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Contract 2021-003ASECOND AMENDMENT TO AGREEMENT FOR BANKING SERVICES THIS AMENDMENT is entered into as of this day of 2021 and is to that certain Agreement Number 2017-128 dated October 1", 2017, he after "the Agreement", by and between the CITY OF CLERMONT, FLORIDA, a municipal corporation under the laws of the State of Florida whose address is: 685 W. Montrose Street, Clermont, Florida, hereinafter referred to as "CITY" and FIFTH THIRD BANK, 200 E. Robinson Street, Orlando, FL 32801 hereinafter referred to as "CONTRACTOR". The parties, in exchange for the mutual covenants contained herein and in the Agreement, agree as follows: 1. This Amendment expressly modifies the Agreement and in the event of a conflict, the terms and conditions of this Amendment shall prevail. 2. The Master Treasury Management Agreement is hereby amended to replace Section 4 in its entirety and be replaced with the following: DELETE: On non -interest bearing balances, the City will receive a minimum earnings credit rate (ECR) of forty five (45bps) basis points. Deposit Administration Fee (DAF) will be 7 basis points. This is a flat rate. The Bank agrees to review the ECR on an annual basis to ensure the rate remains competitive and if not competitive, the Bank will adjust upward. ADD: On on -interest bearing balances, the City will receive an Earnings Credit that can be applied to help offset bank service fees, along with a Deposit Administration Fee (DAF) assessment of $0.07 per $1,000.00. the Bank -managed Earnings Credit Rate is subject to change based on market rate conditions as they fluctuate from time to time. 3. All other terms and conditions set forth in the Agreement shall remain in full force and effect and unchanged as agreed to by the parties. IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth below. City of Clermont Tim carry, ayor Date: 01 (!�& ) k1 Fifth Third Bank By: Travis hitley Treasury Manage nt Sales Officer Vice President Attes Tracy Ackroyd Howe, Attest: Dawn Choate Treasury Management Officer Vice President Classification: Internal Use ATTACHMENT A FIFTH THIRD BAN,. - Pricing Amendment This Pricing Amendment is an amendment to the Master Treasury Management Agreement and Online Channel Access Agreements dated May 12, 2016, (the "Master Agreement"), amended by the Amendment to Master Treasury Management Agreement and the Online Channel Access Agreement dated October 1, 2017 ("Amendment") (together, "Agreements"), by and between the City of Clermont ("City") and Fifth Third Bank, N.A. ("Bank"). Capitalized terms used but not defined in this Amendment have the meaning assigned to them in the Master Agreement. The Parties agree as follows: Section 4 of the Amendment is deleted in its entirety, and replaced with the following: On non -interest bearing balances, the City will receive an Earnings Credit that can be applied to help offset bank service fees, along with a Deposit Administration Fee (DAF) assessment of $0.07 per $1,000.00. The Bank -managed Earnings Credit Rate is subject to change based on market rate conditions as they fluctuate from time to time. 2. This Pricing Amendment may be executed in counterparts, each of which shall constitute an original and all of which when taken together shall constitute one and the same instrument. This Pricing Amendment may be executed and delivered by facsimile or PDF transmission. 3. This Pricing Amendment evidences the entire agreement and understanding between City and Bank with respect to the subject matter of this Amendment and supersedes all prior agreements and discussions between City and Bank with respect to that subject matter. This Pricing Amendment shall be effective on the Effective Date. All other terms and conditions of the Master Agreement and Amendment, all exhibits or schedules to the Contract, and all other agreements between the Parties remain unchanged and continue in full force and effect. (remainder of page intentionally left blank; signature page to follow) EXECUTED THIS �& day of January, 2021 (`Effective Date"). FIFTH THIRD BANK, N.A. By: Name: Iramis Title: VP TMO III CITY OF CLERMONT, FLORIDA By: Name: T-n _ Title:��L Witnesses: Dawn Choate, VP Treasury Management Officer III Witnesses: 2 FIFTH T H MD BANK Amendment to Master Treasury Management Agreement and Online Channel Access Agreement Between THE CITY OF CLERMONT AND FIFTH THIRD BANK This Amendment is entered into between Fifth Third Bank, hereinafter called "Bank", and the City of Clermont, hereinafter called "City" and sets forth the terms and conditions pursuant to which Bank will provide service the City the banking services as set forth in the Master Treasury Management Agreement dated October 31, 2016 ("MTMA"), Online Channel Access Agreement dated November 28, 2016 ("OCAA"), Bank's response to the City's Banking RFP dated May 12, 2016 "collectively, the "Agreements"). 1. In the case of any conflict between this agreement and the MTMA that cannot be reasonably reconciled, the provisions of the MTMA shall prevail except that Section 8 of this agreement controls over the governing law section of the MTMA and OCAA. Bank and City will honor the terms of this Contract for a five (5) year term beginning on October 1, 2017 , subject to annual compliance and service evaluations for continuance into ensuing years. The parties further agree that upon mutual consent the Agreements may be extended fortwo (2) additional years. 2. Bank prior written approval is required for any entities wishing to join in this Amendment or these Agreements. 3. The City will have the option to either a) Maximize non -interest bearing balances to receive Earnings Credit that mitigates all banking charges and earn interest 35bps on excess balances, or b) Earn interest on all balances at the rate of 35 basis points and pay banking charges directly from the City's account. Banking charges will be billed quarterly and based on the volume of services utilized in accordance with the Pricing Statement attached to this agreement. Any additional services added will increase the quarterly bill by that service's monthly fee as agreed upon by the Bank and the City at the time of implementation. If option b) above is chosen, then the Bank will automatically debit the CWs account for service charges. In addition, the Bank agrees to provide the City a one-time credit of $5,000.00 (five thousand) towards banking charges. 4. On non -interest bearing balances, the City will receive a minimum earnings credit rate (ECR) of forty five (45bps) basis points. Deposit Administration Fee (DAF) will be 7 basis points. This is a flat rate. The Bank agrees to review the ECR on an annual basis to ensure the rate remains competitive and if not competitive, the Bank will adjust upward. 5. This Amendment and its enforcement shall be governed by the laws of the State of Florida. This agreement shall inure to the benefit of the Bank and its successors (whether by merger, consolidation of otherwise) and assigns, and shall be binding upon the City and its administrators, successors and assigns. Updated version: August 2016 0 FFIFT H THIRD EU NK 6. If any provision or condition of this Amendment shall be held to be invalid or unenforceable by any court, regulator or self -regulatory agency or body, such invalidity and unenforceability shall apply only to that provision or condition. The validity of the remaining provisions shall not be affected, and this Agreement shall be carried out as if such invalid or unenforceable provision or condition were not contained herein. 7. Either party may terminate this Agreement and all subsequent obligations with respect to such services upon one -hundred twenty (120) days prior written notice to the other party. No such termination shall affect any obligations previously incurred by either party under this Agreement. 474 Executed this day of • , 2017 Fifth Third Bank (North Florida) By: �' i0- Dauri A. Sandison Treasury Management Sales Officer Vice President City oYCIermo , Florida By: Name:C{,n -,\ Title: T'�\Ck� i .( Witnesses f7 W ites Updated version. August 2016 0 FIFTH THIRD BANK Exhibit A Banking RFP Pricing Updated version: August 2036 SECTION — K FEE SCHEDULE Listed below is a summary of the average monthly volumes for the various types of services currently being utilized by the City. Volumes are estimates and not guaranteed as minimums or maximums. Based on the information contained in this proposal, provide unit charges for the new services. The respondent shall use this format, adding any other service fees that will be charged. In addition, respondents are requested to provide the information below electronically (Excel format is preferred) to the City. Fees not included on the following table should be included at the bottom of each section as applicable. OPTION: 46BPS AND .07 DAF WITH $5.000 RETENTION BONUS Standard Services DISB CHECKS PAID 15 01 00 ELECTRONIC DEBITS TRANSACTIONS 15 01 00 COMPOSITE GROUP 01 99 99 CHK RETURNED ITEM OR 10 04 00 CHARGEBACK i DISB CHECK PAID MICR 15 03 00 REJECT & REPAID PAPER ANALYSIS STATEMENT FEE 01 04 11 MONTHLY MAINTENANCE 01 00 00 PAPER ACCOUNT STATEMENT FEE I 01 03 10 CHK PAPER CHECK ADMIN 10 10 30 FEE WIRE INCOMING 35 03 00 STRUCTURED SECTION — K FEE SCHEDULE 269 1 .0550 45 1 .0550 1 .0000 17 1.5000 1 .3550 6 4.0000 5 1 $5.0000 5 1 $5.0000 $14.80 $2.48 $0.00 $25.50 $0.36 $24.00 $25.00 $25.00 3,126 $0.0000 $0.00 4 $6.3000 $25.20 I RFP No: 16-034 DEPOSIT ADMINISTRATION 00 02 30 43,667,000 .0, 00 FEE NEGATIVE COLLECTED FEE 00 02 30 0 .180000 15.0000 $0.00 ZBA PARENT ACCOUNT 01 0020 1 i $15.00 ZBA SUB -ACCOUNT 01 02 21 3 10.0000 $30.00 ZBA NOTIONAL BALANCE 01 99 99 2 .0000 $0.00 STATEMENT ZBA MULTI -TIER 01 00 21 1 40.0000 $40.00 ACH Processing ACH CREDIT RECEIVED 25 02 01 220 .0550 $12.10 $5.89 ACH DEBIT RECEIVED 25 02 00 31 .1900 ACH ADDENDA RECEIVED 25 02 02 174 .0850 $14.79 ACH POSITIVE PAY FILTER 25 10 50 3 .0500 $0.15 ACH POSITIVE PAY 25 10 50 MO MAINT 4 .0000 $0.00 ACH POSITIVE PAY 25 99 99 PAID ITEM 17 .0500 $0.85 ACH RETURNED 25 03 02 TRANSACTION 8 3.5000 $28.00 ACH NOTIFICATION OF 25 03 02 CHANGE 6 3.5000 $21.00 ACH DIRECT SEND MONTHLY MAINT 25 00 00 2 30.0000 $60.00 ACH DIRECT SEND ORIGINATED CR 25 01 01 I 848 .1500 $127.20 SECTION — K FEE SCHEDULE RFP No: 16-034 ACH DIRECT SEND 25 01 01 3,474 .1500 ORIGINATED DR � ACH DIRECT SEND FILE 25 01 01 7 PROCESS ACH ONLINE MONTHLY FEE 99 99 99 1 ACH RETURN/NOC RPT VIA 25 04 00 3 WEB .3000 25.0000 15.0000 $521.10 $2.10 1 $25.00 $45.00 Deposit Processing COMMERCIAL DEPOSITS 01 01 01 2 .2000 $0.40 CHK ENCODED ITEMS 10 021Z DEPOSITED I 3,126 .0505 $157.86 CASH VLT NTWK MONTHLY BASE CHARGE 10 01 53 2 .0000 $0.00 CASH AT NTWK DEPOSIT 10 01 02 2 3.0500 $6.10 CASH VLT NTWK DEPOSIT COIN LOOSE 100101 2 .8450 $1.69 CASH VLT NTWK DEPOSIT 10 01 48 CURRENCY 75 .0012 $0.09 Electronic Deposit — EDM Standard EDM MONTHLY SERVICE FEE 99 99 99 7 25.0000 $175.00 137 .7000 $95.90 EDM DEPOSIT 99 99 99 EDM BEFORE 4:00 PM EST 99 99 99 2,177 .0500 $108.85 EDM AFTER 4:00 PM EST 99 99 99 3,499 .0650 $227.44 EDM ON -US CLEARING 99 99 99 95 .0000 $0.00 SECTION — K FEE SCHEDULE RFP No: 16-034 EDM IMAGE EXCHANGE 9999 99 5,494 .0000 $0.00 CLEARING Electronic Deposit - Scanner EDM MEDIUM VOLUME SCANNER MONTHLY 9999 99 1 .0000 $0.00 Disbursements - ARP ! Positive Pay ARP MONTHLY BASE CHARGE 20 01 10 2 .0000 $0.00 ARP CHECKS PAID 2001 00 269 .0600 $16.14 ARP CHECKS ISSUED 2001 10 245 .0450 $11.03 ARP PAID ITEM 2003 01 . 269 .0152 $4.09 TRANSMISSION POSITIVE PAY MONTHLY 1500 30 2 25.0000 $50.00 BASE CHARGE BANK MAINTAIN POS PAY 1507 24 1 .0384 $0.04 EXCPTN ARP RETURN ITEM 2099 99 1 16.2500 $16.25 Disbursements - Check Block CHECK BLOCK MONTHLY BASE FEE 20 99 99 1 10.0000 $10.00 Disbursements - Check Clearing / Returns Standard PAPER REPRESENTMENT 1004 02 9 .0000 $0.00 RETURNED ITEM SPECIAL 1004 15 2 1.5000 $1.50 INSTRUCTIONS SECTION - K FEE SCHEDULE RFP No: 16-034 RETURNS MGMT MODULE 100416 2 20.0000 RETURNS ITEMS PER IMAGE 10 01 16 34 .0000 Disbursements - Image Services I Paid Check Imaging - i CHECK IMAGING PER 15 13 53 3 .0000 ACCOUNT CHECK IMAGING PER ITEM 151351 279 .0000 ONLINE IMAGE RETRIEVAL 151355 3 .0000 BASE ONLINE RETRIEVAL PER 151352 I 3 IMAGE Information Reporting AMP - Prior Day Reporting ONLINE STOP PAYMENT PER 15 04 20 3 ITEM Information Reporting AMP - / Standard ormatio Rep g Portal ONLINE WIRE MODULE 35 06 10 1 ONLINE ACH MODULE 251100 1 0000 $40.00 $0.00 $0.00 $0.00 $0.00 $0.00 6.0000 $18.00 8.0000 $8.00 20.0000 $20.00 Information Reporting AMP - Portal / Prior Day ONLINE PRIOR DAY BASE 40 00 52 1 50.0000 $50.00 ONLINE PRIOR DAY ACCOUNT 40 02 72 5 .0000 $0.00 ONLINE PRIOR DAY DETAIL 1400272 806 .0900 $72.54 SECTION - K FEE SCHEDULE RFP No: 16-034 ONLINE STOP 15 04 20 1 .0000 PAYMENT BASE FEE Information Reporting AMP - Portal / Intra Day ONLINE INTRADAY BASE 40 00 55 1 .0000 ONLINE INTRADAY PER 40 00 55 4 ACCOUNT .0000 ONLINE INTRA DAY DETAIL 40 02 74 329 Remote Currency Manager - RCM 1000 .0900 CPS 1000 RENTAL 10 01 41 1 52.0000 Remote Currency Manager - Recycler $0.00 $0.00 $0.00 $29.61 $52.00 CPS 1000 EVERY OTHER 10 01 41 1 251.0000 $251.00 WEEK - T T - Remote Currency Manager - Standard RCM STD MON BASE FEE 10 01 41 1 201.0000 �1DAY Retail Lockbox - Standard RLBX MONTHLY MAINTENANCE RBLX TRANSMISSION $201.00 05 0010 1 160.7500 $160.75 05 04 01 7 8.5000 $59.50 Retail Lockbox - EDM RFP No: 16-034 SECTION - K FEE SCHEDULE RLBX EDM ITEMS PROCESSED 05 02 00' 3,243 1500 I I TOTAL MONTHLY TREASURY FEES f ADDITIONAL RECOMMENDATIONS ACH TRANS CONTROL MTHLY BASE 99 99 99 TRANSACTION VIEW INQUIRY 99 99 99 RETURN ITEM IMAGE TRANSMISSION 99 99 99 RLBX LONG PER IMAGE 055015 RLBX LONG TERM STORAGE 10 YEAR ARCHIVE 99 99 99 EARNINGS CREDIT 45BPS DEPOSIT ADMINISTRATION FEE PARTNERSHIP RETENTION BONUS RFP No: 16-034 END OF SECTION K $3,243.83 15.0000 1.0000 18.75000 .0157 .0157 45 PPS . 7 K $5,000 $486.45 i