on a monthly basis. The debit occurs on the tenth business day
of the month following the month of service. At the discretion of U.S. Bank, the City may elect
instead to be invoiced for the analysis service charge. However, this billing method includes an
additional monthly processing fee.
The City can compensate for service with fees, balances or a combination of the two. U.S. Bank
first applies earnings credit allowance balances to offset fees and then assesses remaining fees as
direct charges. There is no difference in related costs to the City with either option.
What is the financial institution's settlement period for account analysis and billing purpose -
monthly, quarterly, semiannually or aimually? How long can any excess balances be carried
forward to apply to charges in future billing periods?
The bank's settlement period is monthly with the DDA being charged on the tenth busmess day
of the month. However, we are happy to accommodate whatever the City requires and can offer
quarterly, semi-annual or annual settlement if requested.
Excess earnings credit is eliminated at the end of each billing period.
Please explain exactly what type of items and services can be applied against the City's account
analysis in addition to standard bank services.
Many items and seivices can be applied against account analysis in addition to standard bank
services, provided that they are banking-related. These services include but are not limited to
messenger service, annored carrier, check stock, supplies, custody services, etc. Your
Relationship Manager will work with the City to ensure tliat these fees arc passed through
account analysis and included as part of these monthly charges.
What procedure is used to make any adjustments to Account Analysis statements and how
long does it take for adjustments to take effect?
If errors arc discovered on an account analysis statement, EJ.S. Bank can resolve the problem in
one of several ways.
• Refund the overcharge directly back lo the account.
U.S. BANK City of San Juan Capist/ano.) page 9
EXHIBIT 8 Page 14 of 50
• Re-analyze that month's activity, which includes reversing the incorrect charge and debiting
the coiTect fee.
• Apply an activity credit to the next month's analysis. For this option, the Bank needs to
obtain the corrected information before month end to reflect an adjustment on the next
account analysis statement.
The time it takes for adjustments to take effect varies on the amount and magnitude of the
adjustment; larger amounts require varying levels of internal approvals, for instance. Your
Relationsiiip Manager would be committed to expediting tliese adjustments so that they are
applied as soon as possible. Once a credit is processed and posted it typically shows within a
customer account within less than 24 hours.
Please state the negative collected balance charge that the City will pay and, in detail, explain
how this charge is computed. Is the rate quoted in this proposal good for the term of the
contract? Please provide escalation clauses.
If an account becomes overdrawn, overdraft fees arc assessed whether or not the item is paid or
returned. In most ca.ses, the fees are charged through tlie analysis system and can be offset by the
earnings credit allowance. Negative collected balances are calculated and do incur a charge as
part of the monthly analysis as well and can be offset with the earnings credit allowance as well.
A charge for negative collected balances may also apply. The negative collected balance for each
day is totaled and divided by the number of days in the month to produce an Average Negative
Collected Balance, The fee is calculated as follows:
(Average Negative Collected Balance x Rate) x Actual Days in the Month/360.
U.S. Bank's standard Negative Collected Funds rate charged is Prime +4%. This fee could be
offset with earnings credit.
The exception Earnings Credit Rate we are offering the City of 0.40% is good for the life of the
contract. If the City sees an issue with charges on the Account Analysis it can contact
Commercial Customer Service or its Relationship Manager.
U.S. BANK City of San Juan Capistrano, | page 10
EXHIBIT B Page 15 Of 50
Tab F - Demand Deposit Accounts
The City, the Successor Agency to the City's Redevelopment Agency and the Housing Authority
currently use four (4) demand deposit accounts (DDA) or checking accounts. None of the accounts
are Zero Balance Accounts. Please describe in detail the institution's ability to provide services to
this type of accounts.
U.S. Bank can accommodate the City's current account structure. Below is a proposed design
that incorporates relevant services:
SAMPLE CITY ACCOUNT STRUCTURE
ri[:ni
Fhystcai DepoiJ/s at Loca 'i Branui
City Hoasino Authwtty
Chfskma Aceoum
SH8,4QS
Ct(y Successor Agency
Ch^kmg Account
City e?te<yfig Accaum
S3,4S7.C8D /'
SanKing Servioes
-4 DDA accounts
•GtP.giePc nl oaiifte banking
•rayrsR tax prcicsssing
•Baianos- 3Xi'-i detaJ repcrt-ng
•f csftve Pay
'ACH creoA. anc ccfcils (for payrslt. auto iJebit fo? oniine bdl! cofiecton)
•Wrt arW other trinsfess (H-dyding LA'F)
•D.ayh9r<t Overdraft Protection
•An--fiote-<f CsT
•Gssn
-Vi.'.''<.it;sal« Lockbox vYTh iTiage services
•Bill Concentration- serv ces
* U.S. BANK Cit/ of San Juan Capistrano \e 11
EXHIBIT B Page 16 of 50
Tab G - Automated Clearing House (ACH) Services
ACH Direct Deposit of Payroll: The City utilizes direct deposit services for its bi-weekly payroll.
Each payroll run has approximately 100 employees using the direct deposit service. Please address
the following:
• Describe the bank's procedure in detail for receiving electronic payroll data and any back-up
plans for data transmissions.
U.S. Bank offers multiple options and backups for the City to originate ACH transactions: our
ACH Direct Transmission seivice; and through SinglePoint, our online treasury management
application.
• ACH Direct File Transmission - With ACH Direct File Transmission, (he City or its third-
party provider transmits the disbursement or collection transaction information in a National
Automated Clearing House Association (NACHA) formatted data file, EDI fomiat, or
custom format to U.S. Bank. The bank processes the transactions through the Automated
Clearing House System (ACH) and funds are debited from or credited to the City's accoimt
on the settlement date. ACH credits or debits can be made to personal and,/or business
accounts. The City may transmit their ACH Direct Transmission data file to U.S. Bank
through a variety of methods. Currently, the direct transmission input deadline for same
business day processing is 8:30 p.m. FT. Future-dated ACH transactions may be submitted
up to 30 calendar days in advance of the settlement date. The File Confirmation Seivfice can
be used as a complement to our file submission process.
• U.S. Bank SinglePoint ACH enables tlie City to originate ACH transactions online through
a Web browser. SinglePoint is a full-senrice ACH application that creates, stores and
originates ACH transactions from any location at any time. Unique features include:
m Robust, customizable import options suppoiting NACHA, CSV and fixed field file
formats.
• An export fimction that sends .ACH data from SinglePoint to other accounting
applications.
• A function that automatically updates transactions with detail provided in
Notifications of Change (NOCs).
• Option to send email notification of pending debits or credits to transaction receivers
• Recurring batch schedules for automated transaction initiation on a predetermined or
custom schedule
• Ease of use: SinglePoint's interface pages, feedback messages and field and page help
assist you with your entries
• Detailed audit and activity reports that track vital system and user information
• Discuss screening measures that the bank uses to minimize errors on files sent to the bank (i.e.
pre-notes, ABA screening, etc.). Describe the processes and timing available for file/error
correction.
To twinimize errors on files sent to the bank, U.S. Bank recommends processing prenotes for each
distinct type of ACH transaction. The prenote is an excellent way to ensure that the bank ABA
• U.S. BANK City of San Juan Capistrano. | page 12
EXHIBIT B Page 17 of 50
and receiver account number are accurate. U.S. Bank suggests initiating prenotes six business
days in advance of live transmission in accordance with NACHA rules.
U.S. Bank can provide an automatic file receipt confirmation within 30 minutes to one hour of
receiving the City's ACH file. The ACH File Confimiation notification provides information
from the file including:
• File creation date and time
• File ID modifier
• Batch count
• Entry and addenda
• Debit and credit amount
• Positive or negative confirmation regarding the file.
For negative confirmations or to correct file/eiTors, the City would work with their Relationship
Manager who will engage the appropriate support teams for further assistance. Our goal is to
resolve errors as quickly as possible, however timing may vaiy based on the nature of the issue.
• Indicate the transmission deadlines for direct deposit ACH files, including date and time when
the bank needs the flic from the City and when funds are debited from the Cit>''s account.
U.S. Bank accepts ACH files until the below times in order to process within the same business day and
provide next day credit. U.S. Bank follows established NACHA guidelines for posting ACH entries and
making funds available on the eriective date.
jlnput Method Cut-OffTimi
Day Cycle Night Cycle Same Day Transfer
SinglePoint ACH 7:00 p.m. PI
(Domestic)
4:00 p.m. PT
(International with FX)
7:00 p.m. PT
(Domestic)
4:00 p.m. PT
(International with
FX)
7:00 p.m. PT
(Domestic)
FTP Transmission 8:30 p.m. PT 8:30 p.m. PT 8:30 p.m. PT
PC-CPU (Asynchronous) 8:30 p.m. PT 8:30 p.m. PT 8:30 p.m. PT
Terminal (Direct
Transmission)
8:30 p.m. PT 8:30 p.m. PT 8:30 p.m. PT
ACH Adjustment Requests 6:00 p.m. PT 5:00 p.m. PT n/a
ACH Positive Pay Exception
Decisions
5:00 p.m. PT 5:00 p.m. PT n/a
ACH Auto Debit: The financial institution must have the capability to accommodate an online bill
collection service. The City currently collects utility bills via ACH debit each month.
Yes, we have the capacity to accommodate the City's online bill collection service. U.S. Bank E-
Payment Service provides a robust and highly configurable collections solution that can be
U.S. BANK City of San Juan Capistrano | page 13
EXHIBITS Page 18 of 50
integrated with your existing systems. It offers you the ability to efficiently collect payments
through multiple channels such as the Internet, Integrated Voice Response Unit (IVR), and
through live agents in your call center, using a single, integrated solution. All payment
transactions are made by direct bank account debit, credit card (Visa or MasterCard), ATM debit
card, signature-based debit card, or stored value card with Visa or MasterCard logo. Once the
payments are processed, the City receives consolidated reports and remittance data to update your
receivables system. This back-office electronic payment infrastructure reduces your collection
expense, while appearing transparent to payers.
Pricing for E-Payment is not listed in this RFP due to the customized nature of this seivicc.
U.S. Bank will be able to offer pricing infonnation once we have the opportunity to talk at length
with the City about its specific needs and understand the scope of the service.
U.S. BANK Dt/ of San Juan Capisirano. | page 14
EXHIBIT B Page 19 of 50
Tab H - Wire and Other Transfers
Please describe the financial institution's on-line transfer service capability and what specifically
is recommended for the City's use and consideration.
• What is the process for initiating wire transfers? Please include the deadlines.
The following arc U.S. Bank's opening hours and cut-off times in Pacific Time for initiating wire
transfers to ensure same day execution as indicated by the process the City chooses. The City may
initiate wire transfers online using SinglePoint, over the telephone or tlirough mainframe batch
wire.
Input Method
Type of Transfer Internet
(SinglePoint)
Voice or VRU CPU-CPU
(Mainframe Batch
Wire)
Domestic
Same Day Fedwire
and Drawdown
5:30 a.m.-2:30 p.m. 5:30 a.m.-2:30 p.m. 5:30 a.m.-2:00 p.m.
Same Day Internal 6:30 a,m.-4:00 p.m. 5:30 a.m.-4;00 p.m. 5:30 a.m.-2:00 p.m.
Future Day Fedwire,
Drawdovi/n and internal
5:30 a.m.-4:30 p.m. 5:30 a.m.-4:30 p.m. 5:30 a.m.-2:00 p.m.
International*
Same Day (USD) 5:30 a.m.-3:00 p.m. 5:30 a.m.-3:00 p.m. 5:30 a.m.-2:00 p.m.
Same Day (Foreign
Currency)
5:30 a.m.- 2:00 p.m. 5:30 a.m.-2:00 p.m. 5:30 a.m.-2:00 p.m.
Future Day - 1 day
only (USD)
5:30 a.m.-4:30 p.m. 5:30 a.m.M:30 p.m. 5:30 a.m.-2:00 p.m.
Future Day - 1 day
only (Foreign
5:30 a.m.-2:00 p.m. 5:30 a.m.-2:00 p.m. 5:30 a.m.-2:00 p.m.
*Please Note: Inteniational wire transfers are sent on the day U.S. Bank is instructed to send it. The value dale
defines the. date the beneficiaty should receive the funds within their account. However, U.S. Bank does not have
control over an international hank and the process they use to complete the wire.
• Describe the financial institution's incoming and outgoing electronic money transfer services.
Include safeguards and security measures offered by your services.
The table below details the bank's incoming and outgoing electronic money transfer services,
and includes descriptions of security safeguards for each of the Bank's initiation methods.
U.S. BANK City of San Juan Capisirano, j page 15
EXHIBIT B Page 20 of 50
Initiation Method Security
Telephone: Volce-VRU
(telephone)
• A bank-issued User PIN is required to request all wire
transfers.
• U.S. Bank performs callback on all non-repetitive wire
transfers initiated exceeding $10,000.
• The City grants individuals callback approval authority as set
forth in the Wire Transfer Agreement.
LANed PC • U.S. Bank supports wire transfer initiation via LANed PC.
Internet: SinglePoint m A password and User ID are required to log in to SinglePoint.
• A Verisign token is required to enter the Wire Transfer service
within SinglePoint.
• A bank-issued User PIN is required to request ail wire
transfers.
• A Secondary Authorization (approver) is required on all free-
form wire transfers.
• Dollar amount limits are set for users for initiation and
approval.
• Cumulative dollar amount limits per day for initiation and
approval are also available.
• 128-bit SSL encryption through the browser encrypts the
entire SinglePoint session.
CPU to CPU: Mainframe
Batch Wire
• Internal security procedures, as defined by the City, are
maintained on the City mainframe.
• Please provide a description or sample of the institution's funds transfer agreement. How are
the authorization levels established for transfers?
Please sec Tab S - Relevant Contract, Agreements and Statements to Submit for a Sample
Funds Transfer Agreement.
All methods are subject to the same authorization rules unless otherwise noted. Callback
confirmation conditions for free-form wire transfers vary by initiation method and initiation
limits.
Autliorization levels are established as follows:
Free-form (non-repetitive) wire transfers, with the exception of those initiated via Mainframe
Batch Wire, require at least one secondary approval (and can be set up to require up to three
secondary appiovals).
Repeat Codes are used for repetitive transactions and do not require secondary approvals, but
optionally can be set up to require from one to three secondary approvals. Callbacks are not
required for Repeat Code repetitive wire transfers.
U.S. BANK City of San Juan Capistrano.) page 16
EXHIBIT B Page 21 of 50
Non-repetitive wire transfers initiated by Voice may receive a callback (according to conditions
noted below).
Initiation Method Callback Procedure
Voice Initiated Callback for all non-repetitive wire transfers greater than $10,000
and/or exceeding the initiator's PIN limit.
Batch Wire Callbacks for batch processing errors as appropriate.
U.S. BANK City of San Juan Capistrano. | page 17
EXHIBIT B Page 22 of 50
Tab I - Deposit Transmittal Process
The Cit>' currently niakcs physical deposits at the local branch.
• Please identify your branch locations within five (5) miles of City Hall.
U.S. Bank branch locations witbui five miles of City Hall include:
33621 Del Obispo St Stc A
Dana Point, CA 92629
111 Corporate Dr Ste 100
Ladera Ranch, CA 92694
30000 Town Center Dr
Laguna Niguel, CA 92677
1051 Avenida Pico
San Clemente, CA 92673
989 Avenida Pico
San Clemente, CA 92673
• Please describe the institution's required deposit preparation for check, currency and coin.
Branch deposits do not require strapping of currency. U.S. Bank branches accept loose and rolled
coin for deposit. It is not necessary to have separate deposit tickets for cash and for un-encoded
check deposits, nor do they need to be in separate deposit bags. However, to have transaction
detail for check and currency deposits report separately, use separate deposit tickets. Both U.S.
Bank cash vaults and branches prefer loose coin deposits.
Cash Vault Services recommends that deposited cash be in standard straps. Any deposits with
excessive packaging may be assessed a higher fee.
• What are the cut-off times for deposits at the financial institution's local branch to ensure
same day credit? Is there additional charge for after banking hours processing fee?
Cut-off times may vary depending on bow the City deposits its items. Our branches have a cut-off
time of 5:00 p.m. Monday - Thursday and 6:00 p.m. on Friday for same day ledger credit.
Saturday and Sunday deposit options are limited in the branches. Night drop depositories are available
24/7; however, posting delays may apply depending on processing .schedules. There are no additional
charges for using night drop.
• How would the City order cash vault supplies? How is payment made for such supplies?
U.S. Bank prefers that deposit tickets and other supplies be ordered through the Bank in order to
control quality. U.S. Bank works directly with a preferred vendor that ensures that proper
specifications are met.
• U.S. BANK City of San Juan Capistrano. | page 18
EXHIBIT B Page 23 of 50
Supplies can be applied against account analysis. Your Rclaiionsbip Manager will work witb tbe
City to ensure tbat tbcse fees are passed tbrougb account analysis and included as part of tbese
montbly charges. There is no mark-up for any of these items.
Please describe in detail the financial institution's procedures for handling deposit
adjustments. What documentation on discrepancies does the bank provide?
Branch: For over-the-counter deposit discrepancies, tbe City can change and initial the deposit
slip reflecting the adjusted deposit amount. Another option tbe branch has is to process tbe
adjustment as a separate credit or debit transaction witb tbe deposit posting for tbe amount on tbe
deposit slip. Tbe City is contacted for discrepancies over $50.00. Copies of adjustment advices
may be picked up at tbe branch or mailed, or other special processing instructions may be
established upon request. Special processing requests are subject to management approval.
The branch adjustment advice provides tbe City witb tbe store name, location ff (if applicable),
deposit date, original deposit amount, amount of tbe adjustment and description of the
adjustment.
Night deposit or post-verification deposit discrepancies may be processed as separate credit or
debit transactions or the deposit slip may be adjusted, depending on the branch's contact witb the
City and/or special written deposit adjustment procedures tbe customer has in place witli tbe
branch. Any branch adjustment to a deposit ticket when tbe Cit>' personnel is not present requires
tbat two tellers verify tbe deposit amount and initial tbe deposit ticket.
Cash Vault Senticcs creates a separate customer deposit credit or debit adjustment for
discrepancies. Cash Vault Services provides a duplicate carbon copy of the adjustment ticket to
the preferred City location tbrougb tbe U.S. mail. Outsourced cash vaults may email or fax an
adjustment report instead of sending back tbe actual carbon copy of tbe adjustment ticket. Deposit
discrepancies over $100.00 initiate a call to an assigned customer contact. Cash Vault
discrepancies arc easily identified by unique descriptions and customer location/store number IDs
on Information Reporting application reports.
Cash Vault Services provides denominational breakdown on tbe copy of tbe deposit adjustment
ticket mailed to tbe City-assigned address.
Please describe the financial institution's returned item handling and notification procedures.
Is an automatic re-clear option available? How long does it take for returned items to be sent
to the City?
Special instructions can be placed on U.S. Bank's returned item processing system tliat allows for
returned items to be automatically redeposited one time, which is the maximum. Rcdeposited
items are not reflected on tbe City's DDA accoimt or relumed item advices.
U.S. BANK City of San juan Capistrano | page 19
EXHIBITS Page 24 of 50
U.S. Bank's standard service is to chargeback iteni(s) to the deposit account on the first return.
We do not automatically redeposit any item witliout special instructions. U.S. Bank currently
processes returned items at two Operations Centers: St. Paul, Minnesota and Portland, Oregon.
Returned items are processed m an image-based environment using Touchless Reuirned Item
Processing System (TRIPS) software. One of the most sophisticated in the industry.
Average daily volume of items processed;
• St. Paul 11,500
• Portland 4,000
Total 15,500
The City can establish special instmctions for: redcposits, email or, fax notification, mail
advices/items to an alternate address, charge items to an alternate account or provide duplicate
advice copies. Transmission of returned item information witb option images is also available.
Online decisioning for current day items and reporting of previous day detail is available through
SinglePoint. Special instmctions are available by account or location.
As the City's retumcd items are processed by TRIPS, they go tbrougb a number of steps to
determine processing procedures. Outlined below is a description of tlie critical steps that
comprise that process:
• U.S. Bank receives returned items within an image cash letter.
• The MICR line of tbe item is read and compared against a captured item file created during
tbe initial deposit process.
• The retumcd item is matched to an associated deposit ticket on the captured items file.
• Following tlic match, the system accesses the retumcd item special instmctions associated
witb tbe item.
• Returned items are processed according to documented procedures and any special
instmctions on file for the account.
• When retumcd items are foiwaided to the customer, the returned items are attached to an
advice, A maximum of eight returned items can be attached to a single advice. For
reconcilement purposes, each advice matches to a single debit on a customer's bank
statement.
U.S. Bank's processing of relumed items may result in tbe customer receiving multiple advices
and debits on a given day. Multiple advices can be the result of many factors including
segregation by store number, reject processing (bad MICR, mutilated item) and multiple cycles.
Special instmctions are available to allow a consolidated debit for multiple advices by location or
by account. However, because returned items arc processed at two different locations, a daily
advice may be created by each return location.
Focal Point Plus: Returned items are automatically labeled witb tbe customer-assigned number of
the location and store that made the original deposit, regardless of what was in tbe MICR line of
five original deposit ticket. Debits arc automatically made to tbe appropriate shadow account.
Alternate returned item instmctions and returned item solutions arc available.
• U.S. BANK City of San juan Capistrano. | page 20
EXHIBIT B Page 25 of 50
Tab J - Payroll Tax Processing
Please describe the services available from the financial institution to accommodate the City's
payment and reporting of payroll taxes.
U.S. Bank lias multiple options for tax payments and reporting:
• SinglePoint supports local, state and Federal tax payment fonnats. The formats are updated as
they are received from government agencies and customers.
• EasyTax supports local, state and Federal tax payments. Tax codes and formats are updated as
they arc received from the agency or from customer notification.
• U.S. Bank also subscribes to tbe NACHA State Tax Change Portal.
Tax payment information can be imported into SinglePoint or manually entered. SinglePoint
maintains over 1,300 federal, state and child support payment fonnats, to assist the City witb
con-ectly formatting addenda entries. Additional specialized payment formats may easily be
requested tlirough SinglePoint's electronic Add Form request. Once the tax payment transactions
have been created or updated within SinglePoint, they must be initiated as batches (live
transactions) to reach the bank for processing. As an alternative to SinglePoint, tax payments can
be submitted via dfrect transmission or EasyTax.
Transactions can be assigned effective dates that are up to 30 calendar days into tbe future and
recurring batches can be requested for dates up to 12 months into tbe future. Detailed reporting
for batches submitted to tbe bank is available for up to 45 calendar days after tbe submission
date.
The Internet tax payment service provides the following flinclionality:
• Manage User Profiles—Once the City is setup on EasyTax, tbe City can manage its
entitlements by adding or removing tax authorities and jurisdictions.
• View Transaction History—View up to one year of transaction history via tbe Internet by
payment jurisdiction.
• Same Day Payment Deletion—If tbe City makes a payment in error the same day, the City
can delete tbe payment tbrougb the Internet before tbe payment deadline same day.
Additional EasyTax product characteristics for both access methods include:
• Initiation — the City must initiate their tax payments at least one business day prior to the tax
due date or liability date — it allows tbe flexibility of making a tax payment from one day
before and up to 30 days in advance of payment due date.
• Payment - tbe bank deducts tbe tax payment dollar amoimt from tbe City's U.S. Btmk
business account the same business day that the City initiates the tax payment request.
However, if tbe payment is made after tbe defined day's cutoff then it will be considered a
next business day transaction.
• Proces.sing - U.S. Bank sends tbe Automated Clearing House (ACH) payments based on tbe
calculated due date to tbe appropriate taxing authority.
•* U.S. BANK City of San Juan Capistrano, j page 21
EXHIBIT B Page 26 of 50
• Receipts - the City may be setup to receive its payment receipts via fax or U.S. mail, They can
designate wliicb receipt method they prefer tbrougb tbe Internet or by calling EasyTax
Customer Service. Based on their designation, they can also receive a fax or mail verification
receipt acknowledging a tax payment was made. If they select none, they can view their
receipt on the web, where they will need to log-on to tbe website and view their receipts.
• Transaction history - tbe City may request a monthly or quarterly Recap Report sent via mail
or fax, delete same day payments, and retrieve previous transactions.
• Input timeframes - Customer input timeframes currently are:
" Next business day pa3mient - 5:00 a.m. - 3:00 p.m. PT
• Two business day payment - 3:00 p.m. - 8:00 p.m. PT
• U.S. BANK City of San Juan Capistrano. | page 72
EXHIBIT B Page 27 of 50
Tab K - State Activity/LAIF Transfers
The City transacts State of California Local Agency Investment Fund (LAIF) transfers on a
regular basis and receives State electronic payments,
• Please describe the LAIF transf er process. Are the transfers done by telephone, email, fax,
wire transfer, etc.? How is the accuracy of tran.sfers assured?
To initiate a LAIF transfer, the
City calls the State's LAIF Desk.
The Stale will notify the Bank of
LAIF transaction request by 11:30
a.m. PT. Then our Ser\'ice Banker
uses an online system for LAIF
transfers. This enables tbe bank to
add a descriptor on tbe City's bank
statement identifying tbe LAIF
transfer. The City can follow-up
directly witb our Customer Service
• What is the charge per transfer to LAIF? From LAIF?
The charge per transfer to and from LAIF is a total of $10.00 ($5 to and $5 from).
• Does the bank have an office in Orange County that maintains a direct DDA banking
relationship with the State Treasurer's office and the State Controller's office?
Our office in Sacramento maintains a direct DDA banking relationship with tbe State Treasurer's
and State Controller's Offices. In addition to being a State depository bank, U.S. Bank has an
excellent relationship witb both tbe Treasurer and Controller's offices. While, the bank maintains
a direct DDA banking relation.sbip with tbe State Treasurer's Office, tbe State Controller's Office
(SCO) does not maintain such a relationship witb the bank, as they issue warrants, not requiring a
bank account, and wire transfers, which when initiated by tbe SCO, are debited from the State
Treasurer's account. Electronic Funds Transfers (EFT) arc also initiated by tbe SCO.
• Is the bank an approved State of California depository?
Yes. U.S. Bank has been an approved State of Califomia depository since 1992. We can easily
support both deposits and withdrawals between tbe City and LAIF. As one of eight authorized
California State depository banks, the need to make expensive wire transfers to and from LAIF is
eliminated.
Procedures for LAIF Transactions
.' • Cifice hours: 7:30 am. to Ji:15p.m
; • For san>e day tran.^actk)n, please call LAIF by 10:00 R.nu
^ • TrafisadiDa caiis teceK^d after IG.OO 3jr<. 'Mil be for the next bustness dav
: • f^xinwrii M transactions (combinatiosn of deposits and Withdrawals) per morith
; • Minimum transact xsi amcxtn* S5.OC0. in tnaemetifs of a thousand ciollars
' • P-o.-'deat *A.a^* da/s ai VK*f=-*>C'iic<^fo-.-.iftxi ae.a ^ of StOmltion i>i mc e
; • 1 fanv.cticn', m:=y be re-qupsted 10 calsoda- dws m ad /ar.<v- r.f eftedtve dale
. • P*"i'>' Jo f-u'id: tiaiisV.t an authorcpd >--'^an miis' ra I Alf lc. d: a lUaf tiaa^ic! or*
• rbease nn'sp ;«!tip*jono cV!? Ati-di oe la r lo acca.<r<: arn-ii an;* o* ge iPfa -nfofn at OF afte'
I iO FO 1) cur .lies wt; L-e available tor cadv ^aiisacffons
• U.S. BANK City of San Juan Capistrano. | page 23
EXHIBITS Page 28 of 50
What is the charge for the deposit of State electronic payments? State warrants?
The charge for the deposit of State electronic payments and State waixants would be identical to
the fees incurred for Electronic Credits and Paper Credits, plus the corresponding costs per
deposited item. Fees are detailed in Tab Q, Banking Services Bid Form.
U.S. BANK Cit)' ol San Juan Capistrano. | page 24
EXHIBIT B Page 29 of 50
Tab L - Bil! Concentration Service
• Does the bank have the capability to provide a bill concentration service? If so, please describe
the service and any costs associated.
Yes, the bank has tbe ability to provide bill concentration via our E-Lockbox service. U.S. Bank E-
Lockbox electronically delivers consumer initiated Internet banking bill payments to the City in a single
consolidated file. It allows tbe City to have an efficient and streamlined process to collect incoming
payments that have been biitiatcd by consumers using different bill payment platforms or various
financial institutions. U.S. Bank receives payments and remittance detail tbrougb various online banking
bill pay networks. On tbe same day payments are received, we electronically credit the City's designated
U.S. Bank account. Tbe remittance data is transmitted to the City in an EDI 820 or other mutually
acceptable file format. The City can upload tbe remittance data directly into your accounts receivable
system as you do today for paper remittances. Pricing is included in Tab Q using the City's Exhibit A
sheet.
• Integrate E-Lockbox info Your Collections Strategy—Whether the City leverages in-bouse
capabilities or engage a third-party processor such as U.S. Bank for check payment processing,
tbe City should consider the possible benefits of integrating E-Lockbox into its collection
strategy:
- more predictable settlement and cash flow
- eliminate/reduce exception processing and costs associated
- increased consumer satisfaction tbrougb prompt payment application
• Improves quality of information—We prescreen pa>anent information by applying check digit
routines to ensure account numbers are valid; cash application rejects are reduced. E-Lockbox
will coordinate witb originators to receive scrub files to prescreen the payer files for data validity
to make sure tbat tbe City's payer account number are correct prior going live.
• Enables faster availability of funds and data efficiency—A same-day automatic credit is
posted to the City's account for tbe total amount received, which reduces processing float and
eliminates mail float. With a single credit per day for these transactions, reconciliation is made
easier for you.
• Provides Multiple Remittance Files Daily—Details of the credit are delivered electi-onically
for easy posting to the Cily's accounts receivable system. We can deliver the file in a format that
enables tbe City to implement tbe service without revising its current financial systems.
• Easy reconciliation—A Biller Activity Report provides you with an casy-to-rcad report listing
transactions that post to your settlement account, including remittance totals, returns, and stop
payment information.
• Provides control over the payments that post to your account— Our biller .stop payment
process allows tbe City to provide information about payments that it does not want to post to tbe
City account. These payments will be automatically returned to the bill payment service
provider.
• Simplifies internal operations—Our dedicated E-Lockbox Support Group can process returns,
nolif>' bill pa>'ment service providers of account number corrections, and initiate biller updates
through the network on tbe City's behalf.
U.S. BANK Ci^ of San Juan Capisirano.) page 25
EXHIBIT B Page 30 of 50
Tab M - Balance and Detail Reporting
The City currently utilizes a web-based on-line system to perform a variety of processes, such as
placing stop payments, obtaining cancelled check image and accessing on-line balance reporting
information (current day and prior day) for all accounts using a PC and the internet.
• Please describe the financial institution's on-line banking and information reporting systcin(s)
including a list of all services provided and its respective costs.
The tool that the City will use to access all services, monitor account activity, transfer and
manage money, prevent fraud, place stops and develop reports for all of your treasury
management needs is U.S. Bank's proprietary SinglePoint system. SinglePoint has been
developed and is supported entirely in-bouse by U.S. Bank. Pricing is included in Tab Q using the
City'sExhibit A sheet.
The SinglePoint team engages bimdreds of customers during product development cycles to
ensure new features meet customer needs. The SinglePoint team implements hundreds of feature
enhancements annually in direct response to customer requests.
Monitor Account Activity
Account Reconciliation
Adjustments
Cash Fo.reasting
General Ledger Reconciliation
image Access
image File Deliver)'
Informatton Reporting
tockbo*!-Image Look
Returned item Dedsioning
Prevent Fraud
ACH Positive m
issue Maintenance
Positive Pay
(Previous Day and Same Day)
Reverse Positive Pay
stop Payments
Multi-Bank Repoiting
Consolidate Inforitiation 'rem all banks
into US Bank Reporting throudi Data
Exchange
Transfer and
Manage Money
ACH, ACH Aojuslments
ACH Additional Services
Book Transfer
Cash Vault
EiearoriicCash Letter Deposit
Inveslments
On-Sitc- Electronic Deposit
VVre Transfer
Control Access
and Stay Informed
Custo.mer Service
launchPoni
Personal Sf Hws
U.S. Bank SinglePoint, our integrated suite of treasury management ser\'ices, allows tbe City to
monitor its financial position and achieve new levels of efficiency by bringing our powerful
banking services together into one easy-to-use website.
• Monitor account activity
• View images
• Transfer and manage payments
• Process and deposit collections
• Prevent cheek and ACH fraud
U.S. BANK City of San Juan Capistrano.) page 26
EXHIBIT B Page 31 of 50
• Control employee access
There are a number of factors that differentiate U.S. Bank SinglePoint lnfo:-mation Reporting
from other providers.
• Robust filtering and customization capabilities, allows the City lo drill down to specific
transaction details for efficient cash management and reconciliation.
• Retains 45 days of previous day data tbat can be optionally expanded to 60 or 90 days.
SinglePoint also retains 10 days of data in current day report fonriat.
• Enables users to save customized reports and share them witb other users.
• Information reporting pages provide direct access to other actions, such as to view a check's
image related to tbat transaction or to transfer funds between accounts.
• Complete wire transfer details appear in previous day and current day detail reporting.
• Exports data in BA12 and Comma Separated Value (CSV) Excel spreadsheet formats.
• Web-based architecture provides direct and real-time, access to data.
• Access previous day information on accounts from other financial institutions.
• Robust report delivery sendee allows users to configure report requests and route them via
email or transmission channels.
What are the current computer hardware and software specifications for the financial
institution's on-line system?
SinglePomt tectmical requirements are stated below at supported and optimal levels:
Component Supported Optimal
Operating System Windows XP® with SP3
Windows Vista®
Windows® 7
Apple Mac OS X
Windows Vista"
Browser Windows Internet Explorer'" 7, 8
or 9
Mozllla Firefox® 3, 4 or 5 (or current
version)
Windows Internet Explorer® 8 Windows Internet Explorer'" 7, 8
or 9
Mozllla Firefox® 3, 4 or 5 (or current
version)
Screen resolution 1024x768 1024x768 or higher
At what time (Pacific Standard Time) is prior day information available? Can the City obtain
current day information?
Previous day information is available by 6:00 a.m. PT.
Current day information is updated at different times for different applications and different
processing sites.
Type of Data Update Schedule
Wire transfer Updated continuously and in real time.
information
ACH Data Updated twice during business hours: 5:00 a.m. and 8:00 a.m. PT.
U.S. BANK °' 5an Juan Capisirano | page 27
EXHIBIT B Page 32 of 50
Type of Data Update Schedule
Deposit reporting Continuous and updated according to site-specific schedules.
Lockbox Continuous and updated according to site-specific schedules.
Controlied
Disbursement
Data is updated twice daily according to the site schedule
Foreign exchange
and global trade,
Federal Reserve Bank
Settlement Activity
Updated upon login to banking system
Other items, such as
ATM, phone and
branch-Initiated
transactions
Updated upon login to banking system
• Please include in this section: sample copies of prior day and current day (if available) reports
that would be the best example of the system's capabilities.
Please see Tab R - Sample Reports to Submit.
• Can the reports be customized for the end-user or exported to Excel?
Yes. SinglePoint allows the City to create custom reports based on customer-specified criteria.
Also, tbe City can save the fibers they build and share tbcm witb other SinglePoint users. Criteria
available include:
• Account - remove and reorder accounts m a report
• Date range
• Transaction types (BAI codes):
• Summary code groups
• Transaction detail groups
• Individual BAI codes
• Transaction amount or range of amounts
• Transaction reference number or range of transaction reference numbers
Additional customization is available for exporting files, allowing the City to remove fields and
designate field position order.
Yes, customized reports can be exported to Excel. SinglePoint exports cunent or previous day
data into a conuna-scparated value (CSV) file, which is ideal for importing into other
applications. A simplified Excel version is also available upon request.
• What types of security measures are in place? How is the assignment of user I.D.'s and
passwords managed?
U.S. BANK City of San Juan Capistrano. | page 28
EXHIBIT B Page 33 of 50
SinglePoint protects account infonnation with the most current and proven technology available,
including:
• Two-way 128-bit encryption
• SSLv3
• Individual client IDs, passwords and digital signatures
• Verisign time based tokens are required for users to access payment services (ACH and Wire
Transfer). Tokens are pre-programmed to produce a new numerical code every 60 seconds.
One token is assigned to each user at your site.
• By default, all SinglePoint entitlements must be approved by a second system administrator.
The City must complete additional paperwork to waive the dual approval requirement.
An optional IP white listing security feature is available for customers who want to restrict user
access to allow only specific IP addresses or IP address ranges.
Tbe application also uses a tool called Passive Monitoring, which detects anomalies in web traffic
between user PCs and the bank application. These anomalies include user PC viruses. Once
detected, the bank contacts users to communicate the detection of viruses tbat were identified
mcluding corrective measures to "clean" tbe user PCs.
The SinglePoint system adrmnistrator serves as the City's "security manager." U.S. Bank assigns
tbe system administrator at setup after all necessary clearance documents are processed.
The system administrator:
• Creates and deletes SinglePoint users
• Requests and maintains tokens, required to initiate payment transactions.
• Sets and modifies user payment and ti-ansaction quantity limits.
• Assigns user access to services and accounts.
• Assigns initiation and approval entitlements.
• Resets own and other users' passwords when necessary (regular users can change their own
passwords).
Audit features include:
• User activity audit reporting for all of tbe services
• Token maintenance and status reports
• User profile reports
• Account profile reports
• Service profile reports
What is the bank's contingency plan for providing this information if the event of nnexpected
bank system problems or natural disasters?
Although SinglePoint maintains and exceeds an uptime of 99%, tbe City may contact
Commercial Customer Service to perform tasks ordinanly perfonned in SinglePoint in tbe event
U.S. BANK City of San Juan Capistrano. | page 29
EXHIBITS Page 34 of 50
of unexpected bank system problems or natural disasters. Tbe City may also operate tbrougb
transmission. More detailed infonnation about tbis topic can be located in Tab P, Business
Continuity Plan.
Does the bank offer electronic delivery of statements, reports and notices?
Yes. SinglePoint services provide browser-based access to account information. DDA Statements
are available online by tbe second business day of the month. The Account Analysis is available to
the City by the online through SinglePoint by seventh business day of the month (eighth business day by
mail). The fees arc due by the tenth business day of (he month. Additionally, reports and transmissions
can be scheduled through SinglePoint at any time throughout the day. Rqrorls are then delivered
via transmission or secure email at the specified time. Fax and email reporting allows users to
receive Current and or Prior Day reporting at a preset time without logging m. Reports and
Transmissions can be scheduled tlirough SinglePoint at any time throughout the day.
U.S. BANK City of San Juan Capistrano, | page 30
EXHIBITS Page 35 of 50
Tab N - Daylight Overdraft Protection
The City requires daylight overdraft protection for the occasional situations whereby timing
differences occur between incoming wires or LAIF transfers and outgoing wires.
• Describe any issues, concerns and charges associated with the use of a daylight overdraft
facility.
At Lf.S. Bank, daylight overdraft positions are calculated based on the collected balances
available in an account minus tbe outstanding outgoing wires. Tbe bank monitors real time
daylight overdrafts by account and by customer relationship witb updates from select transactions
throughout tbe day. Your Relationship Manager will work with the City to ensure proper
Daylight Overdraft limits are in place.
U.S. Bank, does not charge customers for daylight overdraft exposure at the current time, and with
the following exception, does not provide intra-day loans. U.S. Bank has provided intra-day loans
to a few selected customers in the securities industry and charges for tbat service based on
industry standards.
• Will the bank guarantee payment of all items even if it results in the account being overdrawn
temporarily for the day?
Yes. To protect the Cit>''s interests, tbe City will always be consulted on wires exceeding tbe
established daylight overdraft limit. As tbe City's banking partner, U.S. Bank will work closely
with tbe City on all overdraft situations as they arise. Limited automatic (or guaranteed)
overdrafts will be considered, subject to U.S. Bank's credit review and underwriting standards.
Decisions to release wires with daylight overdrafts are made on a discretionary basis.
For purposes of determining funds available for wire transfers, a customer's accounts at U.S.
Bank can be grouped together within tbe wire transfer system. Tbe system will then review the
total funds available across all aggregated accounts for any transaction regardless of tbe specific
debit account. Such aggregation helps to reduce tbe number of daylight overdraft approval or wire
release calls to Relationship Managers from U.S. Bank Wire Transfer representatives. It remains
tbe customer's responsibility, however, to ensure that adequate balances are in their accounts to
cover all transactions at tbe end of tbe day. Aggregating balance values for this purpose docs not
prevent an overnight ovcidraft from occurring in an account.
• U.S. BANK Cily of San Juan Capistiano. | page 31
EXHIBIT B Page 36 of 50
Tab O - Conversion Plan
As part of any conversion, the City requires an efficient transition to the new service provider or
to enhanced services with its existing service provider.
• Please describe the overall plan the financial institution would coordinate to ensure a smooth
conversion.
U.S. Bank utilizes a holistic, consultative, project management implementation approach. This
resource is part of our specialized implementation team, which is designed lo handle and
coordinate highly complex implementations. This ensures that one person is on point to
coordinate the implementation and to facilitate the movement of information amongst all parties
involved in the transition. The goal is to achieve a seamless transition to U.S. BanJc and to ensure
that the City's go live date is met.
To help make your transition to U.S. Bank smooth and efficient, we have designed an
implementation process that incl udes a dedicated team of professionals tliat will ensure a
successful onboarding experience. During tbe implementation process, we spend tlie time and
resources to build a solid foundation lor a successful relationship between tbe City and U.S.
Bank. Tbe City can count on us to provide best in class service.
Your primary contact is youi" primary Relationship Manager Veronica Viilasenor, who works
with your U.S. Bank implementation leadership team and who would be closely involved witb
your transition. Tbis team includes the following individuals:
• Implementation Resource—Your implementation Resource plays a critical role in
orciiestrating tbe entire implementation process and is your primary contact during tbis
phase. They distribute and obtain appropriate documentation from your organization lo
implement new services; works closely with various operations departments within U.S.
Bank; and coordinates the technical team for system testing and training. Their level of
experience and commitment will ensure your implementation is accurate and is completed
within tbe established timeframes.
• Alice Warren, Treasury Management Consultant—Alice works with your organization
to identify tbe appropriate solutions to help your organization manage cash and improve
efficiencies. Alice will also keep you informed of new or emerging tecluiologies tbat may
impact the way you do business.
Once die implementation is complete, there will be a warm "hand off of the relationship to the
Customer Scrx'ice team (CCS). The handoff to CCS may be a phased approach, as some services
are more quickly implemented than others.
• Please describe the on-site training to the City's staff for the operation and use of the services
selected? How is the training typically structured?
We would be pleased to provide courses to your staff and training for banking services from
U.S. BANK City of San Juan Capist/ano | page 32
EXHIBIT B Page 37 of 50
U.S. Bank. Your Relationship Manager, Veronica Viilasenor, will ensure that the City has all of
the technical assistance, training, user guides, and on-site visits necessary.
Training for services is stmctiu-ed around the needs of the City. Your U.S. Bank team will work
with the City's department leaders to structure training as the Cily desires. We will provide
hands-on participation, which we believe will help the City employees learn and take ownership
of solutions that management seek lo implement.
Please provide a detailed time line schedule and applicable charges for the conversion plan.
Wc do not foresee the City bearing any dollar cost for implementation and transition to
U.S. Bank. In fact, we arc waiving all implementation and set up fees and also arc pi oviding
a $20.000 Relationship Transition Bonus credit (S4,000 per year of the contract to, to be
credited yearly) to offset any hanking fees or implementation ccsfs.
Within three weeks, the City will be using tbe basic account and service set.
• Week One
• Finalize account and service options, choose transmission protocol
• Account and autirorization fonns delivered to the City
• File formats (NACHA format, Positive Fay check issue format) delivered to tbe City
• Documents signed and returned to U.S. Bank
• Week Two
• Accounts opened
• Supplies ordered
• Service implementation begins by U.S. Bank
• Transmission communication testing begins between the City and U.S. Bank
• Week Three
• Supplies delivered
• SinglePoint Infonnation Reporting ready for use
Within three to seven weeks, tbe City will be live and trained on all current services-
• Week Three
• After siicccssful transmission communication testing, Positive Pay and ACH file testing
begins in test environment.
• SinglePoint and On-Site Electronic Deposit user training plan developed
• Week Four
• SinglePoint Wire service ready for use
• Onsite Electronic Deposit Service scanners delivered
• Week Five
• Positive Pay and ACH file testing begins in production environment
m Week Six
• After successfbl production environment testing Positive Pay semcc is live
• After successful production environment testing, ACH origination sendee is live
U.S. BANK City of San Juan Capisirano. | page 33
EXHIBIT B Page 38 of 50
• SinglePoint and On-Site Electronic Deposit user training
• Week Seven
• After succcssfiil production environment testing, Lockbox transmission is live
• Continued follow-up willi web service users
• Week Eight
• Implementation review
• Schedule posl-unplemcntation meetmgs at the City's request
What size of conversion allowance will the financial institution provide to the City? Please
state a specific dollar amount or identify those supplies, products or services included.
U.S. Bank is pleased to waive all implementation and set up fees. In addition, we arc offering
a $20,000 Relationship Transition Bonus credit ($4,000 per year of the contract to, to be
credited vcarlv) to offset anv banking fees or implementation costs. This Transition Bonus
may be applied towai'd any elements processed through the City's Account Analysis, such as
supplies or merchant seivice fees.
U.S. BANK City of San Juan Capistrano. | page 34
EXHIBIT B Page 39 of 50
Tab P - Business Continuity Plan
The City requires assurance of ability to provide financial services in the event of a major
emergency and during the disaster recovery period.
• Please describe in detail, the financial institution's compliance with the State and Federal
regulations pertaining to this area.
Please refer lo the U.S. Bancorp Business Continuity General Statement at the end of this section.
Upon specific request we can also provide the U.S. Bancorp security posture. Upon advance to
finalist phase and evidence of an executed reciprocal Non-Disclosure Agreement, the U.S. Bank
BITS SIG will be provided to address information security and other business continuity
questions.
• Please describe testing of core service applications and system that assure information backup,
anti-intrusion and other privacy requirements.
Please refer to the U.S. Bancorp Busmess Continuity General Statement at the end of this section.
Upon specific request we can also provide the U.S. Bancorp security posture. Upon advance to
finalist phase and evidence of an executed reciprocal Non-Disclosure Agreement, tlie U.S. Bank.
BITS SIG will be provided to address infonnation security and other business continuity
questions.
• Please describe operational diversification and geographic dispersal of service centers.
U.S. Bancorp Business Continuity Planning and Disaster Recovery Program: General Statement
The mission of U.S. Bancorp's Business Continuity Program is to establish and support an on-
going Business Continuity and Contingency Planning Program to evaluate the impact of
significant events that may adversely affect customers, assets, or employees. This program is
designed to ensure that U.S. Bancorp can recover its mission-critical functions and applications,
thereby, meeting its fiduciary responsibility to its stakeholders and complying with the
requirements of the Federal Financial Institutions Examination Council (FFIEC), the Securities
and Exchange Commission (SEC), and the Office of the Comptroller of the Currency (OCC).
U.S. Bancorp has developed detailed Business Continuity Plans, Application, and Infrastructure
and Disaster Recovery Plans for the restoration of critical processes and operations. U.S. Bancorp
has dedicated resources to its contingency planning and disaster recovery program. Key features
of U.S. Bancoip's planning process include:
• Employee safety strategies and communications
• Systems and telecommunications accessibility
• Alternate physical site location and preparedness
• Emergency Notification Processes and Systems
• System backup and recovery
U.S. BANK City of Sai Juan Capistrano. | page 35
EXHIBIT B Page 40 of 50
The Enterprise Readiness Services Department coordinates plaiming, strategy, testing, and
monitoring of Business Contmuity Management response across U.S. Bancorp. The Enterprise
Readiness Scjvices Department has set forth guidelines which incorporate industry best practices
for critical business units.
A Corporate Crisis Management Department coordinates all emergency and crisis response
processes for the entire U.S. Bancorp. A key team of Senior Business Line Hxecutives make up
the Cnsis Management Team.
• Business Impact Analysis—U.S. Bancoip identifies time sensitive, mission critical
processes' recovery time objectives (RTO), and business impacts.
• Business Continuity and Disaster Recovery Plans—U.S. Bancorp prepares, regularly
updates, and tests its business continuity, application recovery, and disaster rccoveiy plans on
an annual basis (o support the business needs. In addition, key mission critical applications
arc exercised on a quarterly basis. Plans include key plan emergency and crisis response
information, employee communication, alternate site requirements, recoveiy management
and processes, and site-specific checklists. Recovery plans are reviewed annually at a
minimum or as changes occur.
• Work Area Recovery Strategy—U.S. Bancorp continuously updates the Work Area
Recovery Strategy to assist in the recovery and continuity of the business in the face of a
disaster or other major outage. U.S. Bancorp utilizes a combination of internal and external
resources to support Work Area Recovery.
• Testing—All aspects of the plans are periodically tested in accordance with regulatory
requirements and to demonstrate the level of recovcrability. This includes plan activation
simulation, including recovery strategics and crisis management and response, business
continuity processes, and critical infrastructure disaster rccoveiy. Mainfiame data is min'ored
to the hotsite and server backups arc .stored off-site in a secured climate-controlled
environment.
• Audit—^Annual internal and OCC audits are conducted of the Business Continuity
Management programs.
• Board of Directors Updates—Enterprise Readiness Services provides regrrlar updates on
the status of its contingency and recoveiy programs to the Board of Directors of the Audit
Committee of U.S. Bancorp
• Employee Training and Awareness—This includes promoting awareness, drilling
evacuation procedures, establishing employee criticality ratings, and identifying employees'
roles in a contingency event. Since clear communication during an outage is vital, many U.S.
Bancorji employees who support key functions have pagers and/or cell phones.
U.S. Bancorp's Business Continuity Plans are developed and maintained to address multiple
recoveiy scenarios.
Below are a few examples of what might occur if wc experience an interruption of our normal
business.
• In the event of a Data Center outage, U.S. Bancoip utilizes an internal alternate data center,
which is geographically dispersed.
U.S. BANK City of San Juan Capistrano. | page 36
EXHIBIT B Page 41 of 50
• In the event a business site becomes inaccessible, U.S. Bancoip presently employs the
following recovery strategies: Mission critical functions are recovered at another
geographically dispersed location within their business line. U.S. Bancorp maintains six
internal geographically dispersed Regional Recovery Centers to recover those business lines
not recovering themselves. U.S. Bancorp also utilizes external recovery vendors. In the event
of a disaster, mission critical employees arc relocated to the recovery locations to reestablish
mission critical functions witlhn their RTO.
Since it is impossible to anticipate every type of potential disaster, there can he no assurance that
there will be no intemiption of the U.S. Bancorp's busmess functions in all circumstances.
This plan is subject to modification at. any time.
U.S. BANK City of San Juan Capistrano, | page 37
EXHIBIT B Page 42 of 50
Tab Q - Banking Services Bid Form
Please complete per form shown in Exhibit A. In addition to submitting with proposal responses,
(his form must also be submitted in Excel format with the proposal package.
Fees related to all services described in the proposal must be listed on this form - even if the
service is not shown on the form. Also, please include any one-time set-up charges, equipment
costs, research fees and all other fees that will be charged. Include any incentives or price breaks
based on volume, timeliness, or rebates. Please state the period of validity for these fees.
EXHIBIT A
City of San Juan Capistrano - Banking Services Bid Form
(Mark Items Clearly if "No Proposal: or Contracted to Third Party)
Item
Estimated
Monthly
Unit
Volume
AFP Code Per Unit Cost
Total
Monthly
Cost
Estimated
Total Annual
Cost
General Account Services
Account Maintenance - Web 4 AAA003 $ 5.0000 $ 20.00 $ 240.00
Bank Statement - Web 4 CHK111 $ 1.0000 $ 4.00 $ 48.00
Information Reporting
Partial Reconciliation Monthly
Maintenance 2 ARP003 $ 30.0000 $ 60.00 S 720,00
Partial Reconcilaition w/ ppay -
per item 296 150120 $ 0.0300 S 8.88 S 106.56
Paper Report Print & Shipping 1 ARP180 $ $
Image Item Prior Day Statement 13 INF450 $ $
SinglePoint Issue Maintenance -
file upload 4 20020B $ 5.0000 $ 20.00 $ 240.00
SinglePoint Issue Maintenance
module 1 200201 $ 5.0000 $ 5.00 $ 60.00
SinglepPoint Checks Returned 1 150322 $ 5.0000 $ 5.00 $ 60.00
SinglePoint Positive Pay
Exception 1 150310 $ 1.0000 $ 1.00 $ 12.00
Payee Posititve Pay Monthly
Maintenance - per account 2 150122 $ 20.0000 $ 40,00 $ 480.00
U.S. BANK City of San Juan Capistrano. I page 38
EXHIBIT B Page 43 of 50
Payee Positive Pay - per Item 296 101022 $ 0.0200 $ 5.92 $ 71.04
CSV Report Monthly 1 ARP502 S $ $
Web Prior Day Report 4 INF407 $ 5.0000 $ 20.00 $ 240.00
Web Prior Day
Balance/Summary Updated 942 INF411 $ 0.0100 $ 9.42 $ 113.04
Web Prior Day Transaction
Updated 572 INF412 $ 0.0100 $ 5.72 $ 68.64
Web Current Day Report 4 INF425 $ 5.0000 $ 20.00 $ 240.00
Web Current Day
Balance/Summary Updated 169 INF413 $ 0.0100 $ 1.69 $ 20.28
Web Current Day Transaction
Updated 202 INF414 $ 0.0100 $ 2.02 S 24.24
SinglePoint External Messaging 1 409999 $ 5.0000 $ 5.00 S 60.00
Depository Services
Branch Deposit 40 CHK010 $ 0.7500 $ 30.00 $ 360.00
Electronic Credit 129 CHK011 $ 0.1000 $ 12.90 $ 154.80
Night Drop Deposit 29 CHK012 $ 0.7500 $ 21.75 $ 261.00
Deposit Administration Fee 3699 CHK750 $ 0.1208 $ 446.65 $ 5,359.85
Branch Deposit Processing Fee 20 10000 $ 0.7000 $ 14.00 $ 168.00
Currency Deposit Standard 30915 ROC015 $ 0.0010 $ 30.92 $ 370.98
Check Deposit on Us 460 CKP120 $ 0.0500 S 23.00 $ 276.00
Check Deposit - Local Clearing
House 1672 CKP137 $ 0.0500 $ 83.60 $ 1,003.20
Check Deposit - Select In
District, CA 2168 CKP138 $ 0.0500 $ 108.40 $ 1,300.80
Check Deposit - All Others 1759 CKP139 $ 0.0500 $ 87.95 $ 1,055.40
Deposited Item Return - Reclear 3 RET062 $ 2.5000 $ 7.50 $ 90.00
Deposited Item Return
Chargeback 2 RET063 $ 2.0000 $ 4.00 $ 48.00
Return Item Instructions - Per
Account 3 100405 $ 1.5000 $ 4.50 $ 54.00
ACH
ACH Web Monthly Base Fee 3 CPY406 $ 5.0000 $ 5.00 $ 60.00
VP y 3 BANK ^'7 °' Capistrano, | page 39
EXHIBIT B Page 44 of 50
ACH Web Credit Transactions 284 CPY407 $ 0.0500 $ 14.20 $ 170.40
ACH Web Debit Transactions 1702 CPY409 $ 0.0500 $ 85.10 $ 1,021.20
ACH Web Returns Transmission 4 CPY417 $ 5.0000 $ 20.00 $ 240.00
ACH Web Rejects/Rev/Dei 1 CPY420 $ 5.0000 $ 5.00 $ 60.00
ACB Web NOG Transmission 5 GPY430 $ 1.0000 $ 5.00 $ 60.00
ACH Web Batch Release 7 CPY432 $ 5.5000 $ 38.50 $ 462.00
Web Addenda Records 1 CPY435 S 0.0100 $ 0.01 $ 0.12
ACH Web Acknowledgement
Report 6 CPY458 $ 0.2500 $ 1.50 $ 18.00
ACH Block Monthly Maintenance
- per account 1 251050 $ 5.0000 $ 5.00 S 60.00
ACH Filter Monthly Maintenance
- per account 1 251050 $ 5.0000 $ 5.00 $ 60.00
Paper Disbursement Services
Check Paid Partial - Truncated 276 ARP034 $ 0.1000 $ 27.60 $ 331.20
Paid Check Charge 16 CHK020 $ 0.1000 $ 1.60 $ 19.20
Daily Paid Report 2 ARP051 $ $ $
Paid No Issue Report 2 ARP065 $ $ $
Reconcile Stop Payments -
Renewal 1 ARP082 $ 5.0000 $ 5.00 S 60.00
Transmission Output - Per TX 2 ARP113 $ 5.0000 $ 10.00 $ 120.00
Transmission Output - Per Item 296 ARP114 $ 0.0100 $ 2.96 S 35.52
Check Capture 359 ARP151 $ 0.0200 $ 7.18 $ 86.16
Check Image Retrieval Monthly
Fee 1 IMG401 $ 5.0000 $ 5.00 $ 60.00
Check Image 4 IMG402 $ 0.1000 $ 0.40 $ 4.80
Check Processing Rejects 15 CKP181 $ $ $
Pre-Encoded Courier Deposit 18 CKP001 S 0.7500 $ 13.50 $ 162.00
Non-Customer Cash Paid on -
us 1 CUS301 $ $ $
U.S. BANK City of San Juan Capistrano, | page ifO
EXHIBIT B Page 45 of 50
Credit Error Notice 2 CKP191 $ 2.0000 $ 4.00 $ 48.00
Debit Error Notice 1 CKP190 $ 2.0000 $ 2.00 $ 24.00
SinglePoint Stop Payment
Module 1 150410 $ 5.0000 $ 5.00 $ 60.00
Web Stop Payment Single
Inquiry 3 TSP450 $ 0.1000 $ 0.30 $ 3.60
Web Stop Payment Renewal 42 TSP418 $ 5.0000 $ 210.00 $ 2,520.00
Electronic Debit and Wire
Transfer
Electronic Debit 32 CHK021 $ 0.1000 $ 3.20 $ 38.40
Wire Transfer Monthly Fee Web 1 WTM442 $ 5.0000 $ 5.00 $ 60.00
Account Transfer End of Day
Web 2 WTM436 $ 0.2000 $ 0.40 $ 4.80
SinglePoint Book Transfer
Module 1 23431 $ 5.0000 $ 5.00 $ 60.00
Outgoing Domestic Wire Web 6 WTM443 $ 4.0000 $ 24.00 $ 288.00
Wire PIN Monthly Maintenance 1 350000 $ 5.0000 $ 5.00 $ 60.00
LAIF
LAIF Redemption 1 CSU170 $ 5.0000 $ 5.00 $ 60.00
LAIF Investment 1 CSU171 $ 5.0000 $ 5.00 $ 60.00
Bill Concentration
Monthly License Fee 1 BCS003 $ 75.0000 $ 75.00 $ 900.00
Transmission Fee 19 BCS005 $ 5.0000 $ 95.00 $ 1,140.00
Transaction Fee 627 BCS007 $ 0.1000 $ 62.70 $ 752.40
Return Fee 2 BCS028 $ 1.0000 $ 2.00 $ 24.00
ELBX Biller Activity Report 1 250701 $ 10-0000 $ 10.00 $ 120.00
Miscellaneous Items
Bank Supplies Pass Through
Endorsement Stamps Pass Through
Deposit Slips Pass Through
Deposit Bags Pass Through
U.S. BANK City of San Juan Capistrano, | page 41
EXHIBIT B Page 46 of 50
Prices quoted in this proposal arc only for those Treasury Management Services requested by the
customer. Additional Treasury Management Sendees will be separately priced at the time of customer's
request. Prices quoted are valid for 60 days following customer's receipt, after which they will be subject
to change by U.S. Bank. All prices are subject to change, at any time and at Bank's sole discretion, due
to changes in business conditions, volumes, quality of work provided by the customer and normal
pricing change cycles.
Notwdthstanding anything contained herein to the contrary, all Treasury Management Sei-vices provided
to customer are subject to U.S. Bank's Treasury Management Servdccs Terms and Conditions, as the
same may be amended from time to time.
U.S. BANK City of San Juan Capistrano. | page 42
EXHIBIT B Page 47 of 50
Tab R - Sample Reports to Submit
• Sample Account Analysis and User's Guide
• Sample Account Statements
• Sample Prior Day and Current Day Reports
In an effort to be conscious of the page limitation requirements of this RFP, the following sample
reports are included in the "Banking Services Tab R" folder located in the "Banking Exhibits"
electronic file of the PDF portfolio of our submission:
• Sample Account Analysis
• Sample Account Statement
• Sample Previous Day and Current Day Reports
U.S. BANK City of San Juan Capistrano | page 43
EXHIBITS Page 48 of 60
Tab S - Relevant Contract, Agreements and Statements to Submit
• Sample Funds Transfer Agreement
• Sample Contract for Deposit of Monies
In an effort to be conscious of tlic page limitation requirements of this RFP, the following sample
reports are included in the "Banking Services Tab S" folder located in the "Banking Exhibits"
electronic file of the PDF portfolio of our submission:
• Master Services Agreement
• Treasury Management Terms and Conditions
• Deposit Account Agreement
• Contract for Deposit of Local Agency Funds
• Waiver of Security
• Armored Courier Qtiotes
U.S. BANK City o! San Juan Capistrano. | page 44
EXHIBIT B Page 49 of 50
Tab T - Financial Statements and Ratings
Please provide the most recent audited financial statements or annual report for the financial
institution (a reference to electronic availability will suffice). Also include the institution's most
current Standard & Poor's, Moody's and or Fitch credit ratings, where available.
U.S. Bank is the fifth largest commercial bank in the United States with total assets of $391
billion at the end of 3rd Quarter 2014. U.S. Bank is one of the nation's strongest financially
perfonning banks in the United States, ranked among the top U.S. bank holding companies based
on several key measures of profitability and efficiency: 1.51% ROAA, 14.5% ROCE and a 52.4%
Efficiency Ratio.
U.S. Bank ratings:
Moody's ~ Aa3
S&P - AA-
Fitch - AA-
U.S. Bank's Annual report:
From www.usbank.com click on About U.S. Bank at the top of the page. From there you can find
our Amiual Reports under Investor/Shareholder Infonnation section links at the bottom of the
page under Financial In formation/SEC Filings.
U.S. BANK City of San Juan Capistrano. | page 45
EXHIBIT B Page 50 of 50
MILLENNIUM
HOUSING
PHONE 949.515.5100
FAX 949.515.5101
January 16, 2015
Ms. Cynthia L. Russell
Cliief Financial Officer/City Treasurer
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
RE: Refinance San Juan Mobile Estates
Dear Cindy:
Nine years ago the City approved our acquisition of San Juan Mobile Estates ("SJMK" or
"Park") from the Hill Partnership. We believe we've have justified the City's
confidence in our project.
Our purchase ended the threat of litigation that Mr. Hill represented; brought
guaranteed rent control and increased resident involvenrent to SJME; and gave the City
156 restricted units. SJME's homeowners benefited so strongly from this purchase that
they agreed to a significant rent increase to make it happen.
In order to keep that rent increase as small as possible, the 2006 financing plan included
Housing Assistance and Capital Improvement Funds large enough to last only about 10
years, to be repleriished by a refunding.
To date we have spent $5.1M on Housing Assistance and $1.5M on capital
improvements but as expected, the reserve funds are nearly depleted. The Park
currently has $302,000 reserves and generates $320,000 in annua! surpluses, but with a
$360,000/year Housing Assistance Program, the Housing Assistance funds won't last
much longer and, more critically, there isn't money for capital improvements we know
will be needed.
We are proposing the refunding of the existing SJME bonds to capture the benefits of
today's record-low interest rates.
Project Finance
Project
20 Pacifica, Suite 1470, Imne, CA 92618
www.niiik'imiumhousinz.com
Ms. Cynthia L. Russell
January 16, 2015
Page 2
• SJME was financed in 2006 with a total of $39,910,000 in bonds at an average rate
of 5.25%. Based on a recent refinance of another Millennium project, we expect
the rate on the new bonds to be in the 3.8% range.
• The bond underwriter projects that the new bonds will generate $2,100,000 in
reserves for housing assistance and additional capital improvements. Even with
this new debt, SJME would save approximately $325,000/year in debt service.
• The existing bonds were issued by the Independent Cities Financing Authority.
There are no City guarantees or liabilities connected with these bonds. We
propo.se using the ICFA again for the refunding. As before, the City will not be
involved in the bond issuance and will not be "on the hook."
• We expect the new bonds to have a 5-year call protection instead of the
customary 10 years. That makes it easier to pay off the new bonds in the event
that another refunding or even a resident purchase is desired in the future.
• 100% of the net proceeds from the bond issue will be used for housing assistance,
increased maintenance or for capital improvements.
Benefits
The refunding of SJME's bonds will accomplish several major objectives for the Park
and its homeowners.
• Although wc have spent $1,500,000 on capital improvements over the past nine
years, SJME's infrastructure is almost 50 years old and will need considerable
work in the near future, particularly an electric system upgrade. This refinancing
would make that possible.
• The Flousing Assistance Program would be sustainable indefinitely, avoiding
potential future cuts in the levels of assistance.
• The Regulatory Agreement and other protections would continue in force. In
fact, with SJME's finances improved by this refunding, the Regulatory
Agreement protections will be even more secure.
Ms. Cynthia L. Russell
January 16, 2015
Page 3
Next Steps
• The City approved this project and joined the ICFA back in 2006, so it doesn't
have to repeat those actions. All we need now is a TEFRA Hearing, by which the
City allows the Independent Cities Financing Authority to refund the existing
• Because the Project already exists — and has a successful 9-year track record — this
TEFRA is much more ministerial than the 2006 one. The City is merely allowing
an already-approved project to be on a stronger financial footing.
Our goal is to complete this refunding by May 13, in time for the May 15 bond payment.
In order to meet that schedule, the Bond Counsel and the rest of the financing team
have to be comfortable that the refunding is going forward. Accordingly, it's important
to hold the TEFRA Hearing as soon as possible.
We appreciate the support the City has shown SJME in the past. Once you have had a
chance to review this proposal, please let me know how you'd like to proceed.
bonds.