Page 1 of 24 RFP2019-3148 Banking Services REQUEST FOR PROPOSAL (RFP) # 2019-3148 Martin County Board of County Commissioners 2401 S.E. Monterey Road Stuart, Florida 34996 (772) 288-5481 pur_div@martin.fl.us www.martin.fl.us The Board of County Commissioners, Martin County, Florida, will receive sealed proposals for: BANKING SERVICES Sealed proposals will be received by the Information Desk on the 1 st Floor at the address above until 2:30 PM local time, on Wednesday, June 26, 2019. Proposers must register with DemandStar in order to receive all required documents and notification of addenda. Register for FREE at http://www.onvia.com/demandstar-subscriptions. Click on “Onvia DemandStar FREE AGENCY”. Martin County is an equal opportunity/affirmative action employer. By order of the Board of County Commissioners of Martin County, Florida. Page 2 of 24 RFP2019-3148 Banking Services PROPOSAL DOCUMENTS Proposers must register with DemandStar in order to receive all required documents and notification of addenda. Register for FREE at http://www.onvia.com/demandstar-subscriptions. Click on “Onvia DemandStar FREE AGENCY”. This document includes: 1. Scope of Services 2. Computer related services 3. Optional Banking Services 4. Account Analysis Summaries 5. Board of Commissioners Investment Report 6. Minimum Qualifications 7. Requirements and Responsibilities 8. Instructions to Proposers 9. Evaluation Criteria 10. Responsiveness to Criteria 11. Additional Information 12. Sample Contract The following documents must be downloaded separately from www.demandstar.com 13. Bank Service Requirements Form Page 3 of 24 RFP2019-3148 Banking Services I. SCOPE OF SERVICES The purpose of this Request for Proposals (RFP) is to secure banking services for the Martin County Board of County Commissioners (Board) and the Clerk of the Circuit Court and Comptroller (Clerk). The objective is to obtain required services for a three (3) year period, with three (3) one year potential renewal options, at the most favorable cost consistent with efficient operation and to optimize return on available cash flows for the benefit of the Board and Clerk. The contract term will also provide for an extension period not to exceed 180 days for transition to a new depository at the end of the term. The Banking Services Requirements Form indicates the number of transactions anticipated and, although this is the best estimate of volumes, they are in no way guaranteed. The County reserves the right to increase or decrease quantities during the Contract period. Fees proposed shall be fixed for the entire contract period. No additional setup fees or software fees shall be charged if the Depository Bank merges or is acquired by another bank. The County requires check cashing for employee payroll checks at no charge to the employee. A. GENERAL Banking Services shall include as needed, but not limited to the following. Any services not listed, but later requested by the Board and Clerk, will be charged at a mutually agreed upon fee.  Secure Online Banking Platform with strong encryption banking sessions maintained and supported by the bank.  Online User Administration for all banking services and accessible via Mobile devices  Daily balance reporting by account via online reporting system with email notifications  Deposit services-including remote check deposit  Controlled disbursement accounts  Zero-balance accounts  Overnight sweep accounts  Lock-box services  Positive-pay and ACH debit block services with email notifications  Payroll Direct Deposit  ACH services and capability to convert bill pay to ACH  Reconciliation services  Electronic transaction-reporting services  Electronically placed stop payments  Electronic payments  Electronic access to analysis statements and bank statements downloadable in various file formats  Electronically or digitized storage of paid checks that will work with network access  Cash Management/Forecasting services  Safekeeping and custody arrangements  Credit-card receipt Merchant Services  Procurement Cards  Integrated Check 21 capabilities Page 4 of 24 RFP2019-3148 Banking Services Checking Accounts - The Board and Clerk will maintain several bank accounts during the contract period. All Board and Clerk accounts are consolidated for analysis purposes. The Board and Clerk require a monthly statement, electronic images of cleared items, availability of wire transfer services and daily information on collected, available and closing balances. NSF checks will be processed twice before being returned to the Board or Clerk. Overdraft Protection - The bank shall provide the Board and Clerk with overdraft protection including daylight overdrafts. The bank will honor all demands upon the Board and Clerk's accounts including outgoing wire instructions by the Board and Clerk. In the Proposal, the bank shall state the cost of providing the overdraft protection, including if used a benchmark from which the bank will determine the interest to be charged on overdrafts, and current rates. Any events of overdraft protection will require immediate notification to the Finance Director, or designee. A net overdraft shall be defined as a negative balance in Board’s or Clerk’s accounts collectively, not by individual account. Deposit Services - The bank shall provide, or make available resources to obtain disposable tamper- proof security bags as requested by the Board and Clerk. The bank should be able to provide night deposit services. The bank shall accept uncounted coins from various sources (example, parking meter collections). The bank will count, deposit and provide the Board and Clerk the next business day a receipt for the deposit of uncounted coins. The bank shall employ generally accepted banking controls in dealing with uncounted deposits. The bank will receive direct payments or deposits to Board and Clerk accounts other than from the Board and Clerk. In these instances the bank shall provide the Board and Clerk the next banking day a detailed electronic receipt of the transaction with addenda information when available. The bank shall automatically present (reprocess) returned deposited items a second time and provide electronic copies of the returned items. Electronic notification of Returned checks is preferred. Bank errors resulting in lost interest to the Board and Clerk will be reimbursed by the bank to the Board and Clerk. The method of reimbursement will be agreed upon by the bank and the Board and Clerk. B. ACCOUNT MAINTENANCE 1. Collected Balance Reporting Each weekday at 8:00 am, the bank will provide previous day and current day banking activity electronically via internet portal for each active account. The Board and Clerk shall not be charged or penalized if an ovedraft results due to account balance information not being available at the specified time. 2. Deposits Deposits accepted and/or received shall be credited to the account on the same day: Branch Deposits by 2pm ET Cash Vault by 4pm ET Page 5 of 24 RFP2019-3148 Banking Services Remote Deposit Capture by 8pm ET Image Cash Letter by 9pm ET 3. Statements Monthly Statements showing the overall activity of the Board and Clerk's accounts shall be provided by the end of the second business day of the following month. At the County’s option, statements and reports shall be available in hard copy or electronic computer files via internet portal allowing for choice of formats at the Board and Clerk’s discretion. Formats should include but not limited to PDF, Comma Separated Values (CSV), Text, or Microsoft Excel. These reports shall include a monthly detailed analysis of the banking institution's cost of operating the Board and Clerk's accounts. Images of all cancelled checks will be provided in numerical order electronically via internet portal, file, on disk or other methods not listed here. The monthly statement will include the amount of interest paid or charged as a result of the daily funds balance. In addition, an ASCII format file of all transactions for each account will be provided as an Account Reconciliation in the Board and Clerk's financial software. The Board and Clerk will maintain several bank accounts during this period including but not limited to: Bank Account Type Of Account 1 Board Master Account Interest Bearing 2 Board Operating Account ZBA 3 Board Utilities Account ZBA 4 Board Golf Course ZBA 5 Board Disbursement Account ZBA 6 Board Payroll Account ZBA 7 Board Litigation Account DDA 8 Board Analyzed Checking Control Account DDA 9 Clerk Master Account Interest Bearing 10 Clerk Operating Account ZBA 11 Clerk Support & Restitution Account ZBA 12 Clerk Jury Account ZBA 13 Clerk Refund Account ZBA 14 Clerk Disbursement Account ZBA 15 Clerk Payroll Account ZBA 16 Clerk Escrow Account DDA 17 Clerk Auction Account DDA The Board and Clerk warrant that they will maintain these demand accounts in the bank selected as the depository, except funds required to be deposited with paying agents by bond or their resolutions or contracted agreements. Transfer bank accounts in other cities may be necessary; however, funds would be transferred to the depository bank. The intentions of the Board and Clerk are to have the bank provide a concentration zero balance type of account. C. INVESTMENT OF EXCESS COLLECTED FUNDS Page 6 of 24 RFP2019-3148 Banking Services The Proposer shall describe the method the bank will operate daily overnight investment of excess funds collected for the Board and Clerk funds. Yield on investment will be at the rate computed in the Bank Service Requirements form. Method of computing the rate should be specific and guarantee the rate determined by the computation. Overnight investment agreements will operate as a fund pool with the Board accounts as one pool and the Clerk accounts as one pool. The responsibility for the allocation of interest will be with the Clerk. The Clerk will have access to the balance and amounts of the daily investment of excess funds via on- line banking software. D. INVESTMENTS The Board and Clerk will continue to bid and invest its surplus funds outside of the depository agreement in accordance with the Board and Clerk’s investment policy. Exclusive of "Sweep" Account investments, the bank will perform investment functions only upon the specific instructions of an authorized representative of the Clerk. Persons authorized to provide investment transaction instructions will be identified to the bank in writing or by facsimile transmission. In the event instructions are provided by telephone, written confirmation will be required from an authorized Clerk official. Debit and credit advices for investment transactions shall be mailed or e-mailed to designated personnel of the Board and Clerk no later than the next banking day. The selected bank is encouraged to participate in the Board and Clerk's investment program; however, the Board and Clerk reserve the right to invest funds, exclusive of the Sweep Account balances, with any other institution. In no case will the selected bank be awarded investments at yields lower than those available in the competitive market. All banks submitting Proposals must be full-service banking institutions capable of providing at least those services identified in the RFP document. In addition, they must be able to handle repurchase agreements for a period of one day to any number of days without significant delay. The bank will wire funds through the Federal Reserve System, only upon request from the Clerk to other institutions for the accounts of the Board and Clerk. All investment activities will be handled at the direction of the Clerk and in accordance with state laws and the Board’s Investment Policy. The Board and Clerk invest with the State Investment Pools. These investments may involve a transaction with the pool on a daily basis. The bank will be required to send and receive funds from the pool. E. INVESTMENT ASSISTANCE The bank will provide investment information and assistance to the Board and Clerk's investment portfolio as permitted by pertinent federal and state laws and regulations. Page 7 of 24 RFP2019-3148 Banking Services F. INTEREST EARNINGS The Proposer is to indicate their interest rate quote in the Bank Service Requirements form. The Proposer shall describe how all interest earnings shall be computed in strict accordance with the rate specified in the banking contract. The selected bank will be required to provide a third party institution to hold the securities in safekeeping. A safekeeping receipt, which fully describes the securities, shall be issued directly to the Board and Clerk by the third party institution. The safekeeping receipt and the terms of the repurchase agreement shall show clear evidence of ownership of the securities by the Board and Clerk. The evidence of ownership, types of securities, evidence of market value, and length of maturities is subject to examination and acceptance by the Board and Clerk. Monthly total interest earnings should be posted to the master account by the third day of each succeeding month. G. BANKING INFORMATION, STATEMENTS, AND ADVICE FREQUENCY All advices affecting a debit or credit memo type transaction must be mailed, e-mailed, or delivered electronically daily. All cancelled checks are to be returned on a data image disk by mail with the statements no later than the 10th day of the following month, electronically via internet portal, or email notification of availability no later than the second business day of the following month. In addition, an analysis statement will be produced monthly no later than the 15 th of the following month by mail, electronically via interenet portal, or email notification of availability by the 11 th day of the following month. A banking information transmission file which documents checks cleared by the bank will be delivered no later than the second day of the following month. The Board and Clerk require the bank to provide downloadable statement information via electronic method in various file formats. This file will subsequently be delivered no later than the second day of the following month. The Board and Clerk intend to access its bank accounts through on-line inquiry. All advices, statements and notices shall be mailed or delivered to: Clerk of the Circuit Court and Comptroller Financial Services Division 100 SE Ocean Blvd Stuart, Florida 34994 H. SAFEKEEPING OF SECURITIES The Board and Clerk require safekeeping facilities and services for investment securities. The bank will receive/deliver securities on a delivery versus payment method, protect the Board and Clerk's assets, collect coupon bond interest, provide delivery confirmation, verify holdings, provide a monthly statement and credit the Board and Clerk's account for interest and principal payments on the day Page 8 of 24 RFP2019-3148 Banking Services received no later than 10:00 AM. The bank will be required to comply with all State and Federal regulations regarding safekeeping of municipal securities. Following settlement, the bank will generate a safekeeping receipt and send it to the Board and Clerk electronically or make available online with email notifications. The information on the receipt will include detailed specifications of the security and any applicable holds or pledges. The Bank will provide a monthly verification statement listing all securities held in the Board and Clerk's safekeeping account. This statement contains the security CUSIP number, receipt number, par amount, security description, coupon rate, maturity date, date acquired, hold or pledge information, and total par amount. I. WIRE TRANSFERS/ACH TRANSFERS The Clerk will initiate wire transfers by electronic means with the appropriate bank-provided on-line banking method or if necessary, through telephonic (facsimile or verbal) means. The banking institution will provide on-line wire transfer facilities that will allow the Financial Services Department to initiate outgoing transfers and receive data on incoming wire transfers. Wire Transfer and ACH Transfer services will have online User Administration availability with the capability to assign services and authentication tokens/pins to users. Wire and ACH Transfer services will have Dual Control features. All telephonic wire requests will require a bank callback to a designated County representative to verbally confirm the wire request. Online, non-template wires over $25,000 will also require the bank to verbally confirm the wire request with the County. Outgoing wire payee information will also be confirmed by the bank, when possible, and wires will not be released by the bank when payee information does not match. It is estimated that the Board and Clerk will have approximately 250 incoming and 1,000 outgoing wire transfers transactions per year. No warranty of guarantee is given or implied as to the types or quantities of services that will be actually required. The “estimated monthly volume” reflected in the Bank Service Requirements form are estimates and are for cost comparison only. The banking institution will provide instant wire transfer of funds and wireable securities to any bank using the interbank and federal wire systems for investment purchases or sales and other transactions with commercial banks or brokerage houses. Incoming wires shall be posted to Board and Clerk accounts within one hour of being received by the bank. Wire service credit and debit notices must be reported daily and included in the monthly statement. J. COLLATERAL Prior to receiving the Board and Clerk deposits, a bank must be certified as being a "Qualified Public Depository" under the Florida Security for Public Deposits Act, which was effective January 1, 1982. The characteristics of eligible collateral are subject to the criteria of Chapter 280, Florida Statutes, as amended, and will be further subject to modification as to quantity, quality and type by action of the State Treasurer. The pledge, substitution and withdrawal of collateral securities will also be achieved in accordance with procedures established by the Florida Security for Public Deposits Act and the State Treasurer's Office. Page 9 of 24 RFP2019-3148 Banking Services SUPER NOW or like accounts shall be collateralized as public deposits as set forth in Chapter 280, Florida Statutes. Banks proposing NOW accounts for overnight investments shall reduce the reserve requirement in calculating earnings credit. K. FAILURES The bank agrees to reimburse the Board and Clerk for interest lost at the average 13-week Treasury Bill rate for the month in which the error occurred due to the bank's delay of a scheduled transfer of funds. On rare occasions, due to error by the Board, Clerk, or other, the bank will continue to honor checks drawn on the Board and Clerk's accounts and will immediately notify the Director of Finance or designee by telephone. The appropriate agency, Board or Clerk, will then reimburse the bank through a debit memo for the interest on this overdraft at the average 13-week Treasury Bill rate for the month in which the error occurred. No additional service charges for overdraft will be paid. L. STOP PAYMENTS All stop payments will be made through automated online banking services, or should the systems be inoperable, by telephone. Online and telephone requests will take effect immediately in the form of a confirmation. All stop payment cancellations will be handled in the same manner as a stop payment order. All checks paid by the bank after the above procedure has been adhered to will be the responsibility of the bank. M. RESOURCE PERSONNEL The bank shall identify personnel in both the proposer’s Martin County branch office and central management office that are available during normal working hours to answer questions pertaining to transactions, which may require more detailed explanation. These personnel shall be familiar with the Board and Clerk accounts and the Banking Services Contract and shall be qualified to provide assistance in such areas as bookkeeping, data processing, wire transfers, operations, and investments. Priority Teller Services - Should such a need arise, provision will be made for priority servicing of the Board and Clerk's deposits and related banking business, such that Board and Clerk personnel will not need to wait in line to make deposits and will be able to perform all banking business at one work station. N. DESIGNATION OF BOARD AND CLERK PERSONNEL The Clerk will identify to the bank the names, and signatures where applicable, of persons who are authorized to provide instructions for wire transfers, intrabank transfers, investments, and other services that require prior authorization. O. DIRECT DEPOSIT AND DIRECT DEBIT The Board and Clerk's financial software currently produces ACH format ASCII files for Direct Deposit and Direct Debit transactions. The bank will assist the Board and Clerk in transferring these transactions via the federal ACH system. The ASCII files will incorporate, in the file header, file Page 10 of 24 RFP2019-3148 Banking Services control total so as to have a one step ACH file submission process. P. COST OF BANKING SERVICES The awarded bank will prepare a monthly billing for services rendered. This billing must be presented in a format similar to the Bank Service Requirements form with a total for all the service charges for the month. Except for corrections of an error, any service rendered by the bank, for which a price per item is not detailed, will be considered as included in the price of the other detailed items. The bank will provide a price listing of any and all charges that may appear on the analysis statement with charge codes and description of charge on the Bank Service Requirements form provided. Q. POSITIVE PAY The awarded bank shall provide Positive Pay, ACH Debit Block, and Controlled Disbursement services. Items that do not match the file will be rejected and reported to the Board and Clerk via on-line banking internet portal messaging with email notifications. The Positive Pay service will show the instrument history, such as initial presentment and decision. If an item is encoded incorrectly the history will show intintal posting, reversal and correct posting. Please describe all the fraud protection products the bank offers, or anticipate offering in the next six months to a year. R. CHECK RECONCILIATIONS The bank will provide partial and full account reconcilement services with interface capabilities via internet portal. S. AUTOMATIC OVERNIGHT INVESTMENTS At a mutually agreed upon time each working day, the prior or current day's net collected balance shall be invested overnight through the bank's own investment department at a stipulated percentage rate, i.e., 75 percent of prime, 80 percent of 180-day T-bill, etc. Proposing banks are requested to specify the basis point reduction and fees associated with the proposed investment type such that the gross to net spread can be easily determined. T. EFT DEBIT PROTECTIONS Please describe your Bank’s EFT Debit protection guidelines. U. BANK CONVERSION Please discuss your firm’s approach to implementing services during the Bank conversion process. Identify who will lead and coordinate the Bank’s effort. V. DISASTER RECOVERY PLAN The successful bank shall provide information regarding their disaster recovery plan, including specific plans related to serving the Board and Clerk in the event of a disaster. Contact name(s), phone number(s), and e-mail address(es) with 24/7 accessibility shall be provided to the Board and Clerk. Page 11 of 24 RFP2019-3148 Banking Services II. COMPUTER RELATED SERVICES A. BANKING SOFTWARE As part of the Proposal, the bank will provide the Board and Clerk with the following information related to all on-line banking software to be provided: 1. Minimum required hardware platform including processor, memory, video display, type of media and available hard drive space 2. Minimum required operating system 3. Type of communications connection including protocol (Internet prefered) 4. Additional communication software requirements if any B. FILE TRANSFER The bank will propose a means for the direct transfer of ASCII format files from and to the Board and Clerk's financial software. In order to promote automation, the preferred method of transfer is Internet based with an alternate method which can be used in case of emergency. The Board and Clerk's financial software currently produces ACH format ASCII files for Direct Deposit and Direct Debit transactions, as well as Positive Pay files. The software accepts ASCII format cleared check files for bank reconciliation processing. III. OPTIONAL BANKING SERVICES A Proposer may submit optional Proposals for optional banking services that the Proposer feels would be in the best interest of the Board and Clerk. The "Evaluation Criteria" set forth herein applies to the selection of a banking institution for the standard banking service(s). The optional banking services may be exercised at any time during the period of the contract. IV. ACCOUNT ANALYSIS SUMMARIES Board of County Commissioners and Clerk of the Circuit Court (October 2017 through September 2018) BOARD CLERK OCTOBER 2017 14,862,273 4,758,493 NOVEMBER 2017 13,791,946 5,299,948 DECEMBER 2017 20,161,667 4,554,002 JANUARY 2018 16,626,344 5,050,523 FEBRUARY 2018 10,445,181 5,032,565 MARCH 2018 11,423,187 5,274,580 APRIL 2018 7,635,101 6,130,992 MAY 2018 8,822,708 5,673,933 JUNE 2018 8,511,127 5,056,501 JULY 2018 7,316,040 5,472,001 Page 12 of 24 RFP2019-3148 Banking Services AUGUST 2018 7,627,424 5,052,905 SEPTEMBER 2018 11,853,824 5,380,716 TOTAL: 139,076,822 62,737,160 MONTHLY AVERAGE: 11,589,735 5,228,097 V. BOARD OF COMMISSIONERS INVESTMENT REPORT (February 2019) INVESTMENT AVERAGE DAILY INVESTMENT State Board of Administration (LGIP) 129,918,728 Valley National Bank 27,635,759 Bank United Money Market 15,045,567 FL Local Govt Investment Trust 9,151,190 FLGIT Day to Day Fund 8,537,471 U.S. Treasury Notes 68,359,193 U.S. Agency Bonds 51,863,122 February 2019 Total 310,511,030 Fiscal Year-To-Date 254,882,423 VI. MIMINUM QUALIFICATONS 1. Location: The Proposer must be a Federal or Florida chartered bank or Savings and Loan Association with branch offices located within the county limits of Martin County. The Proposer must adhere to the requirements of Chapter 280.17, Florida Statutes, "Requirements for public depositors; notice to public depositors and governmental units; loss of protection", in its entirety. The Board and Clerk reserve the right to schedule a tour of the facilities of any or all banking institutions that submit Proposals. 2. Certification: The Proposer must be certified as a "Qualified Public Depository" under the Florida Security for Public Deposits Act and comply with Chapter 136, Florida Statutes, "County Depositories", as amended. 3. Bank Financial Strength: Only banks meeting the following measures of financial strength for the most recent quarter available will be considered. A proposing bank must be ranked, by the Federal Reserve Board, in the top 50 banks with consolidated assets of $100 million or more. A proposing bank shall provide evidence of its rank with the Federal Reserve Board and the amount of consolidated assets. 4. The bank shall provide all necessary certifications, as prescribed by FS 280.17, Florida Statutes, “Requirements for public depositors; notice to public depositors and governmental units; loss of protection.” VII. REQUIREMENTS AND RESPONSIBILITIES Page 13 of 24 RFP2019-3148 Banking Services 1. Financial Responsibility - Each Proposal must be accompanied by the bank's latest financial report. This will assist the Board and Clerk in determining the bank's capacity to fulfill the terms and conditions set forth in these specifications. 2. Legal Responsibility - The bank is required to comply with all depository laws and regulations as set forth in all applicable State and Federal laws and statues. The bank must be a qualified depository as set forth in State law. VIII. INSTRUCTIONS TO PROPOSERS 1. Proposal to be provided in the order below: a. Cover letter / statement of interest including e-mail address of person to be notified of award, signed by an authorized corporate officer. (2 page limit) b. Bank Services Requirements Form c. Summary showing the institution’s organization and principal staff members who will be involved in providing services to the County. Provide resumes of the principals to be assigned to this project. d. Experience of bank in providing banking and custodial trust services to local government. e. Describe the method your bank will operate daily overnight investment of excess funds collected for the Board and Clerk funds. f. Historical Interest Rates and description of how all interest earnings shall be computed in strict accordance with the rate specified in the banking contract. g. Specify the basis point reduction and fees associated with the proposed investment type such that the gross to net spread can be easily determined. h. Provide quantitative and qualitative examples of the Proposer’s safety and soundness of banking services. i. Discuss and display competitive differences in banking services. j. Provide examples of priority attention and support the Proposer will provide to the Board and Clerk for banking service. k. Description of Employee Bank Benefits. l. How are compensated balances computed?  What level of total compensating balance would have to be maintained to compensate the bank for the average monthly service charge identified in the RFP?  For amounts exceeding the balance calculated in a) above, at what rate is the compensation calculated for this balance? m. What is your bank’s rating by Veribanc, Inc.? n. What is the latest time transactions will be posted to be included in current day’s business? o. Describe capabilities for providing full or partial account reconciliation via magnetic tape or other means of information transmission and associated costs. p. State Expected Investment Rate Formula used for computing daily investments earning rate or guaranteed rate. q. Describe other methods or innovative ideas for providing reduced costs, optimized returns and increased cash flows. r. Software Requirements as listed under Section II.A. s. Any optional or additional services offered including monthly cost for such services. t. Sample Account Analysis Statement. Page 14 of 24 RFP2019-3148 Banking Services u. Sample Safekeeping Agreement. v. Standard deposit agreement for commercial accounts. 2. If a service requirement cannot be met by a Proposer, a statement of “No Proposal” may be submitted with reasons and the Proposer may offer an equivalent alternative service. 3. Multiple Proposals - A Proposer may submit equivalent alternative Proposals for any and all of the optional banking services. 4. Applicants that do not comply with all the above instructions or do not include all the requested data may not be considered. 5. One (1) electronic copy of submittal on CD or thumb drive in PDF format shall be submitted. No paper copy is necessary. IX. EVALUATION CRITERIA A Selection Committee comprised of five individuals will independently evaluate the proposals and come to consensus during a Selection Committee Meeting as to a “short list” of Proposers. The “short list” of proposers may be requested to provide a presentation to the Committee. Shortlisting will be determined by Proposals that best meet the minimum qualifications at the sole discretion of the Selection Committee Members. The following weighted criteria shall be used to choose the Proposer that the Committee will recommend for award of contract. The Committee will make its recommendation to the Clerk of the Circuit Court and Comptroller and the County Administrator who have final authority regarding the award. 1. Responsiveness to RFP – 15 Points Maximum a) Complete forms and exhibits requested b) Provide clear and reasonable content responsive to the Board and Clerk requirements c) Quality and scope of the proposal 2. Qualification and experience – 40 Points Maximum a) Previous service/relationship with the Board and Clerk b) Number of dedicated banking services staff for Board and Clerk banking needs c) Experience with Government agency banking services d) Quantitative and qualitative examples of the Proposer’s safety and soundness of banking services 3. Understanding Board and Clerk needs – 20 Points Maximum a) Ability to provide priority attention and support the Proposer will provide to the Board and Clerk for banking service b) Ability to provide convenient and adequate local banking services for the Board and Clerk business needs c) Ability to provide and use technology tools for banking services d) Competitive differences in banking services Page 15 of 24 RFP2019-3148 Banking Services 4. Cost of Banking Services – 15 Points a) Cost per unit and total net cost to Board and Clerk for banking services 5. Investment of Excess Collected Funds (Overnight) – 10 Points a) Provide a competitive interest income yield for overnight funds on deposit with the bank X. RESPONSIVENESS TO CRITERIA Services will be evaluated on availability, time schedules, reporting, and in the case of interest-bearing demand accounts, services will be evaluated on interest rates. Total cost to the Board and Clerk is defined as the lowest combination of projected monthly service costs, highest earnings factor specified in banking institution's Proposal and the resulting compensating direct fee. All Proposals from qualified public depositories that pass the completeness test and financial strength/capacity tests and provide a satisfactory service level will then be ranked based upon the Evaluation Criteria score defined herein. The basic required service Proposal will be evaluated separately from any optional service Proposal. Please make each Proposal separate so that each can be evaluated on its individual completeness and cost criteria. XI. ADDITIONAL INFORMATION 1. Cone of Silence. The County prohibits any communication by a Proposer with Selection Committee members or any other employee regarding this Contract outside the Purchasing Division including but not limited to the County Administrator and County Commissioners about the project during the selection process from the time of advertisement until contract award except during public meetings. Violation of this policy shall result in disqualification of the Proposer. 2. All questions concerning this selection process or this document, and protests, or appeals of the decision of the Selection Committee must be addressed in writing to the Purchasing Division and e- mailed to pur_div@martin.fl.us. Questions shall be received no later than 5:00 PM on Monday the week prior to the bid due date. All questions will be answered via formal addenda in writing to all interested parties. 3. The County reserves the right to reject any and all submittals with or without cause, to waive technicalities, or to accept those submittals which best serve the interests of the County. Cost of the submittals is considered an operational cost of the Proposer and shall not be passed on to or borne by the County. 4. Submittals may be withdrawn prior to due date by written request dispatched by the Proposer and received by the Purchasing Division before the time for receiving Submittals has expired. 5. The County reserves the right to request clarification of information submitted and to request additional information of one or more Proposers after the deadline for receipt of Submittals. Page 16 of 24 RFP2019-3148 Banking Services 6. Costs for preparation of a response to this request are solely those of the Proposer and the County assumes no responsibility for any such costs incurred by the Proposer. The County will not be liable for any costs incurred by the Proposer prior to execution of the contract by the parties. 7. Submittals shall be formatted for letter sized paper and with a minimum 12 point font. 8. Proposers are instructed NOT to fax or e-mail their submittal as they shall be rejected as non- responsive. 9. Proposers must indicate on the outside of their envelope the following:  RFP number & name  Due date and time  Name of Proposer 10. No oral interpretation of this RFP shall be considered binding. The County shall be bound only when such statements are written and executed under the authority of the Purchasing Manager. Any and all interpretations and any supplemental instructions will be in the form of written addendum via www.demandstar.com. Failure of any Proposer to receive such addendum shall not relieve said Proposer from any obligation under the RFP submitted. All addenda issued shall become part of the Contract Documents. 11. All Submittals must be manually and duly signed by an authorized corporate officer, principal, or partner (as applicable) with a signature in full on the Cover Letter/Statement of Interest. Proposers who are nonresident corporations shall furnish to the County evidence of their ability to transact business in the State of Florida along with their RFP. 12. Submittals that contain any limiting terms and conditions that do not explicitly agree to provide the scope in the contract documents may be disqualified. 13. Proposals become a public record when a notice of intended award is made or 30 days after bid opening, whichever is earlier, in accordance with Section 119.071, Fla. Stat. 14. The Proposer understands that this RFP does not constitute an agreement or contract with the Proposer. County contracts are awarded only when a fully executed written agreement has been returned to the Proposer by the County. 15. Any Proposer who presents in its RFP to the County, any information which is determined by the County, in its sole opinion, to be substantially inaccurate, misleading, exaggerated, or incorrect, may be disqualified from consideration. 16. All Submittals must be in ink or typewritten. No erasure permitted. Mistakes may be crossed out and corrections typed adjacent and must be initialed and dated in ink by person signing the RFP documents. All Submittal documents and/or necessary forms must be signed with the firm name and by a responsible officer or employee. Obligations assumed by such signature must be fulfilled. 17. The Proposer shall not discriminate on the basis of race, color, national origin or sex in the performance of this contract. The Proposer shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of U.S. Department of Transportation assisted contracts. Failure Page 17 of 24 RFP2019-3148 Banking Services by the Proposer to carry out these requirements is a material breach of the contract which may result in the termination of the contract or such other remedy as the recipient deems appropriate. 18. The successful proposer(s) will be required to monitor the performance of his employees on a periodic basis while they are assigned to the County. The successful proposer(s) is required to comply with the Immigration Reform Act of 1986 (IRCA) which requires all individuals hired after November 6, 1986, to provide employers with proof of citizenship or authorization to work in the United States. 19. As required by FS 287.133; "A person or affiliate who has been placed on the convicted vendor list following a conviction for Public Entity crime may not submit a bid on a contract to provide goods or services to a public entity, may not submit a bid or contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or vendor under a contract with a public entity, and may not transact business with any public entity in excess of the threshold amount in Section 287.017, for category two for a period of thirty-six months from the date of being placed on the convicted vendor list". Questions regarding this statement should be directed to Bureau of State Procurement (904) 488-8131. 20. Protests shall be in accordance with the procedure outlined in the Martin County Purchasing Manual which is available at www.martin.fl.us. 21. Selection Committee meetings are posted on the County’s website at www.martin.fl.us in accordance with the Florida Sunshine Law. Selection Committee meetings are open to the public. 22. Notification of shortlist and final selection shall be within 72 hours of a selection committee meeting via e-mail to all Proposers. Proposers that do not provide an e-mail address as requested above shall not be notified. Page 18 of 24 RFP2019-3148 Banking Services SAMPLE MASTER BANKING SERVICES AGREEMENT THIS MASTER BANKING SERVICES AGREEMENT (the “Agreement”) is made and entered into this _____ day of ____________, 2019, by and between Martin County Board of County Commissioners a political subdivision of the State of Florida and Martin County Clerk of Circuit Court and Comptroller (County) and BANK NAME (“Bank”) executed on the date (s) shown on the signature page hereof. WITNESSETH: WHEREAS, The County issued and advertised its Request for Proposal for Banking Services on DATE (the “RFP”) pursuant to state and local law to solicit proposals to serve as the County’s primary relationship bank; and WHEREAS, the Bank responded to the RFP by submitting its Proposal for Banking Services dated DATE (the “Proposal”), which Proposal was duly accepted by the County without modification as the most favorable proposal submitted: and WHEREAS, although the RFP and Proposal address in some detail the banking services to be provided, there are a number of operational issues not addressed by either the RFP or the Proposal which the parties desire to address; and NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the County the Bank hereby covenant and agree as follows: Section 1. Purpose and Effect of this Agreement: Delineation of Banking Services The banking services to be provided to the County by the Bank shall consist of: a) each of the specific requirements, terms and conditions set forth in the RFP which is hereby incorporated by reference in its entirety as Exhibit A; and b) each of the services, terms and conditions set forth in the Proposal, which is hereby incorporated by reference in its entirety as Exhibit D; and c) Unless the context requires otherwise, all references to “This Agreement,” and use of the terms “herein,” “hereby,” “hereof,” “hereunder,” and the like shall be deemed to include the RFP, the Proposal, this Agreement and addenda. d) Bank’s Deposit Agreement dated, DATE is hereby incorporated herein as Exhibit C. Section 2. Controlling Provisions Except as otherwise specifically provided in Section 6 hereof, in the event of any conflict Page 19 of 24 RFP2019-3148 Banking Services between the specific provisions of this Agreement or any of the Exhibits hereto, on the one hand, and the requirements or provisions of the RFP and/or Proposal on the other hand, the requirements or provisions of the Agreement shall control in the event of a conflict between the RFP and the Proposal the RFP shall control. Wherever possible, the provisions of all documents shall be construed in such manner as to avoid conflicts between provisions of the various documents. It is the intention of the parties that the Exhibits hereto set forth the day-to-day operational procedures to be complied with in connection with the County’s ordering of and the Bank’s provision of specific banking services covered by the Proposal. In that connection, the parties hereby acknowledge and agree that, in the event that the County elects to utilize any of the Bank’s services net set forth in the Proposal, or in the event that the Bank in the normal course of its business, develops specific service agreements in the future for banking services requested by the County in addition to those covered by the Exhibits hereto, the parties will execute specific service agreements with respect hereto in form and substance reasonably acceptable to the parties, and such agreements shall be deemed to be a part of and subject to this Master Banking Services Agreement, whether or not so stated in such service agreement. Section 3. Services to be Rendered a) The Bank will provide the County with the banking services set forth in Exhibits A, C and D, as more fully defined herein. With respect to the County’s depository demand deposit accounts, County funds collected daily will be deposited in the accounts as described in the Request for Proposal on the same day. Checks deposited will be available as outlined in the Bank’s Proposal if deposited in the Bank before it normally closes its transactions for the day, which is currently 2:00 p.m. b) The County will attempt to limit the number of bank accounts maintained with the Bank; however, where legal requirements dictate, separate bank accounts will be maintained with the Bank. Should the County utilize services not requested in the RFP, the Bank reserves the right to charge for those services in accord with its current published charges for said services Section 4. Compensation for Services a) Should the County elect to pay directly for account service charges, it will pay the Bank within thirty (30) days after receipt of an invoice. The charges will be payable monthly in arrears net of amounts credited based on the earnings credit calculation. The Banking services chargeable are as stated in the proposal. Charges will be in accordance with the Bank Service Requirements form incorporated herein as Exhibit B. b) If at the end of any month, the net earnings credit accumulated is a negative amount (value of services provided by the Bank has exceeded value of compensating balances maintained by the County), the County will pay the Bank such amount within thirty (30) days after the Bank invoices the County. Section 5. Representations, Warranties and Covenants a) The Bank hereby represents and warrants to the County that it has full power and authority to enter into this Agreement and fully perform its obligations hereunder without the need for any further corporate or governmental consents or approvals, and that the persons executing Page 20 of 24 RFP2019-3148 Banking Services this Agreement are authorized to execute and deliver it. Assuming the due authorization, execution, delivery, legality and enforceability hereof by or against the County when executed and delivered by the parties, this Agreement will constitute a valid and binding agreement of the Bank, enforceable against it in accordance with its terms, subject only to the application of general principles of equity and limitations arising from bankruptcy, insolvency, moratorium and other similar laws affecting the rights of creditors generally. b) The Bank has not employed or retained any person to solicit or secure this Agreement and it has not offered to pay, paid or agreed to pay any person any fee, commission percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of this Agreement. c) The Bank is aware of the conflict of interest laws of the ordinances and regulations of the County, and the State of Florida, and covenants that the Bank will fully comply in all material respects with the terms of said laws. d) The County hereby represents and warrants to the Bank that it has full power and authority to enter into and perform all of its obligations under this agreement without the need for any further bids, notices or other actions by its Council, Commission, Board or any other governmental authority. When executed and delivered by the parties, this Agreement will constitute a valid and binding agreement of the County, enforceable against it in accordance with its terms, subject only to the application of general law and principles of equity and limitations arising from bankruptcy, insolvency, moratorium and other similar laws affecting the right s of creditors generally. The County further represents and warrants to the Bank that it has authorized each of the County’s Managers, Director of Finance, or persons designated by them in writing, to execute and deliver documents to the Bank as necessary hereunder or reasonably deemed appropriate by such officers to effect the transactions contemplated hereby. The County acknowledges and agrees that the Banks is fully authorized and directed to accept orders, requests and authorizations from such officers on the County’s behalf in connection with the implementation or provision of any of the banking services covered by the Proposal. Such authorization and direction shall not be deemed to prohibit or preclude the Bank from relying upon actions or requests of other County personnel so long as the Bank reasonably believes in good faith, that such persons have been authorized in writing to act on behalf of the County or by any of such officials. e) At the request of the Bank, the County agrees to cause its designated officials or their designees to execute such signature cards and other signature and identification verification documents as the Banks deems reasonably necessary for purposes of establishing appropriate security measures in connection with the banking services to be provided hereunder. Section 6. Indemnification a) The Bank shall indemnify and save harmless the County, its agents and employees from or on account of any losses or damages resulting from any breach of fiduciary duty committed during or on account of any operations connected with this Agreement or by any act of negligence in connection with the same; or by or on account of any negligent act or omission of the Bank or its subcontractors, agents, servants or employees. The Bank further agrees to indemnity and save harmless the County, its agents or employees Page 21 of 24 RFP2019-3148 Banking Services against any claims or liability arising from or based upon the violation of any federal, state or County laws, by-laws, ordinances or regulations by the Bank, its agents, servants or employees. b) In the event that either party hereto shall desire to invoke the foregoing indemnity provisions (the Indemnitee) against the other (the Indemnitor), the Indemnitee shall provide written notice to the Indemnitor within a reasonable time after discovery of the facts allegedly entitling it to indemnification hereunder, specifying in such notice the relevant facts and circumstances and requesting indemnification as provided herein. The Indemnitor shall defend it its own expense, or at the Indemnitee’s option kind and description that may be brought against the Indemnitee which may result from the negligent actions or omissions under this Agreement by the Indemnitor, its employees or agents, as described in subsection (a) above, as the case may be. Section 7. Limitation of Liability Notwithstanding any other term or provision of this Agreement, neither the County nor the Bank shall in any event be liable to the other for any amount in excess of the actual loss sustained by the injured party, and in no event shall either the County or the Bank ever be liable hereunder or in any action in tort arising out of the services or relationship to be provided or established hereunder for any indirect, special, incidental, punitive or consequential loss or damage of any kind, including lost profits or opportunities or damage to reputation (whether or not advised of the possibility thereof) arising or allegedly arising therefore. Section 8. Term and Termination (a) This Agreement shall have a term of three (3) years commencing as of DATE and expiring on DATE. The County shall give written notice to the Bank prior to the expiration of the then current term of its election not to have this Agreement renewed. The County shall have the right to exercise a maximum of three (3) additional one-year extensions to the term of this Agreement by providing written notice to the Bank. Such extensions shall be subject to mutual negotiation between the County and the Bank as to fees for services and any additional terms desired by either party. (b) This Agreement may be extended subject to execution of a written agreement between the County and Bank for up to 180 additional days. (c) Upon the expiration of this Agreement or any extension period, the County may, on the day following the expiration of the Agreement or any extension period, withdraw all funds maintained in any account without penalty or fee and close that account. The Bank agrees to otherwise maintain the banking relationship with the County in accord with the terms of this Agreement or any extension for a period of six months from the date of expiration of the Agreement or of any extension period or upon written notice by the County to close the County’s remaining accounts, whichever comes first. During this six month period following the expiration of the Agreement or any extension period, the County shall pay a monthly service charge for banking services based upon the pricing for banking services contained in the Proposal or made applicable to any extension period. Page 22 of 24 RFP2019-3148 Banking Services (d) If either party does not comply with terms of this Agreement, the County or the Bank, as the case may be, may give written notice of default to the defaulting party of the specific default. If the default(s) is/are not corrected within sixty (30) days, this Agreement (including the RFP and Proposal) may be terminated thirty (30) days from the written notice of default, by the non-defaulting party. (e) COUNTY reserves the right to cancel this Agreement, without cause, by giving sixty (60) days prior written notice to the Bank of the intention to terminate. (f) Right to Audit. The County, from time to time, during Bank business hours and with at least two (2) business days prior notice to the Bank, shall have the right to audit the Bank’s books and records at the County’s expense with regard to the accounts and services provided to the County hereunder to ensure that all aspects of the Agreements are being met. Section 9. Changes (a) The County may, from time to time, request changes in the scope of services of the Bank to be performed hereunder. Such changes, which are mutually agreed upon by and between the County and the Bank, shall be incorporated in written amendments to this Agreement. (b) The fees and charges set forth for the services to be provided to the County will begin on the date the contract is signed, shall not be increased for a period of three (3) years after commencement of the term of this Agreement. For any extensions beyond the initial three (3) year period fees and charges may be renegotiated. Section 10. Equal Employment Opportunity, Non-Discrimination The Bank will not discriminate against any employee or an applicant for employment because of race, color, religion, sex, national origin or handicap. The Bank shall take affirmative action to ensure that applicants are employed and that employees are treated fairly during employment without regard to race, color, religion, sex, natural origin or handicap. Such action shall include, but not be limited, to the following: employment, upgrading, demotions or transfers, recruitment or recruitment advertising; layoff or terminations; rates of pay or other forms of compensation; selection for training including apprenticeship; and participation in recreational and educational activities. The Bank shall keep such records and submit such reports concerning racial and ethnic of applicants for employment and employees as the Secretary of Labor of the United States requires. The Bank agrees to comply with such rules, regulations and guidelines as the Secretary may issue to implement these requirements. Both Parties shall comply with all applicable laws, ordinances and codes of Federal, State and local governments applicable to the Party. Section 11. Waiver No waiver of a breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. Page 23 of 24 RFP2019-3148 Banking Services Section 12. Severability Should any provisions, paragraphs, sentences, words or phrases contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the County, such provisions, paragraphs, sentences, words or phrases shall be deemed modified to the extent necessary in order to conform with such laws, and to the extent they cannot be so modified, then same shall be deemed severable, and in either event, the remaining terms and provisions in this Agreement shall remain unmodified and in full force and effect. Section 13. Governing Law This Agreement shall be construed and enforced according to the Laws of the State of Florida. Section 14. Additional Services Additional service agreements may be added from time to time as mutually agreed upon by the parties, and any service agreement may be terminated separately and severally without affecting the continued enforceability of all other provisions of this Agreement as to non-terminated services. Section 15. Notices All written notices, demands and other communications required or provided for under this Agreement shall be sent by certified mail, return receipt requested, postage prepaid, in the case of mailing, or by overnight or same day courier, or by electronic transmission producing a written record, or hand delivered to the following address and person bearing the following title for each party hereto or such other addressee or person as shall be designated by a party in a written notice given in the manner required hereby: Martin County Board of County Commissioners County Administrator 2401 SE Monterey Road Stuart, FL 34996 BANK All notices shall be deemed delivered when received. Section 16. Force Majeure The County agrees the Bank shall have no responsibility or liability for delay in its performance under this master Agreement or any losses arising out of delays and/or interruptions of business due to acts of God, acts of government authority, acts of public enemy or war, riots, civil disturbances, power failure, telecommunications failure, severe adverse weather conditions or other causes beyond the Bank’s reasonable control. This time, if any, required for such performance under this Master Agreement shall be automatically extended during the period or interruption. Section 17. Assignment Page 24 of 24 RFP2019-3148 Banking Services Neither party shall be assign this Agreement or any interest herein, or delegate any of its duties hereunder, without the other party’s prior written consent. It is agreed by the County that the Bank may delegate certain services to be provided through independent contractors. Section 18. Jurisdiction The parties hereto agree that the state court located in the State of Florida shall have the exclusive jurisdiction over the parties and the subject matter of any litigation between the parties arising hereunder. For purposes of state court action, venue shall lie in Martin County, Florida, and for purposes of federal court action, venue shall lie within Martin County, Florida. Section 19. Dispute Resolution a. As a condition precedent to the filing of any legal proceedings, the parties shall endeavor to resolve claim disputes or other matters in question by mediation. Mediation shall be initiated by any party by serving a written request for same on the other party. The party shall, by mutual agreement, select a mediator within 15 days of the date of the request for mediation. If the parties cannot agree on the selection of a mediator then the COUNTY shall select the mediator, who, if selected solely by the COUNTY, shall be a mediator certified by the Supreme Court of Florida. The mediator’s fee shall be paid in equal shares by each party to the mediator. b. Attorney’s Fees. The parties expressly agree that each party will bear its own attorney’s fees incurred in connection with this Agreement. c. Venue. This Agreement and the terms hereof shall be construed in accordance with the laws of the State of Florida and venue for all actions in a court of competent jurisdiction shall lie in Martin County, Florida. d. Non-jury trial. The parties expressly and specifically hereby waive the right to a jury trial as to any issue in any way connected with this Agreement. e. The parties expressly and specifically hereby waive all tort claims and limit their remedies to breach of contract as to any issue in any way connected with this Agreement. Section 19. Public Records a. The Bank shall comply with the provisions of Chapter 119, Florida Statutes (Public Records Law) in connection with this Agreement and shall provide access to public records in accordance with Section 119.0701, Florida Statutes. b. Public Records consist of all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business between the County and/or Clerk and the Bank. IN WITNESS WHEREOF, the parties have executed this Agreement and initialed each of the Exhibits hereto as of the day and year first above written. RFP2019-3148