Item #06 Approval of Contract Extension with Treasury Management Banking Services 4 //iv
ocoee
florida
AGENDA ITEM COVER SHEET
Meeting Date: August 15, 2017
Item # to
Reviewed By:
Contact Name: Robert Briggs Department Director:
Contact Number: 1520 City Manager: Robert Fra 1/41
Subject: Contract Extension Treasury Management Banking Services
Background Summary:
The City contract for Treasury Management Banking Services with SunTrust is currently provided by piggy-
backing with Marion County Clerk of Courts. Prior to this arrangement, it was competitively bid and awarded in
2007. Over this term, the City has enjoyed favorable terms/rates and working arrangements through
unexpected financial downturn conditions, mitigating the City's related risks.
Issue:
The existing piggy-back contract with Marion County, Florida expires August 31, 2017. SunTrust has offered an
extension at favorable terms/rates for a period of one year.
Recommendations:
Staff recommends City Commission approve the proposed extension under the terms/rates provided.
Additionally, we request authorization of signatory authority to the City Manager for the extension.
Attachments:
Contract Extension letter agreement, copy of prior Treasury Agreement Master Agreement and Schedule of
proposed terms/rates.
Financial Impact:
Approval of this action will increase pooled cash interest earning over $125,000 annually with an increase in
monthly services costs of only of$93; or$1,116 for the year.
Type of Item: (please mark with an 'Sc')
Public Hearing For Clerk's Dept Use:
Ordinance First Reading X Consent Agenda
Ordinance Second Reading Public Hearing
Resolution Regular Agenda
X Commission Approval
Discussion&Direction
William C.Jones
First Vice President
STI Institutional&Government, Inc.
200 S.Orange Avenue,SOAB 6th Floor
Mail Code: FL-ORL-2063
odie Orlando, FL 32801
(407)237-5909(telephone)
(407)835-0234(fax)
William.c.ionesa.suntrust.com
SUlaRUST
July 26,2017
Mr. Robert K.Briggs,Jr.
Finance Director
City of Ocoee, Florida
150 N. Lakeshore Drive
Ocoee, FL 34761
Subject: City of Ocoee, Florida-SunTrust Treasury Management Banking Services contract
Dear Bob:
This letter will serve as the governing agreement to extend the term of the City of Ocoee, Florida (the "City") banking relationship
with SunTrust Bank (the "Bank")from August 31, 2017 to August 31, 2019. The City recognizes that the Marion County contract
previously used as a "piggyback"will expire on August 31, 2017. Hence forth, the following supporting documents will be used to
define the service charges, legal terms and interest rates:
Exhibit A—SunTrust Treasury Management Master Agreement
Exhibit B — SunTrust Treasury Management Terms and Conditions (Please go to www.suntrust.com/treasurvterms and use
password:tm-termsl)
Exhibit C—New Fee Schedule, including floor rate for Eamings Credit Rate&Interest Rate
Please sign below to signify that the City is agreeing to the new contract with SunTrust for treasury management & banking
services.This contract will expire on August 31, 2019, unless it is extended by mutual agreement between SunTrust Bank and City
of Ocoee, Florida.
City of Ocoee, Florida
Signed by:
Robert D. Frank, City Manager
Dated:
SunTrust Bank
Signed by:
William C.Jones, First Vice President
Dated:
Oi(Er SUN TRUST TREASURY MANAGEMENT
MASTER AGREEMENT
1. Introduction. SunTrust Bank offers a full range of treasury management some of those software programs. Those software programs and those other
services to our clients. Throughout this master agreement,(a)SunTrust Bank items are all part of the software materials. There may also be additional online
is referred to as 'we," "us" or "our," (b)the treasury management services or"click wrap"terms for the use of the online services. The agreement,online
described in our treasury management terms and conditions referred to below terms and any applicable separate license agreement and user manual set forth
are referred to as the "services," (c)this master agreement and the other the terms and conditions relating to your right to use those online services and
documents described below are together referred to as the"agreement,"(d)the software programs as well as important instructions and requirements for their
k person or entity using one or more of the services is referred to as "you' or use.
I "your°and(e)the individuals identified in any resolution,certificate,delegation (h) Rules and Regulations. The rules and regulations for deposit
of authority or other document that you have given us as having authority to accounts that you maintain with us set forth certain general provisions relating
enter into or amend the agreement on your behalf are referred to as your
i.
°authorized signers.' to the establishment,maintenance and operation of your deposit accounts.
When you sign this master agreement you are agreeing to be bound by If there is any inconsistency on a particular issue among the documents
the terms and conditions of the agreement. The agreement is a legally binding that make up the agreement,the documents will control that particular issue in
contract that can only be changed as provided in this master agreement. the order set forth from top to bottom above.
( 2. Organization of Agreement. As indicated above,the agreement is made 3. Amendments. We may change or add to the provisions of this master
up of several documents,each of which serves a special purpose. The relevant agreement and any of the general terms and conditions by giving you 30
documents and their purposes are as follows: calendar days'prior notice. We may change or add to the terms and conditions
for any individual service by giving you 10 calendar days'prior notice. We may
(a) Treasury Management Terms and Conditions. Our treasury change the information in the implementation/setup forms without giving you
g management terms and conditions fall into two categories(i)the general terms notice. If you continue to use a service after any of these changes or additions
1 and conditions that govern the use of all services and(ii)the specific terms and become effective (or you earlier confirm a service profile for an affected
I, conditions that govern the use of each individual service. The most recent service),you are bound by those changes or additions. If a change or addition
P version of our treasury management terms and conditions is always posted on is required by applicable law, clearing house rules or funds transfer system
the following website:www.suntrust.com/treasuryterms. You may access it at rules,or if we believe that the change or addition is necessary for the security or
1 any time by visiting the site and opening the document with the password we integrity of the systems that we use in providing any services for you,we may
il have given you. We will also give you a printed copy of the current version of give you notice of the change or addition promptly after we make it. In that
those terms and conditions upon request. case,you are bound by the change or addition unless you terminate your use of
the relevant service(s) immediately after you receive our notice. We may
(b) Master Agreement. This master agreement describes the structure change or add to the terms of the software materials or the rules and
of the agreement and sets forth certain of the basic contractual provisions regulations by following the procedures set forth in those documents.
F. relating to your use of the services.
1 4. New Services. If we agree to provide a new service for you,we will create
(c) Reference Materials. The reference materials for a service provide one or more service profiles reflecting certain instructions you give us regarding
details regarding the functionality of that service,as well as certain formatting your setup for that new service and send or otherwise make them available to
and other technical requirements that you must follow when using that service.
you. You may not use that service until you have confirmed (in a manner
Reference materials may include, without limitation, a user manual, a quick acceptable to us)that those service profiles are correct,you have successfully
I reference guide, a service demo and/or file formats and specifications. Not completed any required testing or training for that service and we have
every service has reference materials. completed our implementation of your setup for that service. If you attempt to
(d) Delegation of Authority. A delegation of authority is optional. By
use a new service without satisfying one or more of these conditions,we may
• using one, you are giving other people within your company authority with refuse to provide that service but, if we do provide it, you are bound by the
respect to the agreement and/or the services. terms of the agreement relating to that service(including,without limitation,the
general terms and conditions and the terms and conditions for that new
(e) Service Profiles. A service profile reflects certain instructions you service).
I give us regarding your setup for a particular service,such as the account(s) 5. Changes to Your Setup. If we agree to change your setup for a service in
( linked to that service,the authorized users for that service and the options you response to your instructions and those instructions are of the type reflected on
select for that service.
a service profile,we will send or otherwise make one or more service profiles
(f) Implementation/Setup Forms. An implementation/setup form is an reflecting those instructions available to you. That change will not take effect
E internal document that we use to record additional information and/or until you have confirmed (in a manner acceptable to us) that those service
instructions you give us with respect to a particular service. profiles are correct, you have successfully completed any required testing or
toyou a training for the change and we have completed our implementation of the
Online Services and Software Materials. We may y grantchange. In that regard, changes to your setup for a service reflected on a
% nonexclusive,nontransferable,limited license or sublicense to use one or more service profile will be implemented either on an 'incremental" basis or a
ii software programs in connection with certain services. There may be a "complete replacement"basis, as reflected and to the extent indicated in the
separate license agreement (which may be a "shrink wrap" or "click wrap" service profile.
, agreement and may be with us or a third-party vendor)and/or user manual for
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• 4- SUN RUST TREASURY MANAGEMENT
MASTER AGREEMENT
If a change is implemented to your setup for a service on an incremental our option) to send a service profile to you as an attachment to an e-mail
basis,that change supplements(as an addition,deletion or modification), but message, you (a)will be deemed to have confirmed that service profile is
does not replace,the information in your setup for that service. For example,if correct if we receive an e-mail message to that effect that purports to be from
an incremental service profile indicates that it adds a new authorized user for a one of your authorized signers, (b)adopt that e-mail message as your
service,all existing authorized users for that service continue to be authorized electronic signature with the intent to sign that service profile and (c)will be
users unless you specifically request that we delete one or more of them and bound by that service profile to the same extent as if one of your authorized
that deletion is reflected in a separate service profile that you confirm (in a signers had printed,signed and given it to us.
manner acceptable to us).
7. Acknowledgement of Receipt and Agreement to be Bound. By signing
If a change is implemented to your setup for a service on a complete below(and each time you confirm a service profile),you acknowledge that you
replacement basis,the information identified in that service profile completely have received(or have been given electronic access,induding the necessary
replaces the information in your setup for that service,to the extent indicated in password, to) a complete copy of, and that you have read, understand and
J that service profile. In that regard, information can be completely replaced agree to be bound by all provisions of our treasury management terms and
(a)only for the account(s) identified on the service profile, (b)only for the conditions(including,without limitation,those that(a)limit our liability to you,
combination of the account(s)and linked feature(s)of the service identified on (b) describe your obligations to us, (c) authorize us to rely on
the service profile or(c)for all accounts using the service. authorization codes, and to the extent permitted by applicable law, (d)
For example,if a service profile indicates that it completely replaces all of waive the right to a Jury trial and(e)require binding arbitration)in the form
your previous service profiles for a service with respect to the account(s) and with the content then posted on the identified website(as we.may update
identified in that service profile,then only the authorized users identified in that them from time to time)with respect to your use of all services.
service profile are authorized to use the service with respect to the identified Signature. This master agreement has been signed and delivered(which
account(s). However, none of your service profiles for other accounts using you agree may be by facsimile or e-mail attachment) on your behalf by the
that service are affected and all authorized users listed on them continue to be person whose name is printed below. That person represents and warrants to
authorized users with respect to those other accounts. us that he or she is one of your authorized signers and that you have taken all
Alternatively,if a service profile indicates that it completely replaces all of action required by your organizational documents to authorize him or her to sign
J your previous service profiles for the combination of an account and lockbox and deliver this master agreement(and any other documents we may require
I identified in that service profile,then only the image delivery option(s)selected with respect to the services) on your behalf. The agreement completely
in that service profile will be provided with respect to the combination of the replaces any other ones you have given us in the past with respect to the
identified account and lockbox. However,none of your service profiles for other services,except that any instructions you have given us under any such past
combinations of accounts and lockboxes for that service are affected and all agreements continue to be effective until replaced or deleted in accordance with
image delivery options selected in them will continue to be provided with the agreement (including, without limitation, through a service profile or an
I respect to those other combinations of accounts and lockboxes implementationlsetupforrn), ,
Finally,if a service profile indicates that it completely replaces all of your Client Name: C a •
previous service profiles for a service, then only the options identified in that Authorized Signer: ,,,
service profile will apply with respect to any of your accounts using that service. 4S/� .1. _� .,
None of your previous service profiles for that service are effective and none of Print Name: i
1 the options identified on them will apply with respect to any of your accounts • -`as / $.
1 using the service. Print Title: Ma�Df
a
We may refuse to accept letters,e-mails or other forms of communication ,, I.,,
) that instruct us to change your setup for a service if those instructions are of the Address: 150 /J a I Q.ate5�tolr�TrWe i
( type reflected on a service profile. However, you agree that we may(at our D � PL 34'1191
option)accept an e-mail that purports to be from one of your authorized signers
and that instructs us to delete one or more accounts from your setup for a E-Mail:
service without requiring you to confirm a service profile reflecting that
instruction. Phone: 0011) (105 -310o
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6. Electronic Records and Signatures. You consent to the use of electronic Fax: ( q) Qo5'' 3►'141
records and signatures with respect to your use of the services. Without limiting 't
i the types of electronic signatures we may accept,you agree that,if we elect(at Date: rii .q C/ 13
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SunTrust Pro Forma
Account Analysis Statement
CITY OF OCOEE 50-15
Balances
Average Positive Ledger Balance $87,159,155.72
Average Ledger Balance $87,159,155.72
Less: Average Float $180,484.74
Average Collected Balance $86,978,670.98
Average Negative Collected Balance $0.00
Average Positive Collected Balance $86,978,670.98
Less: 0% Related Reserves $0.00
Average Available Balance $86,978,670.98
Net Analysis Position
Value of Applicable Available Balance $36,936.15
Earnings Credit Rate 0.50%
Less: Balance Based Charges $1,933.17
Net Analysis Position $35,002.98
Balance Required to Offset Service Charges $4,552,303.50
Excess Balances Available to Earn Interest $82,426,367.48
Interest Rate 0.15%
Interest Accrued on Excess Balance $10,500.89
Interest to be Posted to Account $10,500.89
# Services Provided For This Period Volume Unit Price Total Expense Balance Required
Demand Deposit Services
3021 Account Maintenance - Monthly 6 $5.0000 $30.00 $70,645.16
3893 Relationship Analysis Stmt 1 $0.0000 $0.00 $0.00
3894 Analysis Deposit Account Stmt 6 $0.0000 $0.00 $0.00
3995 Stop Payments - Manual 1 $15.0000 $15.00 $35,322.58
3220 7 $7.00 $16,483.87
3268 Electronic Credits Posted 74 $0.2000 $14.80 $34,851.61
3651 5,328 $479.52 $1,129,192.26
3880 Deposit Correction 2 $6.0000 $12.00 $28,258.06
3261 Items Paid Not Enclosed 497 $0.0500 $24.85 $58,517.74
3263 Items Paid Enclosed 3 $0.2300 $0.69 $1,624.84
3267 Electronic Debits Posted 30 $0.1900 $5.70 $13,422.58
3258 Check Cashing Fee 9 $0.0000 $0.00 $0.00
Subtotal: $589.56 $1,388,318.70
Zero Balance Services
36654 ZBA Master Account 1 $10.0000 $10.00 $23,548.39
36655 ZBA Sub Account 1 $5.0000 $5.00 $11,774.19
Subtotal: $15.00 $35,322.58
Returned Check Services
6631 7 $17.50 $41,209.68
6625 Return Items - Represented 7 $6.5000 $45.50 $107,145.16
6623 Return Items-Special Address 6 $0.0000 $0.00 $0.00
6627 7 $17.50 $41,209.68
Subtotal: $80.50 $189,564.52
Branch/Night Deposit Services
9291 Branch Cash OTC Deposit/$1000 1 $1.1000 $1.10 $2,590.32
Subtotal: $1.10 $2,590.32
Cash Vault Services
12492 Cash Vault Deposits 43 $1.0000 $43.00 $101,258.06
Subtotal: $43.00 $101,258.06
Branch/Night Deposit Services
9297 Branch Coin Order/Roll 16 $0.4000 $6.40 $15,070.97
Subtotal: $6.40 $15,070.97
Cash Vault Services
13135 VLT Deposit Error 3 $10.0000 $30.00 $70,645.16
13148 VLT Currency Dep Loose Bill 5,046 $0.0250 $126.15 $297,062.90
Subtotal: $156.15 $367,708.06
ARP Services
63208 ARP Auto D/T To Bank/Tran 14 $10.0000 $140.00 $329,677.42
63217 ARP Auto D/T To Bank/Rcrd 442 $0.0150 $6.63 $15,612.58
63528 Basic Positive Pay- Base 4 $55.0000 $220.00 $518,064.52
63529 Basic Positive Pay - Item 496 $0.0200 $9.92 $23,360.00
Subtotal: $376.55 $886,714.52
Image Delivery Services
40381 CD-ROM Premium CD 4 $25.0000 $100.00 $235,483.87
40383 CD ROM Images Per Item 551 $0.0300 $16.53 $38,925.48
Subtotal: $116.53 $274,409.35
ACH Services
48439 ACH Monthly Maintenance 2 $15.0000 $30.00 $70,645.16
48447 ACH File Transmissions, Self 4 $15.0000 $60.00 $141,290.32
48457 Consumer PPD Debits Originated 1,723 $0.0500 $86.15 $202,869.35
48458 Consumer PPD Credits Originated 953 $0.0500 $47.65 $112,208.06
48459 Corp Debits Orig CCD,CCD+CTX 22 $0.1400 $3.08 $7,252.90
48433 ACH Mailed Report 2 $0.0000 $0.00 $0.00
48382 ACH Representment 6 $2.0000 $12.00 $28,258.06
48383 ACH Return Item 7 $1.0000 $7.00 $16,483.87
48384 ACH NOC Item 4 $0.0000 $0.00 $0.00
Subtotal: $245.88 $579,007.72
ACH Fraud Control
54370 ACH Fraud Cntrl Monthly Maint 6 $30.0000 $180.00 $423,870.97
Subtotal: $180.00 $423,870.97
TTAX Plus
57266 TTAX Tax Maintenance 1 $0.0000 $0.00 $0.00
57268 TTAX Tax Payment Per Item 3 $4.5000 $13.50 $31,790.32
Subtotal: $13.50 $31,790.32
Wire Transfer Services
45320 Wire Trsf Monthly Maint/Acct 2 $0.0000 $0.00 $0.00
Subtotal: $0.00 $0.00
Online Treasury Manager
73254 OTM/OLC Maintenance Fee 1 $0.0000 $0.00 $0.00
73256 OTM/OLC Prior Day Sery/Pr Mnth 1 $12.0000 $12.00 $28,258.06
73258 OTM/OLC Prior Day Per Ac Maint 6 $6.0000 $36.00 $84,774.19
73260 OTM/OLC Prior Day Per Item Dtl 706 $0.0000 $0.00 $0.00
73280 Stop Service/Per Month 1 $0.0000 $0.00 $0.00
73294 Image Item Retrieval/Per Image 1 $0.7500 $0.75 $1,766.13
Subtotal: $48.75 $114,798.38
Online Courier
73297 OLC DDA Statement 3 $5.0000 $15.00 $35,322.58
Subtotal: $15.00 $35,322.58
Safekeeping Services
81191 Safekeeping Of Assets 5 $2.0000 $10.00 $23,548.39
81196 Income Collection 3 $5.0000 $15.00 $35,322.58
81199 Safekeeping Maintenance 9 $2.2500 $20.25 $47,685.48
Subtotal: $45.25 $106,556.45
Total: $1,933.17 $4,552,303.50
This pro forma does not constitute a contractual offer of a given price for any service or an offer of any pricing for a given
term. It is based on assumptions and is for purposes of estimation and discussion only. Your actual prices will be reflected on
your monthly account analysis statement. When you receive your account analysis statement, if you have any questions or
concerns about your actual pricing please contact your TSO.