Anaheim City Council
May 24, 2022

City of Anaheim
Banking Services Proposal
February 24, 2012

Submitted by:

Wells Fargo Bank, N.A.

Government & Institutional Banking
Lynn Love, Vice President
Relationship Manager
(213) 614-2235
[email protected]
Patty Hatch, Vice President
Treasury Management Sales Consultant
(213) 614-5766
[email protected]

Wells Fargo Bank, N.A. 1
Cover Letter and Executive Summary
City Treasurer
Anaheim West Tower, 9th Floor
Attn: Lenette Wardinski
201 S. Anaheim Boulevard, Suite 901
Anaheim, CA 92805

Dear Lenette,
You desire a knowledgeable, trustworthy partner as your primary financial institution – a banking partner that has proven its strength and stability over a hundred years with unprecedented debt ratings. A provider that not only can provide technologically advanced services, but more – a partner that can discover, diagnose, design, and implement solutions that specifically meet your needs.

You know Wells Fargo through a successful, long-standing partnership as the City’s provider of primary banking services for almost 8 years. We have a deep understanding of the City’s processes and operations and are confident of our ability to continue to deliver innovative products and services.

The City’s complex and diverse needs have been paired well with Wells Fargo’s relationship and technical expertise, and our pledge to provide the highest level of customer service to help you meet your goals.

Working with Wells Fargo
Wells Fargo currently meets all of your comprehensive requirements and we will work with your team to further define your collection, disbursement, and information needs to take advantage of greater efficiencies and cost effectiveness. Equally important, we pledge to continue to deliver consistently superior customer service to your staff and the City.

The City will continue to be serviced out of our Government & Institutional Banking Division office in Los Angeles, with local support from our Anaheim Main store. Addresses are shown below.

Government & Institutional Banking Office Local Branch Office 707 Wilshire Boulevard
11th Floor / E2818-114
Los Angeles, CA 90017
Anaheim Main
222 S. Harbor Blvd
Anaheim, CA 92805
Strength and Stability of Wells Fargo
As the largest and strongest bank with a holding company headquartered in California, Wells Fargo meets the City’s requirement for a financially sound institution. We have one of the highest debt ratings of any bank in the United States.

Wells Fargo Bank, N.A. 2
Social Responsibility
Wells Fargo Bank is proud of our record as a good corporate citizen and our accomplishments that have resulted in consecutive Community Reinvestment Act (CRA) ratings of “Outstanding.” We are equally proud of our local community involvement in Anaheim. As a company, we promote economic development and self-sufficiency through community development, financial education, cash contributions, affordable housing, environmental stewardship, and through the efforts of our enthusiastic team member volunteers.

We provide strong support from our extensive store network throughout the City – critical for continuing to serve, with respect, all members of the community and the City. Wells Fargo has 8 stores and 24 ATMs within the City. We also have 186 employees working and serving our retail customers and local businesses within the City of Anaheim.

Our presence also includes the following:
 303 employee volunteer hours
 $534,050 to nonprofits and schools through corporate and foundation giving  $86,877 in contributions through the annual team member Community Support and United Way Campaign in 2010
 $7,849 in contributions to match team member gifts to accredited educational institutions, foundations, and Habitat for Humanity
 $765 million in total deposits as of 6/30/11. Deposit share of 17.5%.

Public Sector Experience
In addition to high quality products and services, the City needs a bank where the government sector is a primary business focus and has the support of senior management. Wells Fargo has the most committed government banking team in California. The City’s relationship team members are seasoned professionals who are dedicated to serving your unique needs. The team stands ready to both maintain the high quality of service that we currently provide and to expand our partnership with enhancements that will benefit the City.

As your Relationship Manager, I will continue to be your primary point of contact. I will focus on leading and deepening the relationship between the City and Wells Fargo. I bring over 16 years of experience working with the public sector clients and eight specifically with the City of Anaheim.

Ramey Carringer, your Relationship Associate, assists the City with operational or account needs, such as inquiries pertaining to your account analysis statements, account maintenance, and overdrafts.

Patty Hatch, your Treasury Management Sales Consultant, works with you in a consultative role specifically focused on your treasury management needs. She coordinates with you to analyze your operating structure, discuss the impact of implementation of product enhancements, and provide timely information on new treasury management trends and services.

Your Sales Analyst, JoAnne Blocher, partners with Patty to analyze and structure the City’s treasury management operations. She is also available to provide additional customer support and on-site training.

Wells Fargo Bank, N.A. 3
Erica Becerra is the City’s representative for day-to-day customer service. She is the liaison between the City and Wells Fargo operations centers to resolve issues and respond quickly to requests for information. Erica will continue to provide the City with expert operations support for all of your cash management services.

Superior Technology
Like the City of Anaheim, Wells Fargo is also a technology leader. We are prepared to continue to partner with you to further your goal of creating improved operating and processing efficiencies. Specifically, the City benefits from the current Wells Fargo products and services highlighted below:
 A customized account structure including a combination of zero balance accounts, subaccounts, and location codes that allows the City to identify and track activity, keeping the number of accounts to reconcile at a minimum
 A suite of comprehensive collection options, including an extensive branch network, high capacity vault and item processing centers, and electronic deposit to improve funds availability, provide greater efficiencies, and minimize the staff time involved in receivables processing
 Enhanced availability through sector-specific products such as Same-Day State Payments  Highest degree of fraud protection delivered through Positive Pay with Payee Validation, ACH Fraud Filters and Blocks, and Payment Authorization Service  Reduced staff time devoted to reconciliation by eliminating encoding errors through Perfect Presentment®
 Improved security and efficiency of disbursements by utilizing state-of-the-art ACH and wire processing with the highest security protocols
 Real-time reporting to update the City’s systems via Previous Day and Current Day online reports through the Commercial Electronic Office® (CEO®) portal  Immediate notification of significant events by email through Event Messaging, eliminating the need to periodically scan online reports for updated activity  Accurate monthly accounting of all services and corresponding volumes and the ability to track fees and sort billing information for trending purposes using account analysis statements
 Next day notification of all returned items, both paper and electronic, by viewing online images of returned items
Product Enhancements
You desire a provider that can adapt to changes in technology, processing, and economic conditions. We take a proactive view of product development by developing and enhancing our products based on customer feedback, regulatory amendments, and market changes. We have highlighted select product enhancements on the following page.

Wells Fargo Bank, N.A. 4

CEO Workstation®
 Easy to use cash management tool
 Increases the accuracy of cash forecasting and analysis  Delivered online through the award-winning CEO portal  View all your bank account balance information in a single application
 Create balance threshold notifications to allow for quick investment and cash draw decisions
PayCard
 Modernize your payroll process – pay all of your employees electronically, including those without bank accounts
 Reduce the hassle and expense of physical payroll checks Invoice Manager
 Seamless, completely paperless invoice processing yields:
 Reduced processing costs on every invoice
 Uniform, electronic workflow – no matter how suppliers submit invoices (mail, fax, PDF)
 Improved accuracy and automatic contract validation to reduce errors and overpayments
 Faster turnaround times to realize early pay discounts Print Services
 Combining state-of-the-art facilities strategically located across the U.S. with decades of financial industry experience, Wells Fargo Print Services offers end-to-end design, print, and mail services to handle your monthly invoices, statements, and customer communications quickly, accurately, and cost-effectively
AP Control
 Increased “float time” and reduced check printing/postage expenses  Increased card program spending, resulting in increased revenue share
 Vendors/suppliers receive their funds faster than a standard check payment
 Automated payment for the vendor/supplier

Ongoing Consulting, Training, and Education
 Annual Banking Service Reviews – We will continue to conduct annual reviews with City staff for product utilization and overall satisfaction.
 Business Process Review – Wells Fargo identifies potential enhancements to your business processes and working capital management.

Wells Fargo Bank, N.A. 6
A. Table of Contents
Cover Letter and Executive Summary ............................................................................................. 1 A. Table of Contents ................................................................................................................ 6 B. Bank Profile, Qualifications and Experience ...................................................................... 8 C. Personnel ........................................................................................................................... 13 D. References .......................................................................................................................... 17 E. Collateralization of Deposits .............................................................................................. 19 Contract for Deposit of Moneys
F. Deposit Processing ............................................................................................................. 21 Branch Location Map
G. Check 21 ............................................................................................................................ 30 Desktop Deposit Fact Sheet
H. Returned Item Processing ................................................................................................ 32 I. Electronic Business Payments to the City ......................................................................... 35 J. Availability of Deposits ..................................................................................................... 39 Availability Schedules
K. Controlled Disbursement.................................................................................................. 40 L. Positive Pay ....................................................................................................................... 42 M. Stop Payments .................................................................................................................. 48 N. Wire Transfer Processing .................................................................................................. 49 O. ACH Processing ................................................................................................................. 53 P. Intra-Bank Account Transfers .......................................................................................... 62 Q. State Activity / LAIF ......................................................................................................... 63 R. Implementation Plan and Costs ........................................................................................ 65 Ethnography Presentation
Sample Draft Implementation Timeline
Account Structure
S. Statements, Documents and Reconciliations ................................................................... 69 T. Balance Reporting ............................................................................................................. 70 Treasury Information Reporting Sample Reports
U. Earnings Credit Rates ........................................................................................................ 75 V. Account Analysis Statements ............................................................................................. 77 Sample Client Analysis Statement
W. End-of-Day Overdrafts ...................................................................................................... 79

Wells Fargo Bank, N.A. 7
X. Daylight Overdrafts........................................................................................................... 80 Y. Employee Banking ............................................................................................................. 81 Z. Business Continuity and Control ...................................................................................... 84 AA. Service Enhancements ...................................................................................................... 89 AB. Sample Contract................................................................................................................ 96 Treasury Management Agreements and Service Descriptions AC. Indemnity and Insurance .................................................................................................. 97 Evidence of Insurance Documents
AD. Non-Collusion Affidavit ................................................................................................... 101 Appendix D - Non-Collusion Affidavit
AE. Pricing and Account Analysis .......................................................................................... 102

Our Pricing Proposal, including Appendix H, is included separately with our response CD-ROM of Proposal Response included separately
Wells Fargo & Company 2010 Annual and 10-K Reports included on the CD-ROM

Wells Fargo Bank, N.A. 8
B. Bank Profile, Qualifications and Experience

1. Provide a general overview and brief history of your organization, including customer service philosophy, parent and/or subsidiary companies, and the number of employees.

Founded in 1852, Wells Fargo is one of the oldest and largest national banks with a holding company headquartered in California. Celebrating our 160th year of operation, we are recognized as one of the most highly capitalized and well-managed banks in the industry. Wells Fargo Bank, N.A. is a federally chartered banking institution and a member of the Federal Reserve System. We are a national leader in financial services, meeting our clients’ financial services needs when, where, and how they want to be served. Our trademark, the stagecoach, is the symbol of our role in the development of the Western United States and stands for our pride in “coming through” for our clients, a hallmark of our company since 1852.

Our parent, Wells Fargo & Company (NYSE: WFC) is a diversified financial services company – providing banking, insurance, investments, mortgage, and consumer and commercial finance from more than 9,000 stores, over 12,000 ATMs, the internet (www.wellsfargo.com), and other distribution channels across North America and internationally. Wells Fargo Bank, N.A. is Wells Fargo & Company’s principal banking subsidiary.

We are headquartered in San Francisco, although our decentralized structure means that the Los Angeles Government & Institutional Banking office has local control and decision-making authority. That means you get the best of both worlds – the local control and service you need to make your banking relationship successful, coupled with the technology and resources that only a large and diversified financial institution can provide.

Wells Fargo has $1.3 trillion in assets and more than 270,000 team members across our 80+ businesses. We rank fourth in assets and first in market value of our stock among our U.S. peers as of December 31, 2011. One in three households in America does business with us.

Our customer service philosophy is to provide a single point of contact and strive for one-touch resolution for your inquiries. The City has a dedicated client services officer, Erica Becerra, who services your day-to-day operational needs. Erica is part of a larger customer service team, which includes a backup officer to answer your calls and ensure continuity of service in the event she is not immediately available when you call. Client services officers are available from 4:00 a.m. to 7:00 p.m. PT, Monday through Friday and Saturday from 6:00 a.m. to 4:00 p.m. PT.

All service officers are responsible for taking ownership of an issue until resolution is achieved. Erica has desktop access to a multitude of electronic systems for problem research and is part of our centralized treasury management customer service center that includes an infrastructure to track issues, identify the root cause of any errors, and ensure timely resolution.

Wells Fargo Bank, N.A. 9
Ramey Carringer, your assigned Relationship Associate, is also available to help you to open new accounts and assist with any questions or concerns you may have. Your Relationship Manager, Lynn Love, has the ultimate accountability to ensure your satisfaction. Any operational difficulties can be escalated to her. Lynn is responsible for overseeing your relationship with Wells Fargo and coordinating with all areas of the bank to ensure excellent customer service.

Wells Fargo received an A+ grade for our customer service in the 2011 Phoenix-Hecht Large Corporate Quality Index Survey. We have also led the University of Michigan's independent American Customer Satisfaction Index for eleven consecutive years. Wells Fargo was again rated as the Number 1 Bank in the 2011 survey.

2. Provide the address of the primary office and/or branch location that will service the account and where the City will conduct its banking business.

The City will continue to be serviced out of our Government & Institutional Banking Division office in Los Angeles, with local support from our Anaheim Main store.

Addresses are shown below.

Government & Institutional Banking Office Local Branch Office 707 Wilshire Boulevard
11th Floor / E2818-114
Los Angeles, CA 90017
Anaheim Main
222 S. Harbor Blvd
Anaheim, CA 92805

3. Describe the bank’s direct experience in providing similar services for other governmental agencies, specifically local government agencies located in California. Please include the number of public agency clients, the dollar amount of public funds on deposit, the types of services offered, and the bank’s knowledge of and adherence to the California Government Code.

Wells Fargo has a very strong commitment to provide banking services to the California public sector through our Government & Institutional Banking Division, with seasoned, experienced personnel that specialize in working exclusively with public agencies.

Government & Institutional Banking draws on the Bank’s vast resources to deliver state- of-the-art banking products. We are committed to serving our government entities, their employees, and the communities in which they live, through a complete range of products and personalized service.

We understand the banking related laws and regulations with which you must comply and we are experienced in the services typically used by municipalities. Wells Fargo is very familiar with and is in full compliance with all requirements of the California Government Code for public funds.

We are proud to have approximately 5,000 valued clients nationwide. As of December 31, 2011, our California public agency deposits requiring collateralization totaled $537,048,711.69.

Some of our advantages include:
 Largest and strongest bank holding company headquartered in California  Wells Fargo Bank, N.A. has one of the highest credit ratings currently given to U.S. banks

Wells Fargo Bank, N.A. 10
 Full suite of services to the public sector, including municipal investment specialists, Corporate Trust, Custody, and Public Finance
 Statewide coverage of all communities
 Regulatory compliance with state codes and collateral requirements  Sector-specific products, including Same-Day State Payments and Sacramento Lockbox
 Access to LAIF
 Municipal credit support and expertise in fund accounting Serving California Agencies
We are pleased to be the primary banking services provider for many of the largest, most complex California agencies. Please see below for a sampling of some of our clients within California.

Counties
Kern
Lake
Merced
Napa
Orange
Placer
Sacramento
San Diego
Solano
Ventura
Cities
Anaheim
Berkeley
Diamond Bar
Lancaster
Los Angeles
Monrovia
Norwalk
Oakland
Orange
San Jose
Thousand Oaks
West Covina
Special
Districts
Cal State University
System (23 Campuses)
Chapman University
Eastern Municipal Water
District
LADWP
Moulton-Niguel Water
District
Orange County Water
District
San Diego County
Water Authority
San Diego Unified
School District
San Diego Port
Yorba Linda Water
District

4. Complete the following table with the current credit ratings by Standard & Poor’s Rating Services and Moody’s Investor Services. If the Proposer is not rated by these rating organizations, provide other evidence of the institution’s financial strength.

Wells Fargo subscribes to Fitch, Moody’s, Standard & Poor’s, and DBRS ratings agencies.

We have one of the highest debt ratings of any financial services company, as shown in the table on the following page.*

Wells Fargo Bank, N.A. 11

Wells Fargo & Company Fitch
Ratings
Moody’s Standard
& Poor’s
DBRS
Long-term Issuer Rating AA- A2 A+ AA
Short-term Issuer Rating F1+ P-1 A-1 R-1 (middle)
Senior Unsecured AA- A2 A+ AA
Subordinated A+ A3 A AA (low)
Preferred Stock A Baa3 BBB+ -
Wells Fargo Bank, N.A. Fitch
Ratings
Moody’s Standard
& Poor’s
DBRS
Long-term Issuer Rating AA- Aa3 AA- AA (high)
Short-term Issuer Rating F1+ P-1 A-1+ R-1 (high)
Bank Deposits AA Aa3 - AA (high)
Senior Unsecured AA- Aa3 AA- AA (high)
Subordinated A+ A1 A+ AA
*The information provided is found on our Investor Relations site ( wellsfargo.com/invest_relations/debt) and is provided for informational purposes only. We do not guarantee the accuracy or completeness of information on or available through this site, and we are not responsible for inaccuracies or omissions in that information or for actions taken in reliance on that information. Please read Legal Disclaimers ( wellsfargo.com/invest_relations/legal/) before using or relying on information on or available through this site. Potential investors in our securities should seek professional advice before they invest.

The following chart identifies key measures of the financial strength of Wells Fargo & Company.

Key facts (as of December 31, 2011)* Dollars or number Assets $1.3 trillion
Team members 270,000+
Customers 70 million
Stores 9,000+
ATMs 12,000+
Market value of stock $145 billion
Industry rankings Ranking
Global financial institution in overall institutional
satisfaction
#1
National SBA Large 7(a) lender in dollar volume (2011
Small Business Administration federal fiscal year-end data) #1
(More than $1 billion in the current
federal fiscal year)
Small business lender #1
Mortgage servicer #2
Issuer of debit cards #2
*Includes Wells Fargo and Wachovia

Wells Fargo Bank, N.A. 12

5. Discuss the firm’s current capital structure, adequacy, and coverage. If applicable, provide the firm’s risk-based capital classification (Well Capitalized, Adequately Capitalized, Under Capitalized, significantly Undercapitalized).

Wells Fargo is considered Well Capitalized.

Each quarter, the Bank files with the FDIC financial reports entitled “Consolidated Reports of Condition and Income for Insured Commercial Banks with Domestic and Foreign Offices,” commonly referred to as the “Call Reports.” The Bank’s Call Reports are prepared in accordance with regulatory accounting principles, which may differ from generally accepted accounting principles. The publicly available portions of the Call Reports contain the most recently filed quarterly reports of the Bank, which include the Bank’s total consolidated assets, total domestic and foreign deposits, and total equity capital. Call Reports may be obtained at
fdic.gov/Call_TFR_Rpts/index.asp, using the
Wells Fargo FDIC Certificate number 3511.

6. Include an electronic copy of the most recent audited annual financial statement and the latest 10-k report with the proposal.

To demonstrate our financial stability, we are providing electronic copies of our Wells Fargo & Company 2010 Annual Report and 2010 10-K Report on the CD-ROM of our proposal response. Annual reports and 10-K reports may also be found on our website at:
https://www.wellsfargo.com/invest_relations/investor_relations/.

7. If the firm received funds under the Troubled Asset Relief Program, detail the amount received. What is the history of repayments to date? Does your bank still have outstanding funds from this program? If so, why? At the request of the U.S. Treasury Department, Wells Fargo was among the first nine large financial institutions to participate in the Treasury Department’s Troubled Asset Relief Program (TARP) Capital Purchase Program for a total of $25 billion.

Wells Fargo & Company repaid the $25 billion TARP investment in December 2009.

Total dividends paid to the U.S. Treasury and U.S. taxpayers amounted to $1.441 billion.

We thank the U.S. government and taxpayers for their support of our financial system at a critical time for our nation. Since the TARP investment was accepted in October 2008, Wells Fargo has supplied more than $640 billion in credit to consumers and businesses, helped more than 400,000 households preserve their home ownership, and continued our leadership as America’s top lender to small businesses for a seventh consecutive year. This focus will continue as we do our part to help our nation’s economic recovery.

Wells Fargo Bank, N.A. 13
C. Personnel

1. Provide the name, title, address, phone number, fax number, and e-mail address of the primary contact person(s) assigned to this account.

Lynn Love
Vice President and Relationship Manager
Wells Fargo Bank, N.A.

Government & Institutional Banking
707 Wilshire Boulevard
11th Floor / E2818-114
Los Angeles, CA 90017
(213) 614-2235
(213) 614-3555 – fax
[email protected]

2. Describe your firm’s policy on changing the primary contact person on an account.

We believe one of the areas of value that Wells Fargo provides to the City is the stability and low turnover rate of your relationship team. Lynn has been a Relationship Manager with Wells Fargo Government & Institutional Banking for over twelve years, and has served as the City’s Relationship Manager throughout your current contract.

Wells Fargo will notify the City of Anaheim in writing prior to a change to the primary contact person.

3. Name the individuals who will work with the City on a day-to-day basis.

Information should include:
a. Identify what each person’s role and responsibilities will be. b. Biographical information.
c. Experience working with governmental agencies.
d. Number of years experience in this field.
e. Number of years with your firm.

As a current, highly valued customer, the City will continue to partner with your seasoned, existing relationship team. We look forward to continuing this successful partnership and seeking new operating efficiencies for the City of Anaheim.

Wells Fargo Bank, N.A. 14
Lynn Love, Vice President
Relationship Manager

[email protected]
(213) 614-2235
(213) 614-3555 fax

707 Wilshire Blvd, 11th Floor
Los Angeles, CA 90017
As your relationship manager, Lynn has primary
responsibility for all aspects of your banking
relationship. She functions as a financial consultant to the City and coordinates the team of specialists
working on your banking relationship.

Lynn brings 17 years of government banking
experience to her role at Wells Fargo, where she has
worked for 12 years.

Lynn earned her degree in Economics from the
University of LaVerne. She is an active member of the
California Municipal Treasurers Association, the
California Society of Municipal Finance Officers, the
Government Finance Officers Association, and the
California Association of County Treasurers & Tax
Collectors.

Patty Hatch, Vice President
Treasury Management Sales Consultant

[email protected]
(213) 614-5766
(213) 614-3555 fax

707 Wilshire Blvd, 11th Floor
Los Angeles, CA 90017
Patty has primary responsibility for providing treasury management expertise. She consults with the City on
issues pertaining to cash management products and
services.

Patty brings 35+ years of banking experience in the
areas of public sector, corporate, and retail banking.

She has worked for Wells Fargo for 24 years, with the
last 11 dedicated to the Government Banking team.

Patty participates in several municipal associations,
including the California Municipal Treasurers
Association, the California Society of Municipal Finance Officers, and the California Association of County
Treasurers & Tax Collectors.

Ramey Carringer, AVP
Relationship Associate

[email protected]
(213) 614-4207
(866) 549-6257 fax

707 Wilshire Blvd, 11th Floor
Los Angeles, CA 90017
Ramey works with your relationship manager to help
enhance customer service. He serves as a liaison
between you and the various departments of the Bank.

Ramey brings over 7 years of banking experience to his
current position. He assists directly with any items
pertaining to your account analysis statements, LAIF
transfers, and overdrafts.

JoAnne Blocher, AVP
Treasury Management Sales Analyst

[email protected]
(213) 614-3845
(866) 359-7017 fax

707 Wilshire Blvd, 11th Floor
Los Angeles, CA 90017
JoAnne works in support of your Treasury Management
Sales Consultant. She assists on treasury management
questions when Patty is unavailable.

JoAnne brings over 18 years of banking experience to
her current position, specializing in Government
Banking for the last 12 years. She has experience in
the middle market and corporate banking segments,
and can assist you directly with any items pertaining to the implementation of new services.

JoAnne received her bachelor’s degree from Stephen F.

Austin State University in Nacogdoches, TX.

Wells Fargo Bank, N.A. 15
Erica Becerra
Client Services Officer

[email protected]
(213) 614-3058
Or toll-free: 1-800-At-Wells
(866) 479-5690 fax

707 Wilshire Blvd, 13th Floor
Los Angeles, CA 90017
Erica is your representative for day-to-day customer
service. She acts as a liaison between the City and
Wells Fargo operations centers to resolve issues and
respond quickly to requests for information.

Erica has 14 years of banking experience, specializing
in customer service and research. She uses her
knowledge and expertise to provide the City with
support for all of your cash management services. Erica also has a dedicated backup Client Services Officer to
ensure your servicing needs are met.

Implementation Coordinator A designated implementation specialist from our public agency implementation team will assist the City with
implementing any enhanced services. The
implementation coordinator is responsible for
scheduling weekly implementation meetings and
providing detailed project plans/timelines and updated
account structures to ensure that all tasks are being
monitored and are on track to meet your target start
date. The implementation coordinator will also train
City employees on how to use services and will assist in completing all documentation.

Tony Garcia, Vice President, CFA
Sales Representative
Fixed Income Sales
Wells Fargo Securities, LLC

[email protected]
(888) 267-9113
(916) 442-2750 fax

400 Capitol Mall, 7th Floor
Sacramento, CA 95814
Tony has over 30 years of capital market experience.

During his career, he has focused on fixed income sales to public fund and corporate clients.

Tony is registered with the Financial Industry
Regulatory Authority (FINRA) as a general securities
representative. He received his bachelor’s degree in
business administration and finance from the University of Texas in Austin, and completed his master’s degree
in business administration from National University. In 1998, Tony received his Chartered Financial Analyst
(CFA) designation.

Tony is a member of the Chartered Financial Analyst
Institute and the Security Analysts of Sacramento. He
is a member of the California Debt and Investment
Advisory Commission’s (CDIAC) Technical Investment
Advisory Committee, and is a member of the California
Municipal Treasurers Association (CMTA) and the
California Association of County Treasurers & Tax
Collectors. Tony has presented a number of educational
topics at the CMTA, CDIAC, California Society of
Municipal Finance Officers (CSMFO), California CPA
Education Foundation, and the Treasury Management
Association of Southern California educational
workshops and conferences, as well as Wells Fargo
sponsored investment seminars.

Wells Fargo Bank, N.A. 16

4. Will a specific customer service representative or a customer service department be assigned to handle day-to-day transactions for the City? Yes, the City has a dedicated Client Services Officer, Erica Becerra, who is assigned to service your day-to-day needs. You can contact Erica toll-free by dialing 1-800-At-Wells, directly at (213) 614-3058, or by email at [email protected]. Erica has dedicated back-up to ensure that your needs are met if she is ever unavailable. She is also part of a larger customer service team in our Treasury Management Client Services group.
a. Describe the responsibilities of the customer service personnel, including the chain of command for problem resolutions.

Erica Becerra is the City’s representative for day-to-day customer service. She acts as a liaison between you and Wells Fargo operations centers to resolve issues and respond quickly to requests for information. All inquiries are tracked through our service tracking system, allowing us to monitor for recurring issues and offer root-cause analysis support.

Our customer service organizational structure includes a Client Services Manager, Marty Fuller, who manages day-to-day operations to ensure that service levels are met. Marty assists the City with any necessary service escalations. As part of his role, he reviews pending cases and works closely with our partners in operations to make certain that our internal service targets are being met.

The City has a service contact list, which includes your dedicated Client Services Officer, Service Team Lead, Client Services Manager, and all necessary service partners in operations.

Finally, your Relationship Manager, Lynn Love, is responsible for overseeing your relationship with Wells Fargo and coordinating with all areas of the bank to ensure excellent customer service.
b. Is local customer service support available at the bank’s local branches? Yes, Alex Vargas and his staff at our Anaheim Main branch are available to assist the City and your employees with any immediate local banking needs. c. If an error is discovered by the City, how would you propose to resolve it (i.e. who should the City contact first, etc.)?
Please contact Erica Becerra or Lynn Love if an error is discovered. We will work directly with you to quickly resolve the issue.

Wells Fargo Bank, N.A. 17
D. References

1. Please provide at least three (3) references that are of similar size and scope of service utilization as the City, preferably local government agencies located in California.

Contact Name Rosanne De Vera
Title Assistant Cash Manager
Name of Customer County of Orange / County of Orange – Department of Education Address 12 Civic Center Plaza, Room G-76
Santa Ana, CA 92702
Telephone Number (714) 834-4170
Fax Number (714) 834-2192
Years as Customer 9+
Services Utilized
Public Funds Demand Deposit Accounts, Zero Balance Accounts, Subaccounting, Controlled Disbursement-Van Wert, OH, Sweep Account, Cash Vault, Cash Letter, Store Deposits, Desktop Deposit, Wells Fargo Electronic Deposit, Change Orders, Return/Reclear Items and Reports, Online Bank Statements, Online Account Analysis, Full Account Reconciliation, Image Positive Pay with Payee Validation, CheXstor, WellsImage CD-ROM, Direct BAI File into Treasury Workstation for Previous Day and Intraday Activity, CEO – Treasuring Information Reporting (Previous Day, Return Subscription, Desktop Deposit, ACH Subscription, and Wire Detail Report), CEO Stops-Images-Search, CEO Wire Transfer, Event Messaging, ACH Direct Deposit of Payroll and Welfare, ACH Services - Child Support Payments, ACH Direct Debit Program, WellsTAX, CEO ACH Inquiry/Reversal/Delete, CEO ACH Payments, EDI Services, Receivables Manager, Payment Manager, Internet E-Checks, ACH Fraud Filter, Merchant Card Services, Sacramento Lockbox, 200MM Direct Pay Letter of Credit

Contact Name Josephine Chan
Title Investment Officer
Name of Customer City of Orange
Address 300 East Chapman Avenue
Orange, CA 92866
Telephone Number (714) 744-2236
Fax Number (714) 744-2245
Years As Customer 3+
Services Utilized
Public Funds Demand Deposit Accounts, Zero Balance Accounts, Subaccounting, Cash Vault, Cash Letter, Store Deposits, Wells Fargo Electronic Deposit, Retail Lockbox, Receivables Manager, Change Orders, Return/Reclear Items and Reports, Online Bank Statements, Online Account Analysis, Full Account Reconciliation, Image Positive Pay with Payee Validation, Payment Authorization Service, ACH Fraud Filter, CheXstor, WellsImage CD-ROM, CEO – Treasury Information Reporting (Previous Day, Intraday, Return Subscription, ACH Subscription, Internet Bill Pay), CEO Stops-Images-Search, CEO Wire Transfer, Event Messaging, ACH Direct Deposit of Payroll, ACH Direct Debit Program, CEO ACH Inquiry/Reversal/Deletes, Merchant Card Services, Custody Services

Wells Fargo Bank, N.A. 18

Contact Name Clariza Mullins
Title Director of Debt and Cash Management
Name of Customer City of Los Angeles / Los Angeles Department of Water and Power
Address 200 N. Spring Street, Room 201 City Hall
Los Angeles, CA 90012
Telephone Number (213) 978-1733
Fax Number (213) 978-1719
Years As Customer 3+
Services Utilized
Public Funds Demand Deposit Accounts, Zero Balance Accounts, Subaccounting, Money Market Rate Accounts, Controlled Disbursement, Cash Vault, Cash Letter, Store Deposits, Desktop Deposit, Wells Fargo Electronic Deposit, Wholesale Lockbox, Change Orders, Return/Reclear Items and Reports, Online Bank Statements, Online Account Analysis, Full Account Reconciliation, Image Positive Pay with Payee Validation, Payment Authorization Service, CheXstor, WellsImage CD-ROM, Direct BAI File into Treasury Workstation for Previous Day and Intraday Activity, CEO – Treasury Information Reporting (Previous Day, Intraday, Return Subscription, Desktop Deposit, Internet Bill Pay, and ACH Subscription), CEO Stops-Images-Search, CEO Wire Transfer, Event Messaging, ACH Direct Deposit of Payroll, ACH Direct Debit Program, CEO ACH Inquiry/Reversal/Deletes, CEO ACH Payments, Receivables Manager-Internet Bill Pay, Internet E-Checks, ACH Fraud Filter, Merchant Card Services, Wells Fargo Payment Gateway

2. How many public sector clients, both within and outside of California, have terminated services in the last three years?
Four clients within the Government & Institutional Banking group terminated services within the last three years. During that same period, we added several significant relationships, including the cities of Los Angeles, Huntington Park, Oakland, San Jose, and South San Francisco.

Wells Fargo Bank, N.A. 19
E. Collateralization of Deposits

1. Confirm that the financial institution is a qualified depository for public funds pursuant to California Government Code Section 53648, and please detail the bank’s procedures for collateralizing the deposits of public funds.

Yes, Wells Fargo is a qualified depository for public funds, pursuant to California Government Code Section 53648.
a. What types of securities are used as collateral?
The Federal Deposit Insurance Corporation provides each public funds customer with up to $250,000 in the aggregate for all time and savings deposits and unlimited protection for the aggregate of all non-interest bearing deposit transaction accounts per customer relationship until further notice or December 31, 2012.

Wells Fargo collateralizes uninsured balances by pledging securities from our investment portfolio. This portfolio consists of investment grade securities in accordance with Sections 53651 and 53651.2 of the California Government Code. The market value of these securities is updated daily by an established third-party service that provides valuation services to many market participants. Local agency public fund customers are collateralized within the State of California Local Agency Pool #1 for all California government clients.
b. Which bank department is responsible for tracking deposits and monitoring collateral?
The Public Funds Collateral Unit team is dedicated to ensuring that public funds deposits are collateralized as required by conforming to all applicable state and federal statutory requirements. Our team monitors the collected balances each day, pledge collateral to protect balances above FDIC coverage, and provide a Pledge Report showing the securities pledged monthly.

Accounts of local agencies are identified on our systems with a public funds identifier code. Daily reports are systematically generated from the systems using the public funds identifier code. These reports are used to determine the funds that must be collateralized.
c. What is the bank’s current level ($ amount) of public funds deposits and the related collateral?
As of December 31, 2011 the California public agency deposits requiring collateralization totaled $537,048,711.69. The related market value of pledged collateral was $565,762,414.98.
d. What is the frequency of reporting to the State Treasurer’s Office? Wells Fargo reports total deposits and related collateral to the Administrator of Local Agency Security at the State Treasurer’s Office weekly.

At quarter-end, Wells Fargo submits the California Called Report that reports the aggregate balance for each local agency and the related securities pledged.

Wells Fargo Bank, N.A. 20

2. Please include a copy of the Bank’s Contract for Deposit of Moneys in the Section.

We have included a sample Contract for Deposit of Moneys in this section. 1 Contract for Deposit of Moneys

THIS CONTRACT, relating to the deposit of moneys, is made as of the _______ day of ________________, 20____, between (“Treasurer”) acting in his or her official capacity as Treasurer of City of Anaheim_ (“Depositor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”), having a shareholder’s equity of $99,490,000,000.00 on December 31, 2010, and is made with reference to the following facts:

WHEREAS, the Treasurer proposes to depos it in the Bank from time to time, moneys in his or her custody in an aggregate amount on deposit at any one time not to ex ceed the total shareholder’s equity of the Bank, and said moneys will be deposited subject to Title 5, Division 2, Part 1, Chapter 4, Article 2 (commencing with Section 53630) of the Government Code of the State of California (the "Local Agency Deposit Security Law").

WHEREAS, the Government Code requires the Treasurer to enter into a contract with the Bank setting forth the conditions upon which said moneys are deposited.

WHEREAS, in the judgment of the Treasurer, this Contract is to the public advantage.

NOW, THEREFORE, the parties agree as follows:

1. This Contract cancels and supersedes any pr evious contracts between t he Treasurer and the Bank relating to the method of collateralization of Depositor’s deposits. To the extent not inconsistent herewith, any such deposit shall be subject to the terms and conditions of the Bank's standard disclosure statement (as in effect from time to time) for deposits of that type.

2. This contract, but not deposits then held hereunder, is subject to termination by the Treasurer or the Bank at any time upon 30 days' written notic e. Deposits may be withdrawn in a ccordance with the agreement of the parties and applicable federal and state statutes, rules and regulations. This contract is subject to modification or termination upon enactment of any statute, rule, or regulation, state or f ederal, which, in the opinion of the Administrator of Local Agency Security of the State of California (the "Administrator"), is inconsistent herewith, including any change relative to the payment of inte rest upon moneys so deposited by the Treasurer. The Treasurer may withdraw Depositor's deposits from the Bank immediat ely upon receiving notice from the Administrator that the Bank has failed to pay assessments, fines or penalties assessed by the Administrator. The Treasurer may immediately upon receiving notice from the Administrator withdraw authorization for the placement of securities with the Agent of the B ank in the event that the Agent of t he Bank fails to pay fines or penalties assessed by the Administrator.

3. Interest shall accrue on any moneys so deposited as permitted by any act of Congress of the United States or by any rule or regulati on of any department or agency of the Federal Government. If interest may legally be paid on the account into which the moneys are deposited, then all moneys deposited shall bear interest at a rate agreed upon by the Treasurer and the Bank.

4. The Bank shall issue to the Treasurer for each deposit a receipt on a form agreed to by the Bank and the Treasurer, stating the interest to be paid (if any), t he duration of the deposit (if appropriate), the frequency of interest payments (if any) and the terms of withdrawal. Each such deposit receipt is by reference made a part of this contract.

5. The Bank will maintain at all times with the A gent of the Bank as security for Depositor's deposits:
(a) eligible securities of the classes described in Government Code Section 53651 (except subdivisions (m) and (p)) having a market value at least 10% in excess of the total amount of deposits secured by those securities, (b) eligible securities of the class described in subdivision (m) of Government Code Section 53651 having a market value at least 50% in excess of the total amount of deposits secured by those securities and (c) eligible securities of the class described in subdivision (p) of Government Code Section 53651 having a market value at least 5% in excess of the total amount of deposits secured by those securiti es. If the Administrator determines 2 that a security is not qualified to secure public deposits, the Bank will substitute other securities to comply with the requirements of this Paragraph.

6. The Treasurer hereby waives security for that portion of the total amount on deposit which is insured pursuant to Federal law.

7. The Agent of the Bank, which the Treasurer and t he Bank hereby authorize to hold the eligible securities posted as collateral under this contract, is THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. . The Agent of the Bank has filed with the Administrator an agreement to comply in all respects with all provisions of the Local Agency Deposit Security Law.

8. Authority for placement of securities for sa fekeeping in accordance with Government Code Section 53659 is hereby granted to the Agent of the Bank, including placement with any one or more Federal Reserve Banks or branches thereof.

9. If the Bank fails to pay all or part of any m oneys of the Depositor on deposit with the Bank which are subject to this contract when ordered to do so in acco rdance with the terms of withdrawal set forth on the applicable deposit receipt, the Treasurer will immediately not ify the Administrator in writing. Action of the Administrator in converting the collateral required by Paragraph 5 above for the benefit of the Depositor is governed by Government Code Section 53665.

10. The Bank may add, substitute or withdraw elig ible securities being used as security for deposits made hereunder in accordance with Government Code Sect ion 53654, provided the requirements of Paragraph 5 above are met.

11. The Bank shall have and hereby re serves the right to collect and reta in for the Bank's own account the interest or income on the securities, except in cases w here the securities are liable to sale or are sold or converted in accordance with the provisions of Government Code Section 53665.

12. The Bank will pay all expenses incurred in transpor ting eligible securities maintained as collateral for moneys on deposit to and from the Agent of the Bank. The Depositor will pay (or promptly reimburse the Bank for or otherwise compensate the Bank for) all expenses in curred in transporting all moneys deposited with the Bank to and from the Depositor's offices. The Depositor will pay the Bank (or otherwise compensate the Bank for) the fees and charges stated in the Bank 's then current Schedule of Charges (unless the Bank and the Treasurer otherwise agree) for handling, collecting and paying all che cks, drafts and other exchange or securities according to the Bank's standard practices.

13. This contract, the parties hereto, and all deposit s governed by this contract shall comply with and be subject in all respects to the Local Agency Deposit Security Law, and all ot her state and federal laws, statutes, rules and regulations applicable to such deposits, whether now in force or hereafter enacted to promulgated, all of which are by this reference made a part hereof.

IN WITNESS WHEREOF, the Tr easurer in his or her official capacity on behalf of the Depositor, and the Bank by its duly authorized officer, have signed this contract in triplicate as of the day and year first above-mentioned.

TREASURER
of:

City of Anaheim
Name of Local Agency Depositor
By:
__________________________________
Title: _______________________

Address: _________________________

__________________________________

WELLS FARGO BANK, NATIONAL ASSOCIATION

By: ____________________________________
Title: __Vice President
_____________________
Address: 333 Market Street MAC: A0119-173
San Francisco, CA 94105 .

Wells Fargo Bank, N.A. 21
F. Deposit Processing

1. Provide a map or table showing the location of the bank’s branches located within the City of Anaheim.

Wells Fargo has 8 branch locations conveniently located within the City of Anaheim that are available for deposits of currency, coin, and checks, check cashing, and other miscellaneous services. Alex Vargas, the manager of our full-service Anaheim Main branch, and his staff are available to provide any needed local support.

Our branch locations are listed in the table below and a map of the branches is included at the end of this tab.

Bank Name Bank Address City Zip Type Deposit Channels
Anaheim Main 222 S Harbor Blvd Anaheim 92805 Traditional Teller, ATM, Night Drop, Dual pouch deposit bags
State College 220 S State College Blvd Anaheim 92806 Traditional Teller, ATM, Night Drop, Dual pouch deposit bags
State College &
La Palma 1135 N State College Blvd Anaheim 92806 Traditional Teller, ATM, Night Drop, Dual pouch deposit bags
Lincoln & Gilbert 2350 W Lincoln Ave Anaheim 92801 Traditional Teller, ATM, Night Drop, Dual pouch deposit bags
Anaheim Stadium 2099 S State College Blvd Anaheim 92806 Traditional Teller, ATM, Night Drop, Dual pouch deposit bags
Anaheim Hills 5625 E Santa Ana Canyon Rd Anaheim 92807 Traditional Teller, ATM, Night Drop, Dual pouch deposit bags
Orangethorpe
Business Center 1661 N Raymond Ave Anaheim 92801 Business Center
ATM, Night Drop, Dual
pouch deposit bags
Festival Center 8010 E Santa Ana Canyon Rd Anaheim 92808 In-Store Teller, ATM

2. Please provide the address and distance of the two (2) closest branches to 201 S. Anaheim Blvd, Anaheim, Ca. 92805. Please provide the name and telephone number of the branch managers at these two locations.

Anaheim Main
222 S Harbor Blvd
Anaheim, CA 92805
Store Manager: Alex Vargas
(714) 772-7182
Distance: 0.31 mi
State College
220 S State College Blvd
Anaheim, CA 92806
Store Manager: Samir Hernandez
(714) 776-9561
Distance: 1.48 mi

3. For deposits collected and transported by armored car, what bank location do you propose for the City’s armored car to deposit funds for processing? We recommend you continue to use our Los Angeles cash vault location for larger volume currency and coin deposits. Centralized cash vault services offer more deposit options, a high level of security and deposit integrity, improved funds availability through extended deadlines, automated change ordering service, improved security tracking capabilities, and reduced pricing.

Wells Fargo Bank, N.A. 22
Your deposits are picked up by armored courier and delivered to our vault. The City receives same-day ledger credit on all deposits delivered to our Los Angeles cash vault before 6:00 p.m. for mixed deposits or 7:30 p.m. for check-only or cash-only deposits.

Check-only deposits may also be delivered by land courier to our item processing center in El Monte, where the cut-off time is 10:00 p.m. Monday – Thursday and 11:30 p.m.

Friday.

4. Can a unique deposit identification number be used on deposit tickets to identify the deposit location for reconciliation purposes? Can the bank identify deposit tickets on summary reports?
Yes, Wells Fargo deposit tickets may contain an auxiliary MICR field up to ten digits. You can use the auxiliary field to track deposits by location or to track other transaction information.

With our subaccounting service, we identify your deposit locations with subaccount numbers that are encoded on the deposit tickets. With subaccounting, all deposit-related transactions can include a location number and a location name that contains up to 15 alphanumeric characters. This makes it easy for your staff to identify each deposit location without having to cross-reference a location number.

For MICR-encoded deposit tickets, the location number is available on previous day reporting. With our Deposit Location Reporting service, we can provide cycle-end summary reports that list deposits by location.

5. What is the cutoff time for deposits at the bank’s local branch and at the bank’s operations center to ensure same day credit?
Deposit deadlines for various deposit methods and locations are shown in the table below.

Local Traditional Branches
Monday – Thursday Friday
4:00 p.m. PT 6:00 p.m. PT
Wells Fargo Electronic Deposit / Desktop Deposit
7:00 p.m. PT
Los Angeles Cash Vault
Mixed Deposits Check-Only Deposits Cash-Only Deposits
6:00 p.m. PT 7:30 p.m. PT 7:30 p.m. PT
El Monte Check Processing Center
Monday – Thursday Friday
10:00 p.m. PT 11:30 p.m. PT

6. What is the cutoff time for Check 21 deposits to ensure same day credit? The cutoff time for Check 21 deposits submitted through our remote deposit services is 7:00 p.m. PT to ensure same day credit.

Wells Fargo Bank, N.A. 23

7. Please describe the bank’s cash deposit requirements. How should the cash deposits be bundled? The Police Department, on occasion, collects contaminated money. What special procedures would be necessary? You should sort currency by denomination into stacks of 500 notes, as quantity permits.

Secure each stack using a rubber band or appropriate color-coded currency strap. Loose bills do not need to be sorted, but should be secured by a rubber band or paper clip.

Loose coin under $10.00 can be included with currency. Coin amounts greater than $10.00, for deposit at cash vault locations, should be packaged loose in disposable coin bags, according to bank specifications provided at implementation. Typically, fees are lower for coin sorted into like denominations in standard amounts than for mixed coin bags with no declared value.

Contaminated currency must be separated from other deposits. We will work with you to facilitate documenting the contaminant and submitting the currency to the Federal Reserve.

8. What type of deposit bags does the bank allow/require? Does the bank provide these bags? Does the bank charge a fee for these bags? Are there any restrictions on deposit bags provided by the customer?
Wells Fargo requires plastic, disposable, tamper-evident deposit bags at our cash vault, banking store, and night depository locations. To take advantage of post verification, where we verify the cash portion of your deposit after you leave the store, we require that you use a dual-pouch bag. We also recommend dual-pouch bags for night depository deposits that include both cash and checks.

The City can order these bags through the bank or through a vendor of your choice for a comparable substitute. Fees for deposit bags vary based on the size and type. For all supply orders processed through Wells Fargo, standard fees would apply. However, the City can charge these to your account analysis at no-mark-up.

Wells Fargo accepts most commercially produced plastic tamper-evident bags. We do not need to pre-approve your deposit bags as long as they meet our minimum requirements.

9. Can checks, currency, and coin be included in the same deposit? Yes, the City can submit a mixed deposit (checks, currency, and coin in the same deposit bag). Please note that mixed deposits have an earlier deposit deadline. When possible, we would recommend a split deposit (checks in one deposit bag, and currency and coin in a separate deposit bag) to gain a later cut-off time for same day credits. The advantage of this approach is that it allows us to redirect your checks to our check processing centers more quickly, therefore maximizing your funds availability.

If you do choose to make cash and check deposits on the same ticket, we recommend that you use our dual-pouch tamper-evident, secure deposit bag. This bag is two bags in one, with cash in the bottom section and checks in the top. This lets us easily separate the checks in your deposit and quickly forward them to our processing center.

Wells Fargo Bank, N.A. 24

10. The City employs full videotaped dual custody in preparing deposits.

We share your emphasis on deposit security and employ a wide range of precautionary measures at our cash vaults and branches. Deposit security measures are detailed further in item k below.
e. How are deposits credited?
Your deposits will receive same-day ledger credit during normal business days, provided they are received by the deposit deadline for your deposit method and location (as shown in question 5 above). Deposits on weekends and Federal holidays receive next business day credit. For over-the-counter deposits that are not post-verified, you will receive a teller receipt and provisional credit at the time of the deposit. Final verification of deposits occurs within 72 hours.
f. Are items immediately verified?
Final verification of deposits occurs within 48 hours for items processed through a banking store and within 72 hours for items processed through a cash vault. g. If provisional credit is given, when does verification take place? With post-verification, you receive immediate credit for the cash portion of the deposit and same-day credit for deposits you make before the store’s cutoff time. We verify the cash, either at the store or at one of our cash vaults, after you leave the store. If there is a difference, we email or mail an adjustment notice to you. The procedures for processing cash deposits varies based on where the verification occurs.  Banking store. We open and process the cash portion of your deposits under dual custody within 48 hours.
 Cash vaults. We open and process the cash portion of your deposit in a team environment within 72 hours. We track each step of delivery, logging, and verification through an automated operating system that allows for blind verifications. h. How does the bank handle any deposit discrepancies?
When a deposit adjustment is necessary, we make a separate debit or credit entry to your account rather than adjusting the deposit amount. We also provide you with adjustment advices, including relevant backup documents, by mail. If you subscribe to our subaccounting service, your adjustment notices will include your location number and location name (if applicable). Depending on the amount of the discrepancy, we may phone your designated contact to report the difference.

We report adjustments differently for cash vault and banking store deposits. Below are descriptions of each process.

Cash vault
For cash vault adjustments, you can receive an email, a fax, or a mailed deposit correction notice that includes the deposit date, declared amount, verified currency total by denomination, and location number (if applicable). The image on the following page is a sample of the mailed cash vault deposit correction notice.

Wells Fargo Bank, N.A. 25

Banking store
For banking store deposit adjustments, your adjustment notice includes the amount and reason for the adjustment. For deposits to a subaccount, we also provide the location code.

Wells Fargo Bank, N.A. 26
i. If the bank corrects a deposit, how will the City be informed of this change? We provide deposit adjustment information in several ways. In addition to the advices that we mail to you, we identify deposit adjustments on:
 Bank statements
 Balance and transaction reports
 Deposit reconciliation reports
 Detailed transaction file transmissions
Additionally, we provide deposit adjustment information through our online banking Event Messaging and Statements & Notices services. The image below is a sample of the mailed deposit correction notice.

Wells Fargo Bank, N.A. 27
j. Is there a threshold for deposit discrepancies before notifying the City? Wells Fargo does not identify and adjust all discrepancies. We reserve the right to write off check adjustments and cash adjustments based on dollar thresholds that we set internally. As a matter of policy, we do not disclose these thresholds to customers.

Depending on the amount of the discrepancy, we may phone your designated contact to report the difference.
k. Does the bank use videotaping and dual custody for all deposits at the branch and operations center?
Branch deposit security
For post-verification branch deposits, we take the following steps to ensure security:
 We open the check section at the banking store under dual custody. A teller removes the checks and deposit slip, and gives the City provisional credit for the full amount of the deposit.
 We store the cash section in a secure location and verify it later, either at our banking store or at one of our cash vaults.
 We process and verify deposits taken to our cash vaults under video coverage in a team custody environment. During each step of the delivery, logging, and verification process, we track deposits through an automated operating system that allows for blind verifications.
 You can confirm receipt and posting of your deposits using our online banking service.

Cash vault deposit security
We’ve placed extensive security measures at our cash vaults to secure the physical facility and to ensure the integrity of the deposit process. We prevent unauthorized access and monitor all onsite activity.

Some of the measures we use to help protect against security threats include:
 Closed circuit TV surveillance cameras at all vault entrances.  Bullet-proof doors, bullet-proof glass, and metal detectors.  Mantraps– physical security devices or constructions designed to entrap a person on purpose– where employees and visitors enter buildings.
 Limitations on the number of people who enter a vault at any one time.  Only one armored truck at a time has access to a delivery window.  We do not allow the armored carrier drivers to enter the processing area.  Armored carriers must be fully licensed, bonded, and insured.

Processing areas
Our comprehensive process virtually eliminates the risk of loss due to theft or fraud.

Procedures and controls we have in place include:
 Close inspection of deposit bags before we accept them from armored couriers. If a bag is improperly sealed or shows evidence of tampering, we immediately reseal it in the presence of the armored courier and return it to the courier.

Wells Fargo Bank, N.A. 28
 Logging of deposit bags at tracking stations. Bar codes track deposits through the entire verification process.
 Close supervision of cash vault team members who handle, count, and process deposits.
 We process all deposits in a team custody environment, where several team members work together under observation by closed circuit TV surveillance cameras. In this environment, no single team member is left alone with a deposit.  Our automated operating system tracks deposits by customer, date, location, and vault teller, and monitors each handoff in the validation process.

Sometimes we need to research deposits; we take the following steps to ensure accuracy and resolution:
 We may study surveillance tapes when processing totals do not match.  We save empty deposit bags under batch IDs for up to three months.  Based on amount thresholds, supervisors validate any deposit discrepancies before processing continues. For all adjustments over $100, a cash vault operations team member calls your designated contact to make you aware of the difference. l. How does the bank substantiate its decisions in the case of discrepancies? We provide relevant back-up documents along with the deposit adjustment notice. m. Can the City view the bank’s video records?
Yes.

11. Please describe the bank’s change order procedures.

Wells Fargo provides change order services via the cash vault for delivery through your armored courier provider.

Cash Vault Orders: Currency and coin orders can be made using our automated touch-tone ordering service, online through the CEO portal, or via transmission. Orders will be picked up and delivered to the City’s designated location via armored carrier, usually on a next-day basis. The same-day deadline for ordering from the Los Angeles cash vault is 10:00 a.m. for orders placed online through CEO or via transmission and 10:30 a.m. for touch-tone orders. Once submitted, we fill change orders using a procedure called blind, dual control. Dual control means that two associates must verify that the dollar amount is correct. Blind means that the second associate does not know the original amount of the order. Change orders are debited electronically the day they are filled. Location numbers are reported for each order via any of the bank’s electronic reporting options and/or bank statements.

Branch Orders: Change orders placed with a local branch should be called in at least four hours before pick-up is required. A list of City employees authorized to pick up change orders should be maintained at the appropriate branch.

Wells Fargo Bank, N.A. 29
a. Can separate location codes be used so that the City can track who ordered money?
Yes, location codes can be used for tracking and they are reported for each order through or electronic reporting options and bank statements.
b. Can the bank provide the City’s Convention Center with used bills for its change orders?
As your current provider, we understand that the Convention Center’s preference is to receive used bills for its change orders. Although we don’t guarantee used bills, we have met the Convention Center’s need.
0 2 4
miles
142 142
241 241
91 91
22 55 57
91 405
5 Anaheim

L E G E N D
Wells Fargo
Outlet Formats
Traditional
In-Store
Business Center
City of Anaheim
Distribution Strategies | DSSG
Date Printed: 09/29/2011

Wells Fargo Bank, N.A. 30
G. Check 21

1. The City is currently using an NCR 7780 with Itemage Software (Creditron) for Check 21 processing. Describe the bank’s ability to process checks via Check 21, including any accommodations the bank would need to make related to the City’s existing hardware/software. Identify additional costs associated with this accommodation, if any.

Our Wells Fargo Electronic DepositSM service enables us to accept image cash letters from the City. Since the inception of the Check 21 legislation in October 2004, Wells Fargo has been a leader in establishing image exchanges with partner financial institutions, third party processors, and the Federal Reserve System. Wells Fargo Electronic Deposit allows you to convert check payments into investable funds as quickly as possible. The Wells Fargo Electronic Deposit service is designed for customers like the City who have an existing process to capture check images and data.

The Wells Fargo Electronic Deposit service currently offers the City many benefits:
 Reduced trips to the bank. Minimize employee trips to the bank or courier pickups, and their associated fees.
 Reduced cost per item for processing images to the bank.  Extended cut off time for same-day credit – 7:00 p.m. PT  Reduced fraud, improved collections, and decreased chargebacks. Over time, checks will clear faster in a Check 21 environment, which enables you to act on returned items more quickly. The Returned Item Image service on the CEO portal allows you to strategically redeposit returns on the 1st or 15th day of the month, enter names into negative databases, or deliver items to your collection agency.  Streamlined deposit process. Consolidate two payment channels ― ACH and Check 21 ― into one workflow. The Smart Decision® service, in conjunction with the Wells Fargo Electronic Deposit service, allows you to create a single electronic deposit file for all your check payments, provide integrated reporting search-and-return capabilities, and support optional check writer ACH opt-out preferences.  Managed risk. To ensure any exceptions you have are resolved in a timely manner, our specialists at the Electronic Deposit Center carefully review incoming deposits, checking for proper authorizations, duplicate items, and image quality.

How the Wells Fargo Electronic Deposit service works:

Wells Fargo Bank, N.A. 31
Wells Fargo accepts a variation of an ANSI X9.37 or ANSI X9.100-187 file format for transmission. Files in Federal Reserve Bank (FRB) format version 1.7 are also accepted.

2. The five (5) collection windows at the front counter of the Collections division located at Anaheim West Tower are not currently set up for point- of-sale Check 21 processing. The City is interested in implementing point-of- sale Check 21 processing at these window terminals, plus at an additional eight (8) to 10 other locations elsewhere in the City. What course of action would the bank recommend for this expansion? What equipment would the bank recommend? What is the price for this equipment?
We have been successful in assisting other municipalities with electronic file set-ups through their cashiering systems. We will work with the City and your vendor to outline an action plan. We will assign a project manager that will review your cashiering system’s capabilities and assist in creating file layouts and carry out file testing.

Our Desktop Deposit® service would be a solution for the other locations throughout the City. The implementation of the Desktop Deposit service is very simple and user- friendly. We would recommend working with you to obtain a listing of the locations, gather the historic deposit volumes at each location, and coordinate implementation and training on a one-to-one basis with each location.

We have included a full description of the Desktop Deposit service in the Fact Sheet included at the end of this tab.

We would recommend Digital Check TS240-100 for your scanner. Included with the separately provided cost proposal is a listing of available equipment with pricing.

The Desktop Deposit service offers:

Affordable, simple setup. With the Wells Fargo Desktop
Deposit service, you won’t need expensive IT resources to install or maintain your program.

Benefits for your business and the environment. Not only will your company save on the cost of transportation and insurance associated with taking checks to the bank for deposit, but you’ll also reduce your ecological footprint by eliminating CO2 emissions.

Extended deposit windows. Customers using the Desktop
Deposit service have an extended deposit deadline for
same-day ledger credit of 7:00 p.m. PT, 10:00 p.m. ET.

Reduced bank fees. By using the Desktop Deposit
service to deposit checks remotely into your account at Wells Fargo, you no longer need to maintain accounts
at local banks with physical branches nearby. You can
consolidate banking relationships, save money on account maintenance fees, and reduce time reconciling multiple
bank accounts.

Faster, more accurate deposits. Using CAR/LAR
(Courtesy Amount Recognition/Legal Amount
Recognition) technologies, Desktop Deposit service
predetermines the amount of most of your checks,
eliminating manual keying.

Mobile deposit option. Through the CEO Mobile® Deposit
service, Desktop Deposit customers can capture check
images and deposit funds to their Wells Fargo corporate bank accounts with the camera of an iPhone (IOS 4.0 or
above). This technologically-advanced service enables
mobile users, such as field offices and route drivers,
to accept checks from customers and deposit them
immediately. Use the Desktop Deposit and the CEO Mobile Deposit services for an all-electronic depository solution.

Custom fields. Multiple discretionary data fields allow you to enter customized information about the checks
you receive, giving you the ability to search for checks using your own criteria and allowing for easier uploading of data into your accounts receivable system. Our
quick datafeature simplifi es the capture process by
automaticallyrecalling some of your previously entered
receivables data.

Scannable remittance coupons and invoices. Scan
standard-sized payment coupons or full-page invoices,
create and balance transactions sets, and retrieve images for up to 90 days.

Access to deposit images for up to seven years. The
extended deposit image archive allows you to view all
your paper and electronic deposits on the Commercial
Electronic Office® (CEO®) Internet portal using the
Stops-Images-Search service.
continued on reverse side
Remote deposit
Desktop Deposit® service
Treasury Management
Helping Wells Fargo customers improve cash management by depositing checks from anywhere at any time
Designed to streamline the deposit process, our patented Desktop Deposit service enables you to deposit checks without going to the bank. You’ll improve cash flow and receive information more quickly, while reducing the time, costs, risks, and waste resulting from physically transporting check deposits.

All you need are a scanner, a computer, and an Internet connection or simply an iPhone. wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-1838 - 11/11

Desktop Deposit service (continued)
wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-1838 - 11/11
For more information on the Desktop Deposit service, contact your Wells Fargo treasury management representative or visit www.wellsfargo.com/com.

ACH check conversion. When you couple Desktop Deposit
service with our Smart Decision® service, you can easily convert checks to ACH Back Office Conversion (BOC)
or Accounts Receivable Conversion (ARC) debits. Simply
notify your customers through a posted or mailed notice, and after you make a deposit we’ll use our industry-leading decision engine to identify eligible checks and do the
ACH conversion for you automatically.

Report formats that suit your needs. Retrieve reports
in CSV, Excel, HTML, or PDF formats, and upload the
information to your receivables system.

Daily image files. Keep your item images in-house and at your fingertips with our Image File Import service. Receive a daily transmission of your scanned items for your audit and research needs.

Seamless integration. The Treasury Management services
you already use result in an electronic receivables system that marries the convenience and ease of the Internet with the power of customizable reporting, automated updates
to A/R, and quicker returned-item notification.

Stringent, reliable security. Wells Fargo uses 128-bit
encryption with Secure Sockets Layer (SSL) technology,
firewalls, and additional layers of authentication. Extensive security safeguards help protect your data in transit.

Simple, quick, secure, and dependable service. All you do is scan your checks, review them for accuracy, and securely submit them online for deposit using the award-winning
CEO Internet portal. For most deposits, you’ll have access to your funds within one or two business days.

How the Desktop Deposit service works:

Receive checks Scan checks Review and submit deposit View deposit detail and returned-item images
Check
|| | ||
$

Wells Fargo Bank, N.A. 32
H. Returned Item Processing

1. Please describe the bank’s returned item handling procedures and notification options.

When the City deposits items at Wells Fargo, the drawee bank might return some of these items for a variety of reasons, including non-sufficient funds (NSF), uncollected funds (UCF), account closed, or stop payment. We process these returns based on instructions built on the depository account within the returned items system. If no customized instructions are in place, we use the standard return item and reclear processing instructions.

Standard Returned Item and Reclear Processing Instructions Our standard returned item processing instructions are as follows:
 Mail all returned items (originals or image replacement documents) and standard notices by U.S. mail to the account address on the system.  Post all return items to the depository account in one lump sum per day.  Debit the original depository account for chargebacks.  Automatically redeposit any non-Wells Fargo items that are returned unpaid for either NSF or UCF under $300. We cannot redeposit items returned for any other reason at any time.

Special Instructions
If special instructions or optional services are set up on the system, we process returned items based on those instructions. Additional fees may apply. Examples of special instructions include:
 Debit the account for each individual returned item instead of a lump sum.  Receive a debit for each location that is set up at the location level within the same account.
 Automatically redeposit all returned items with an NSF or UCF reason.  Chargeback all returns.
 Redeposit all Wells Fargo items under a defined dollar threshold.  Return the physical items to an alternate address. You can also have additional copies of the debit advice sent to an alternate address.
 Send returned items by overnight or express mail delivery. The City would provide a courier account number for the charges.
 Chargeback items to an account other than the original depository account.  Key additional data on advice such as maker name, phone number, and address.

Wells Fargo Bank, N.A. 33
Additional Reporting and Processing Options
 View daily online reporting using the CEO Treasury Information Reporting service.

Reports include keyed information.
 Receive a data transmission of returned item information, including keyed information.
 Automatically convert paper returns to ACH debits using the Electronic Returns (RCK) service.
 View and change the default decision of your returned items using Returned Item Decisioning, available on the CEO Returned Items service.  Receive a returned item detail fax or email report that displays paper returned items including items redeposited using RCK.

2. Can returned items be automatically redeposited? If so, how many times? Yes. We automatically redeposit returned items through the standard redeposit service.

If the clearing bank returns the check a second time, we charge it back to the original depository account.

We can also redeposit your returned items electronically. Through our Electronic Returns (RCK) service, we can re-present returned items an additional time giving you two re-presentment attempts. If the bank returns the item a third time, we charge it back to the original depository account.

3. Does the bank offer any options that may increase the collection of NSF checks?
For standard paper items, we automatically redeposit eligible items on the next business day. If the maker bank returns the item again, we process the chargeback debit and mail the paper advice along with the original or Image Replacement Document (IRD) the same day we receive the item back from the maker bank.

Alternatively, if you convert deposited checks to Accounts Receivable Conversion (ARC) or Back Office Conversion (BOC) Automated Clearing House (ACH) debits, or if you use our Electronic Returns (RCK) service, you receive up to two re-presentment attempts on eligible returned items through the ACH. You select the timing of the re-presentment.

The default re-presentment is the next day, but other options like a specific day of the week or month and a delayed re-presentment attempt up to nine days later are also available. The timing for the first re-presentment and the second re-presentment may differ. If the first re-presentment attempt is done through ACH, we typically receive any returns within three business days of the re-presentment. If the item becomes a chargeback, we follow the same procedure as above with the debit, advice, and IRD occurring the same day we receive the item back from the maker bank.

4. Can the bank provide a detailed return item transmission to the City? Can this report identify the payer’s name, depositing location, deposit date, and the type of item being returned?
Yes. We can provide a detailed returned item transmission. Data transmission of returned item detail is available and includes returns, reclears, or both. The transmission that we send to you includes a separate record for each returned item and reports all of the details listed above.

Wells Fargo Bank, N.A. 34
For customers with multiple locations, we offer two options for identifying the depositing location. The first option is subaccounting. With subaccounting, we open a new subaccount for each depositing location. We track the location code associated to each transaction and include it when we post returns to your account. A second option is to use location identifiers on the MICR line of your deposit slips. We will add special instructions on your account to include the location number on your return notification.

Deposits made using a counter ticket or a deposit ticket that does not include the location code on the MICR line may not contain the location identifier for returns reporting purposes.

In order to identify the type of item returned, we provide the transit routing number on the returned item reporting. Traveler's checks or money orders often bear unique routing numbers, making it easier for you to identify those items.

An Image File Import of returned items is also available and provides a transmission of both images and data.

5. Can the bank provide online access to electronic images (front and back) of returned items to the City? How soon after an item is returned can these images be accessed?
Yes. Images of returned items are available online the same day we receive them in our returned items processing center. The City can search for and view images of returned items using the CEO Returned Item service. New returned items are posted starting at 6:00 a.m. PT each banking day.

With the Event Messaging service, we notify users by email when we receive returned items. The email prompts the user to log into the CEO portal to view returned items.

We have included a screen shot of our returned items image viewer below.

Wells Fargo Bank, N.A. 35
I. Electronic Business Payments to the City

1. Do you offer any specialized solution that enables the City to receive e- transactions with supporting remittance information to update the City’s accounting system for corporate and government customers? Please describe.

Yes, we offer several services to assist the City with receiving and applying payments, as described in further detail below.

ACH Payments in CTX (Corporate Trade Exchange) Format
Wells Fargo Bank can partner with the City and your business partners to facilitate payments and payment information exchange via ACH in the CTX format. Although NACHA defines the basic format of addenda records, the actual content of the free-form data in the addenda record falls under ANSI ASC X12 and is a mutually agreed upon format between the City and your business partners that can be uploaded into the City’s ERP system for easy reconciliation. Although we do recommend that you either purchase an EDI translator or write your own EDI translation software, Wells Fargo Bank would be happy to assist the City should you choose this option.

Receivables Manager
Our Receivables Manager service provides a simple electronic payment file for secure, easy posting to your system — drastically reducing manual keying errors and lowering your costs with a paperless alternative. The City receives payment data files when and how you want them for quick uploading, faster reconciliation, and less wait time for all payment types.

Receivables Manager Benefits
 Streamlined payment reconciliation. Simplify the reconciliation process by receiving an electronic file of your payments multiple times during the day to upload into your system. You update your accounts receivable system faster and decrease payment posting errors by reducing the amount of manual data entry.  Improved customer service. Reduce misapplied payments by electronically uploading payment information to your system. Less manual intervention helps you reduce the risk of errors, resulting in fewer payment disputes and fewer customer complaints.
 Faster access to funds. When customers pay by check or through an Internet bill pay provider, you may have to wait up to five days to receive the payment. Receiving an electronic file reduces that time to two days, in most cases.  Reduced processing costs. ACH, Internet bill payment, lockbox, electronic deposit, merchant services credit card, and wire files can all be automatically uploaded into your system. Receivables Manager eliminates the need for rekeying payment information, allowing your employees to spend more time on other functions.

Wells Fargo Bank, N.A. 36
Wells Fargo Provides:

Information you need on your terms. Wells Fargo translates the data and delivers it to you in a format compatible with your system of record. We readily deliver the following standard file formats:
 Flat file
 ANSI 823
 ANSI 820
 BAI
 Modified NACHA
Easy research. Payments routed through our Receivables Manager service have standardized information, including the payee’s name and invoice number. Including this information helps lower the number of erroneous payments. Plus, we provide research assistance for payments that may have incomplete information.

Security. Our advanced system has superior capacity and reliability, and we use state- of-the-art security channels to help protect your files. Wells Fargo supports a variety of transmission methods and protocols so you can safely receive your data.

How Receivables Manager Works

Wells Fargo Bank, N.A. 37
E-Box
Initiating bill payments through a single, trusted banking site may be convenient, simple, and paperless for your customers, but those electronic payments could ultimately become paper checks delivered to the City. These check-only payments create exceptions and often have incomplete or inaccurate remittance details, which can result in further processing delays.

The E-Box
® service merges your customers’ online bill payments into a consolidated electronic data stream and applies additional data transformations to increase your straight-through processing rate of receivables and minimize your exceptions. Our E-Box solution consolidates payment information from multiple sources, validates the data to ensure your billing accounts are formatted to your specifications, and creates a single file according to your specified format. E-Box also consolidates your paper receivables into one combined file with your electronic transactions.

The E-Box Service Offers:
 Enhanced financial performance. Timely and accurate cash application reinforces customer satisfaction by reducing inquiries and avoiding potential accidental service disruptions associated with late posting or misapplied payments.

Reduced cycle time lowers ‘days sales outstanding’ to facilitate working capital optimization. Customer retention and optimized working capital help enhance bottom-line performance.
 Efficient exception management. Streamline your staff’s workflow around exception items to enhance process efficiency, improve productivity, and minimize costs. Through the CEO portal E-Box Decisioning service, view suspended payments on a same-day basis, make decisions about pending transactions, initiate returns, view and research completed transactions, and gain access to information for purposes of reporting and trend analysis.
 Extensive connectivity to major originating endpoints. Wells Fargo’s connectivity to all major originating endpoints— including our extensive network of third-party concentrators— helps you maximize your electronic payment stream.  Faster processing of walk-in bill payments. Accelerate receivables posting for customer bill payments made in person at walk-in centers. The Expedited E-Box service can transform in-person cash payments into automated receivables management that yields cost savings, efficiency gains, and customer satisfaction.

How the E-Box service works:

Wells Fargo Bank, N.A. 38

1. Your customers pay their bills with online banking services.

2. Online bill service providers send payments electronically to Wells Fargo.

3. Wells Fargo applies an optional multistep validation process to payments received, as appropriate. The process identifies, filters, and repairs invalid payments or other exceptions.

4. Wells Fargo consolidates your receivables data from multiple sources into a single file, and then translates it into your specific format.

5. You receive a customized remittance file with correct account numbers and settlement. You apply credits to your customers’ accounts.

6. Wells Fargo processes a consolidated ACH credit to your deposit account.

2. Is this a proprietary bank product or an industry clearing mechanism? If it is proprietary, how are businesses making payments to the City enrolled? Receivables Manager and E-Box are both proprietary services.

The City provides notification to your vendors to let them know that the City is accepting payments via ACH. Wells Fargo Bank can partner with the City and your business partners to facilitate payments and payment information exchange via ACH in the CTX format.

For internet bill pay, Wells Fargo handles enrollment with the bill pay service providers (CheckFree, Metavante, RPPS, etc.) on behalf of the City. This allows the City to leverage our existing connection with the bill pay service providers and migrate the majority of your online bill payments to an electronic format, reducing the amount of paper checks that you receive. This process is seamless to your customers.

3. What remittance detail is available for payments made to the City? The Receivables Manager service receives all remittance information that your trading partners provide via CTX transmissions and consolidates that information in one file for you. The City has the ability to decide how that remittance information is delivered, either electronically or through our reporting services. Same-day and next-day reporting of both payments and remittance information is available online through the CEO Treasury Information Reporting service in various report formats, including PDF, HTML, Excel, and CSV.

4. If the City’s bank account information changes, how will payments be redirected to the new account? Will individual businesses have to be notified of the account change?
As the City’s current banking partner, we anticipate no changes to your bank account information. However, in the event that the City needs to change account number information, Wells Fargo will coordinate with the City to provide notification to electronic payers of new payment instructions. We will provide a template that the City can use to notify business partners of new banking information. Or if the City would prefer, we can submit the template to your business partners on your behalf. Wells Fargo is also happy to be the main point of contact for any of your business partners who require that their own customized form be completed and signed by the Bank.

Wells Fargo Bank, N.A. 39
J. Availability of Deposits

1. How does the bank determine and calculate availability of deposited items? The information below explains our approach to determining and calculating availability.  We determine and calculate availability of deposited items based on our optimal check clearing and collection process.
 We give immediate availability for on-us items, except for our controlled disbursement items (which are available on the following business day).  We calculate availability on an item-by-item basis according to the routing transit number on the check, the deposit location, and the time of day when you deposit the item.
 For customers depositing high volumes of checks and/or pre-encoded checks, we also evaluate the actual volume, type of processing required, the site where the items are deposited, and the times when deposits are made.
 Most of our customers use our standard accelerated availability schedule. We offer alternate availability schedules on a case-by case basis. We review our availability schedules annually.
 We will work with you to ensure you have the most appropriate availability schedule for your account, but we do find that our standard accelerated availability schedule accommodates most customers.

2. Does the bank give immediate availability for on-us items? Yes, on-us items receive immediate availability. On-us items are defined as checks drawn on Wells Fargo or Wachovia bank accounts, except for items drawn on our controlled disbursement endpoints (which are available on the following business day). Incoming ACH and incoming wires also receive immediate availability.

3. Does the bank calculate availability by item or by formula? We calculate availability on an item-by-item basis.

4. Provide a copy of the availability schedules the bank proposes to use for the City. Is this the best schedule offered to any customer? If not, quantify the difference and explain how the City may obtain the bank’s best availability schedule. Describe the extra charge, if any, for obtaining the bank’s best availability schedule.

We’ve attached availability schedules specific to your depositing locations and methods in this section. Based on the majority of your items posting on-us or local, the City is receiving most of your items either same day or one day.

Commercial / Commercial Checking / National Bank customers Wells Fargo Electronic DepositSM service
availability schedule
Treasury Management
All Wells Fargo electronic deposits made to a commercial or national bank account received before the published cutoff time of 9 p.m. Central Time receive collected funds in accordance with the following schedule:

Collected funds are stated in business days. Collected funds on checks drawn on banks in Federal Reserve areas closed in observance of a holiday are delayed one additional day.

For deposits made on Friday, all non-Wells Fargo checks will be available on the first business day of the following week (normally Monday).
*Excludes Wells Fargo Bank Controlled Disbursement checks. Wells Fargo Bank Controlled Disbursement checks receive collected funds the next business day.

This schedule is subject to change without notice.
wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-1813 10/10
1Fractional availability is applied to non-Wells Fargo items for anticipated delays in collection. The currrent fractional availability is 90 percent. This means 90 percent of the deposited amount of these items is available the next business day, with the remaining 10 percent available in two business days.

Collected funds
Wells Fargo Bank checks* Same day
U.S. government checks One day
All other checks
1 One day (fractional)

Commercial/Commercial Checking/National Bank customers
Unencoded check deposit availability schedule
Treasury Management
All unencoded checks deposited to a Commercial or National Bank account and received before the cutoff time posted in the store, cash vault, or any other department/office receive collected funds in accordance with the following schedule:

Collected funds are stated in business days. Collected funds on checks drawn on banks in Federal Reserve areas closed in observance of a holiday are delayed one additional day.

Wells Fargo will not process single deposits of $100 million or more. Such deposits will be returned to you unprocessed.

This schedule is subject to change without notice.
1Includes Wachovia Bank checks
wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2177 07/10
Collected funds
Wells Fargo Bank checks1 Same day
U.S. government checks One day
All other checks Two days

Wells Fargo Bank, N.A. 40
K. Controlled Disbursement

1. Describe the bank’s ability to provide controlled disbursement services.

The City currently uses our Van Wert, Ohio controlled disbursement endpoint. We operate this endpoint through our affiliate bank, Wells Fargo Bank Ohio, N.A., which is 100% owned and operated by Wells Fargo & Company. The Van Wert service offers you a variety of available technologies, such as image access and electronic reporting, to optimize your cash management activities. Additionally, it also includes our premier Perfect Presentment service. With this service:
 A summary of the day’s disbursement total is available to you by 7:00 a.m. PT. (Presentment times are at 6:00 a.m. and 7:00 a.m. PT, Monday through Friday, excluding Federal holidays.)
 You receive timely, complete information with the ability to accurately forecast your daily cash needs. Early summary information enables you to fund your account with the amount necessary to cover daily check clearing totals and avoid excess balances, so your money works harder for you.
 Our controlled disbursement service makes it easy to cash checks at our Wells Fargo stores. Controlled disbursement accounts are visible at the teller window for quick customer service and positive pay and payee validation help to ensure fraud protection on the City’s disbursement accounts. There are no fees applied at the teller line to cash these checks, since the City utilizes our payee validation service.  Your daily funding totals accurately match posting totals, and adjustments due to encoding errors are virtually eliminated. Perfect Presentment compares checks to your issued check file and our stop payment database prior to posting to your account. We identify and correct encoding errors and report only “true” exceptions to you.

Because Perfect Presentment runs in real time rather than at end-of-day, it can do in one day what other positive pay services can take three days to do.

Day Perfect Presentment Positive Pay Traditional Positive Pay DAY
1 Morning
• Checks are presented
• Stop payments are identified
• Positive Pay exceptions (unmatched checks)
are identified
• Matched items are reported in funding totals
• Operations scrubs items for encoding errors
and returns
Afternoon
• Exceptions are reported at 1:00 p.m. PT
• Begin pay and return decision process
Evening
• Only matched items are posted
Morning
• Checks are presented
• All items are reported in funding totals
Evening
• Bank identifies stop payment items
• All other checks are posted, including
encoding errors
• Positive Pay exceptions (unmatched
checks) are identified

Wells Fargo Bank, N.A. 41
Day Perfect Presentment Positive Pay Traditional Positive Pay DAY
2 • Complete pay and return decisions by noon
PT
• Items corrected by operations are posted
without customer intervention
• Exceptions are reported
• Pay and return decisions are made
• Encoding errors are reversed
• Corrected items are posted
DAY
3 • Day 1 exceptions that you have reviewed
and authorized to pay are reported in the
first presentment totals and posted to your
account
• Adjustments are reported

2. How many controlled disbursement sites do you operate? What site would you propose for the City of Anaheim?
We operate five controlled disbursement sites and we recommend our Van Wert, Ohio site to meet the needs of the City of Anaheim.

3. What are the average daily total dollars and total items presented to the bank’s proposed controlled disbursement site?
In September 2011, an average of $2.3 billion and 486,000 items were presented at our Van Wert endpoint every day.

4. At what time will the City be notified of presentment items? Specify 1st and 2nd presentment times.

Our controlled disbursement customers receive two notifications Monday through Friday, excluding Federal holidays. At our Van Wert endpoint, the first presentment is at 6:00 a.m. PT. The second presentment is at 7:00 a.m. PT.

5. What is the average percentage of the final presentment available at the 1st presentment time?
At the Van Wert endpoint, in September 2011, our customers received an average of

99.82% of items and 99.68% of dollars in the first presentment.

Wells Fargo Bank, N.A. 42
L. Positive Pay

1. Please describe the bank’s Positive Pay and Payee Positive Pay services and what is recommended for the City’s consideration. Please provide copies of sample reports.

Different departments may have different check volumes and information reporting requirements; so instead of trying to offer a one-size-fits-all solution, we offer two different image positive pay products.

Perfect Presentment Positive Pay Service. The Perfect Presentment Positive Pay service through our Van Wert controlled disbursement endpoint is our premier product.

In contrast to other positive pay services, the Perfect Presentment service is unique because we identify all stop payment items and positive pay exceptions, and we correct exceptions due to encoding errors— before they post to your account. Consequently, the daily funding totals that we report to you will always match your posting totals.

With our Perfect Presentment Positive Pay service, you receive same-day exception and images reporting by 1:00 p.m. PT. You then make your pay and return decisions by 12:00 p.m. PT the next day. This gives you almost 24 hours to make your pay and return decisions.

Positive Pay. Our traditional Positive Pay service for non-controlled disbursement accounts compares checks presented against your account to your issue files after the items post. With this service, we review all positive pay exceptions and reverse items that we can correct, such as encoding errors, and repost them on the following business day.

This feature saves you time and money because it means that we research and resolve the majority of your exception items for you.

With our traditional Positive Pay service, you receive next day exception reporting and images by 9:00 a.m. PT. You then make your pay and return decisions by 2:00 p.m. PT.

Please refer to the sample positive pay exception image provided on the following page.

Wells Fargo Bank, N.A. 43

Easily add approved exception items to your issue file
With either of our positive pay services, you use the CEO portal to review your positive pay exceptions and view an image of the exception, if necessary. Within this same application, there is an option for you to ‘Create Register’ if you would like to add the paid exception to your issue file for reconciliation purposes. This simple step helps keep your reconciliation effort more efficient.

Send issue files as often as you need throughout the day We accept issue files 24 hours a day, 7 days a week. If we receive your file prior to 8:00 p.m. PT, we process it and update your issue information before we update the system with checks presented for payment that night. This ensures that we have the most recent issue information to compare with presented checks.

Payee Validation
For customers like the City who use our Payee Validation service, our tellers ensure that the payee name on the presented check matches the payee name on the issue file before cash is paid out. If an item with an unmatched payee name is presented for encashment, it is identified prior to encashment, which helps to reduce fraudulent activity associated with payee alteration. The City is contacted to request further instructions about how you would like us to handle the unmatched item.

Wells Fargo Bank, N.A. 44

2. Describe any specified transmission methods required by the bank? We offer you two ways to send issue files to the bank: by electronic transmission using one of our secure protocols or by providing check issue information online through our CEO ARP Register Maintenance service. You can use the ARP Register Maintenance service to upload Excel-formatted files or to create manual issues.

Wells Fargo offers a variety of methods for transmitting and receiving financial data files.

We have provided details about each of our supported methods in the tables below, including the City’s currently utilized HTTPS protocol.

Internet protocols
Protocol Security and encryption
HTTPS with automation* Security:

ID in conjunction with digital certificate issued by Wells Fargo Encryption:
128-bit SSL session-level encryption; PGP encryption available for ACH, ARP, and BAI applications
HTTPS browser Security:

ID, password and RSA SecurID® fob; access through the CEO portal
Encryption:
128-bit SSL session-level encryption; PGP encryption available for all applications
FTP/S* Security:

ID in conjunction with digital certificate issued by Wells Fargo Encryption:
128-bit SSL session-level encryption; PGP encryption available for ACH, ARP, and BAI applications
SFTP* Security:

ID and password
Encryption:
128-bit Cypher SSH session-level encryption; PGP encryption available for ACH, ARP, and BAI applications
AS2 HTPPS Security:

ID in conjunction with digital certificate issued by Wells Fargo Encryption:
128-bit SSL session-level encryption; PGP encryption available for ACH, ARP, and BAI applications
*Bank-provided client software is available

3. What is the deadline for the transmission of check data or issuance information to the bank?
We accept issue files 24 hours a day, 7 days a week. If we receive your file prior to 8:00 p.m. PT, we process it and update your issue information before we update the system with checks presented for payment that night. This ensures that we have the most recent issue information to compare with presented checks. The same cut-off times apply whether you send your files by transmission or using our Internet-based ARP Register Maintenance service.

Wells Fargo Bank, N.A. 45

4. How frequently can transmission files be uploaded to the bank for the issuance of additional checks, and/or recently voided items? Is there a limit to the number of files per day?
Our ability to capture positive pay issue files in real-time— and provide that information to our bank tellers within minutes— distinguishes Wells Fargo from other banks. We capture your positive pay issue files every 15 minutes, from 6:00 a.m. through 8:00 p.m.

PT. Our bank tellers then have access to this information within 15 to 30 minutes after we capture the files. The result is that tellers have access to the most current positive pay information available, thereby providing you additional protection against check fraud.

There is no limit to the number of issue files that you can transmit in a single day.

5. Does the bank offer the ability to manually enter single check disbursements used during the day? Please describe.

Yes, City staff can send manual issues or deletes using our ARP Register Maintenance service, available through the CEO portal. The ARP Register Maintenance service gives you the ability to update your issue records 24 hours a day, 7 days a week.

6. How will the City be notified of exceptions or rejected items? What is the procedure and timeline for paying or returning exception items? Exception items are reported to the City through the CEO business portal. With Image Positive Pay, you can view and download images of your exception items, helping you make informed pay or no pay decisions. Our Event Messaging service can send the City an email, fax, or text message that you have positive pay exception items available for viewing. Our CEO Mobile
® service is also available to help you perform time-sensitive treasury management functions from wherever you are through your smart phone, including viewing positive pay images and submitting pay or return decisions.

With our Perfect Presentment Positive Pay service, you receive same-day exception and images reporting by 1:00 p.m. PT. You then make your pay and return decisions by 12:00 p.m. PT the next day. This gives you almost 24 hours to make your pay and return decisions.

With our traditional Positive Pay service, you receive next day exception reporting and images by 9:00 a.m. PT. You then make your pay and return decisions by 2:00 p.m. PT.

7. Does the bank provide online check imaging so that the City could review exception items electronically?
Yes, check images are fully integrated into all of our positive pay service options. Your staff uses the CEO portal or CEO Mobile service to access exception reports and view check images — and to submit pay and return decisions.

We have included a sample of our positive pay exception image viewer on the following page.

Wells Fargo Bank, N.A. 46

8. Will stale-dated checks be reported as exception items? With our Perfect Presentment Positive Pay service through our Van Wert controlled disbursement endpoint, we automatically return all stale-dated items without notifying you.

With our standard Positive Pay service, you can choose whether you want to view your stale-dated items. If you choose to view stale-dated items, we supply them online with your positive pay exceptions. You can then make pay or return decisions for each one. If you choose not to review your stale-dated items, we automatically return them.

As long as we have an issue record on file and you have enrolled in the stale date option, all checks on the account are subject to stale date review. If you cancel the original issue record for the stale-dated item, the check is not subject to stale date review, but instead is a positive pay exception presented to you for decisioning.

Wells Fargo Bank, N.A. 47

9. Is Teller Positive Pay available? How long does it take for check data and issuance information to be available to tellers?
Yes, Wells Fargo offers Teller Positive Pay. Integrated into all of our positive pay service options, Teller Positive Pay gives our tellers access to your positive pay check-register information, including check dollar amounts and serial numbers. With this system, our tellers use your register data to validate checks presented for encashment. Since the City uses our payee validation service, payee name information is also available for tellers to use when validating checks.

One thing that differentiates Wells Fargo from other banks is that we process your issue files throughout the day, almost as soon as we receive them from you. This ensures that our tellers always have the most current check issue information available. Our ability to capture positive pay issue files in real time — and provide that information to our bank tellers within minutes — distinguishes Wells Fargo from other banks.

We capture your positive pay issue files every 15 minutes, from 6:00 a.m. through 8:00 p.m. PT, seven days a week. Our bank tellers have access to your information within 15 to 30 minutes after we capture the files. Our tellers view the most current positive pay information available, which provides you with additional protection against check fraud.

Wells Fargo Bank, N.A. 48
M. Stop Payments

1. How are stop payment orders placed? Can stop payments be placed online? Wells Fargo gives you several ways to expedite stop payment orders:
 Over the Internet through our Commercial Electronic Office (CEO) portal.  Through electronic transmission by including the stop payment information in your ARP issue file
 Over the phone through your Client Services Officer
When you submit a stop payment order, before the order is accepted, our system automatically verifies the previous 180 days of paid check history to determine if the check has already been paid.

2. Are stop payment requests effective immediately? If not, how long does it take for a stop payment request to be effective?
Yes, your request is processed in real-time, and requires no manual intervention. You can make stop payment requests as late as 6:00 p.m. PT and still receive same-day posting.

3. How long will the stop payment remain in effect? Are there different term options?
Stop payments initially remain in effect for six months. After this period, the City may take advantage of our Stop Renewal service. Stop Renewal gives you the ability to extend stop payments for up to an additional six years (in 12-month increments), pre-determine a dollar threshold for automatic stop payment renewal, and limit the number of times a stop payment is automatically renewed.

You can also individually renew a stop payment on an as-needed basis through our online system.

4. Can stop payments be automatically renewed? If so, for how long? Is there an associated fee for each renewal?
Stop payments are effective for 6 months with an automatic 12-month renewal option.

The first auto-renewal is FREE. Stop payments may be extended for up to an additional six years (in 12-month increments) after the initial term for $1.00 per renewal.

Wells Fargo Bank, N.A. 49
N. Wire Transfer Processing

1. Describe the process of initiating wire transfers.

Details on each of our wire initiation service methods are included below.

Commercial Electronic Office (CEO) Wire Transfer service process flow Our CEO Wire Transfer service process requires two-factor, City user authentication.

Before they can initiate wires, users must log on to the CEO portal using a company ID, user ID, and password. Then an RSA SecurID token-generated pass code is required.

Once users have been authenticated, the system allows the initiation process for either repetitive wires or freeform wires to begin.

To initiate a repetitive wire, City users:
 Search for the appropriate template or select it from a dropdown list.  Enter the value date (which can be future-dated up to 60 days), the wire amount, and beneficiary information (if not already built into the template). High-volume wire customers can use a single screen to initiate repetitive wires from multiple templates.  Click the submit button. The system displays a confirmation, which can be printed for the City’s audit trail.
 If the template has been set up to require secondary approval, the wire is placed in the Pending Wires: Awaiting Verification queue.

To initiate a freeform wire, City users:
 Input all required wire transfer fields including credit currency, debit account number, value date, wire amount, beneficiary account and bank information, optional beneficiary and intermediary bank information, and originator’s reference data.  Search for financial institution information by name or reference number (Fedwire/RTN number or SWIFT address), and select and insert into appropriate fields within the template using our bank lookup tool.
 Click the submit button. The system displays a confirmation.  If the template has been set up to require secondary approval, the wire is placed in the Pending Wires: Awaiting Verification queue.

The City can set up approval levels for different wire types and accounts. Once the wire initiation process is complete, the approval process can begin. Authorized approvers log on to the CEO portal and enter SecurID pass codes to access the Wire Transfer service.

Wires requiring approval by a secondary party are displayed in the Pending Wires:

Awaiting Verification queue. This queue only displays wires initiated by other users and that the user has the authority to approve or reject. Pending wires in the Awaiting Verification queue display summary information including value date, template name for repetitive wires, debit account, wire amount, beneficiary name, and wire status (entered or initial verification). Approvers can approve and reject one or more wires from this summary list.

Wells Fargo Bank, N.A. 50
Before approving or rejecting a wire, approvers also have the option of reviewing full wire details.
 If the approver chooses the full detail review, he or she can modify the wire if he or she has been given the authority to do so.
 If the wire requires an additional verifier, it will remain in the Awaiting Verification queue with a status of Ver-1 after the first verifier approves it. Before a wire can be released, the second verifier, now the actual approver, would need to access all Ver-1 status wires and approve them.
 If a wire is rejected, it appears in the Awaiting Repair queue. The reject reason entered at the time the wire was rejected will be displayed in the full detail review. If the wire is subsequently repaired, it will be displayed in the Awaiting Verification queue for secondary approval.

After approval, if necessary, the Wire Transfer system automatically checks that there are adequate funds available in your debit account and that the transfer is not going to a country or beneficiary on the U.S. Treasury’s Office of Foreign Assets Control (OFAC) Specially Designated Nationals and Blocked Persons list. Wires are released immediately afterwards.

Payment Manager service wire transfer process flow
Our CPU-to-CPU Payment Manager® service allows you to send payables files in any ERP, treasury workstation, or accounts payable system proprietary format. We also accept files in standard formats.
 Wire initiation: Through our Payment Manager service, the City can initiate wires using one of our supported internet protocols.
 Wire approval: Customers that use both the Payment Manager service and the CEO portal can import Payment Manager wire transfer instructions directly into the CEO Wire Transfer service for secondary control and approval. The City can then use the CEO Wire Transfer service to review and approve or delete wires initiated using the Payment Manager service.
 Wire release: Unless the CEO portal import option has been selected, Wells Fargo considers any wires initiated and transmitted by the City using the Payment Manager service as ready for release. Our Wire Transfer system automatically checks that there are adequate funds available in your debit account and that the transfer is not going to a country or beneficiary on the U.S. Treasury’s Office of Foreign Assets Control (OFAC) Specially Designated Nationals and Blocked Persons list. Wires are released immediately afterwards.

Telephone wire transfer process flow
Our Telephone (voice) Wire Transfer allows the City to initiate all types of wire transfers by calling a single toll-free number and speaking directly with a wire operator. With built-in redundancy in our three Wire Transfer operations centers, an operator is always ready to take your calls.
 Wire initiation: City users must provide an account number and Wire PIN to our wire operator. The operator will then enter all initiation information and verify its accuracy with you before continuing the initiation process. Our system automatically verifies ABA numbers and SWIFT addresses before wires are sent.

Wells Fargo Bank, N.A. 51
 Wire approval: Wells Fargo offers optional secondary callback approval procedures to ensure the safety and accuracy of your wire transfers.  Wire release: After approval, if necessary, our Wire Transfer system automatically checks that there are adequate funds available in your debit account and that the transfer is not going to a country or beneficiary on the U.S. Treasury’s OFAC Specially Designated Nationals and Blocked Persons list. Wires are released immediately afterwards.

Automatic Standing Transfer process flow
 Repetitive wire initiation and approval: To streamline future initiations, you complete paper setup forms for your repetitive wire transfers and specify initiation dates. On your specified dates, we automatically initiate or drawdown your wire transfers. Once you have completed the forms, Wells Fargo requires no further intervention or approval from the City.
 Wire release: Our Wire Transfer system automatically checks that there are adequate funds available in your debit account and that the transfer is not going to a country or beneficiary on the U.S. Treasury’s OFAC Specially Designated Nationals and Blocked Persons list. Wires are released immediately afterwards.

2. Can wire transfers be initiated online? If so, please describe the system’s security features. Can varying degrees of authorization be set, such as multiple authorizers, maximum dollar amounts, etc.?
Yes, wire transfers can be initiated online. As part of the CEO portal, our CEO Wire Transfer service allows you to make same-day and future-dated domestic wires, international U.S. dollar wires, foreign exchange wires, drawdown requests, and book transfers. In addition, our CEO wire transfer service offers the City the following capabilities:
 Initiate and approve multiple wires from a single screen  Enter information into free-form wire screens for one-off wires  Create multiple use templates for recurring wires to save time, with the option to lock all template information fields except date and amount
 Add, modify, and delete templates
 File Upload Service uploads up to 200 freeform or templated wires at a time  Personalize each of your user’s profiles to control access to accounts and wire services  Specify dual approvals before wires can be sent
Security safeguards for wire initiation through the CEO portal are outlined below.  Required: Company ID, User ID, and Password for CEO portal login; RSA SecurID User PIN and pass code fob for access to the CEO Wire Transfer service; secondary authorization.
 Recommended: User wire limits, user account access limits.

Wells Fargo Bank, N.A. 52
You can give individual City users different levels of access to our wire transfer services by using our online user management tool. This tool lets you structure authorization controls at the account level to meet your specific needs and risk management requirements. Your master user/security administrator will manage security through the CEO service Self Administration module. You can choose to have different authorization levels by user, account, and wire type (book transfer, repetitive, drawdown, and freeform).

3. Does the bank offer its customers dual control release options (secondary approval levels) for electronically initiated transfers? If so, please describe.

Yes, we encourage dual control and secondary approval on all wires initiated via the CEO Wire Transfer service. The system can be set up to require one or two users to log on and approve the wire prior to the release of the transaction.

4. What is the cut-off time for same-day wire transfers? In the table below, we have listed the opening times and cutoff times — by transfer type — for same-day execution of initiated wires. The same times apply for all of our wire transfer initiation methods, including the internet, mobile service, file transmission, and telephone (voice) service.

Wire type Opening time (PT) Cutoff time (PT)
Fedwire intra-district 5:30 a.m. 2:30 p.m.

Fedwire inter-district 5:30 a.m. 2:30 p.m.

Drawdown request 5:30 a.m. 2:30 p.m.

International SWIFT 5:30 a.m. 2:30 p.m.

Federal tax payments 5:30 a.m. 1:00 p.m.

Book transfer/internal 5:30 a.m. 5:00 p.m.

Wells Fargo Bank, N.A. 53
O. ACH Processing

1. Describe the process for initiating ACH payments.

The City can select from several ACH transaction initiation methods, including our direct origination and Payment Manager services, and the internet.

With our direct origination services, you send us a NACHA-formatted file that contains the required ACH transaction information, such as routing and transit number, account number, dollar amount, and effective date.

Our Payment Manager service would allow you to send one file with multiple payment types and remittance information directly from your accounts payables system to Wells Fargo. We can accept almost any type of file format your system generates, whether it is proprietary or standard.

We also offer ACH Payments and International ACH Payments services over the internet through our CEO portal. These services allow the City to originate domestic and international ACH transactions without having to create your own NACHA-formatted files.

2. What ACH file transmission options are available?
Wells Fargo offers a variety of methods for transmitting and receiving financial data files.

We have provided details about each of our supported methods in the tables below.

Internet protocols
Protocol Security and encryption
HTTPS with automation* Security:

ID in conjunction with digital certificate issued by Wells Fargo Encryption:
128-bit SSL session-level encryption; PGP encryption available for ACH
HTTPS browser Security:

ID, password, and RSA SecurID fob; access through the CEO portal
Encryption:
128-bit SSL session-level encryption; PGP encryption available for ACH
FTP/S* Security:

ID in conjunction with digital certificate issued by Wells Fargo Encryption:
128-bit SSL session-level encryption; PGP encryption available for ACH
SFTP* Security:

ID and password
Encryption:
128-bit Cypher SSH session-level encryption; PGP encryption available for ACH

Wells Fargo Bank, N.A. 54
Protocol Security and encryption
AS2 HTPPS Security:

ID in conjunction with digital certificate issued by Wells Fargo Encryption:
128-bit SSL session-level encryption; PGP encryption available for ACH
*Bank-provided client software is available

3. Can 2 separate files be transferred on the same day? Yes, 2 separate files can be transferred on the same day.

4. What are the transmission deadlines for ACH files?
You may send files anytime, 7 days a week, 24 hours a day. Although a file may be sent at any time, for 1-day settlement, the file must be received by 6:00 p.m. PT the day prior to settlement. For 2-day settlement, transactions must be received by 9:00 p.m. PT for direct transmission and by 6:00 p.m. PT for CEO ACH Payments. For files transmitted with an effective date of a holiday or weekend, the transactions will automatically settle on the next business day.

Customer Input
Method
Cut-Off Time
One-Day Settlement Two-Day Settlement
Direct Transmission 6:00 p.m. PT for next day
settlement
9:00 p.m. PT for two-day
settlement
CEO ACH Payments 6:00 p.m. PT for next day
settlement
6:00 p.m. PT for two-day
settlement
Consolidated Payment
Manager file
5:30 p.m. PT for next day
settlement
5:30 p.m. PT for two-day
settlement

5. What is the earliest day and time that the files can be transmitted? Do you warehouse early file transmissions?
You can schedule future dated transactions up to 45 days before the settlement date. We automatically release the file on the specified date, generally one or two days prior to settlement.

6. Can ACH payments be initiated online? If so, please describe the system’s security features.

Yes, we offer the City two internet-based ACH origination options: the ACH Payments and International ACH Payments services, both available through our single sign-on CEO portal.

Wells Fargo Bank, N.A. 55
ACH Payments
Our ACH Payments service is the perfect fit if you want to originate ACH transactions without having to create your own NACHA-formatted files. Once you build a template based on the payment type, it is quick and easy to create ACH transactions and send them to Wells Fargo for processing.

Our ACH Payments service allows the City to choose the types of ACH transactions you want to initiate from our suite of service options. These include:
 Payroll and consumer debits and credits (PPD)
 Vendor payments (CCD)
 Federal and state tax payments (ACHTax)
 Cash concentration and disbursements (CCD)
 WEB- and TEL-initiated consumer debits
 Re-presented check entries (RCK)
 Corporate Trade Exchange (CTX)
 Child support payments (CCD+)
Each of the above service options functions independently.

Every NACHA Standard Entry Class Code, state and federal agency, and county requires a different ACH file format. Our ACH Payments service automatically converts each of your transactions to the correct file format. Formatting information resides on our system, where we maintain and keep it up-to-date for you.

The import option allows you to import account information for beneficiaries from systems such as payroll or accounting. With the export option, you can export ACH Payments templates, beneficiaries, and payment batches to update payables and receivables systems and offline files.

You can also access a mobile version of our online ACH approval capabilities through the CEO Mobile service. You can use a smart phone or mobile device* to quickly, easily, and securely approve domestic ACH templates and payments that require immediate attention.
*You can access the CEO Mobile service on any smart phone or mobile device that has a browser.

International ACH Payments
The International ACH Payments service on the CEO portal is our online origination channel for international payments. This service provides the ability to originate global electronic payments to 40 countries in North America, Asia-Pacific, and Europe.

With this service, you can initiate international transactions without having to create NACHA-formatted files. We automatically convert each of your transactions to the correct file format. You can choose to either create credit or debit (Canada only) transactions.

Wells Fargo Bank, N.A. 56
Online security
Our CEO portal requires multiple levels of user authentication to help prevent unauthorized access. We require that all users enter the following information to access our system:
 Company ID
 User ID
 Password
In order to access our online ACH services to initiate transactions, users must provide the following additional information:
 PIN
 One-time pass code generated by an RSA SecurID token
To further reduce your fraud risk, we require a second user’s approval to release ACH transactions or create new templates.

City administrator
You determine which ACH applications, accounts, and ACH company IDs are accessible through our single sign-on portal. You also identify the individuals at the City who act as the administrators for your system.

Your administrators:
 Create user IDs and passwords
 Control which users have access to your accounts and services  Set user access levels based on business need
Within each online ACH application, your administrators perform the following functions:
 Create users
 Add account access, payment types, and ACH company IDs  Add user payment transaction limits
 Add user entitlements such as the ability to create certain payment types, templates, and payments

7. What are the cut-off deadlines for ACH payments initiated online? ACH payments initiated online must be received by 6:00 p.m. PT the day prior to settlement for 1-day settlement or 2 days prior for 2-day settlement.

Wells Fargo Bank, N.A. 57

8. How and by what method are customers notified that a transmission was successful in order to validate the credit totals transmitted? How soon is this provided after transmission?
When you transmit your file to us, our system automatically confirms the receipt of your transmission, including the total items and total dollars. It also generates a transmittal register (CNote), which is available to you by email, transmission, or fax within 15 minutes of receipt of your transmission.

The following is a sample CNote using the email summary option.

9. What type of security measures are in place to ensure a secured website for direct deposit transmissions? Would this require a special software? For files transmitted through our secure internet protocols, we require either an ID, password, and RSA SecurID token passcode or and ID in conjunction with a digital certificate that we issue. All files are encrypted through either 128-bit SSL or SSH session-level encryption. PGP encryption is also available.

With HTTPS with automation, bank-provided client software is available.

10. How are returned and rejected ACH transactions handled? What information does the bank provide to assist in identifying returned and rejected ACH transmission? When is this information available? Our sophisticated ACH system includes advanced return processing options that dramatically speed and simplify the handling of ACH returned entries and notifications of change.

ACH returns
Our ACH system automatically matches each returned entry to the origination entry with a match rate of more than 99%. For transactions that the system does not automatically match to an origination entry, an ACH operator manually reviews the return and, where possible, matches it with the correct entry.

Wells Fargo Bank, N.A. 58
We can automatically redeposit ACH debits returned for nonsufficient or uncollected funds once or twice — depending on the option you select. You can also choose to have items redeposited based on a particular dollar range.

We can automatically dishonor duplicate returns, transaction code mismatches, and any inaccurate return that cannot be matched to an original entry. You determine your own timeframe for items that you consider tardy, within NACHA rules. We recommend an initial timeframe of three to five business days.

Notifications of change
The City can also use our optional notification of change updating process for your ACH transactions. With our Perfect NOC® service, we maintain a database of information from NOCs and make the necessary corrections to the transactions you originate before sending them through the ACH system.

When you originate an ACH debit, we compare the receiver’s routing or transit number and account number to our database and make any corrections based on previous NOCs sent to you or other Wells Fargo ACH originators.

When you originate an ACH credit, we make corrections based only on NOCs sent to you.

If you choose not to use this service, we will notify you of all NOCs through the reporting option you select. You are required to make the changes within six banking days of receiving the NOC or before initiating another entry to the receiver, whichever is later.

Reporting options
You can access return and notification of change information through our online reporting service, by file transmission, or by fax. With transmission, we send your original transaction with the return information, enabling you to automatically post any returns to your receivables system.

Our sophisticated ACH system allows us to be one of the only banks that can provide returned items and notifications of change to you on a same day basis. We distribute reports by transmission and through our CEO portal to customers by 7:00 a.m. PT on the day of posting. However, these reports are usually available even earlier, often by 5:00 a.m. PT. We distribute faxed reports by 10:00 a.m. PT.

Information provided
Regardless of the delivery method you choose, the return information we provide to you includes the following detail:
 Individual ID and name
 Effective date and descriptive date
 Receiving bank and account number
 Original entry description and return sequence number  Account (DDA or SAV) and transaction type (debit or credit)  Dollar amount
 Return reason and return description
 Original sequence number

Wells Fargo Bank, N.A. 59
 Correction (NOCs only)
 Comments (if applicable)

11. Is your bank planning to opt-in and participate in processing same-day ACH debits?
We will provide you with same-day availability of all on-us ACH debits. As one of the largest retail banking store networks in the United States, we anticipate that more than 10% of your work will receive same-day availability.

While we appreciate the Federal Reserve’s efforts to stimulate innovation in the ACH Network, due to the opt-in nature of their service, we do not feel that this service offers enough value to our customers and shareholders at this time. Therefore, we have no immediate plans to participate in their same-day service.

We are proponents of a same-day ACH service that requires participation from all financial institutions and allows certain types of same-day ACH credit transactions. We are actively engaged in dialogue on this topic with the ACH Operators, NACHA, and our peer banks in order to help drive further innovation through the industry. We will evaluate any new same-day services or ACH Rule changes as they are introduced.

12. Please describe your bank’s ability to block unauthorized ACH debits.

Our ACH Fraud Filter service offers you three options that you can use to protect your accounts.

Stop unauthorized transactions automatically
With the system’s stop option, we automatically return transactions that you have not pre-authorized, and we automatically process all ACH transactions that you have pre- authorized.

Review transactions and decide if you want them returned With the system’s review option, we notify you of all ACH transactions when they are presented. You then review those transactions and notify us if you want a transaction returned. When you tell us to return a transaction, we create a reversing adjustment and return the transaction as unauthorized.

You may preauthorize transactions to post to your account without review.

Monitor converted check entries
Our eCheck option helps you monitor converted check entries for business-sized checks that have an AUX on-us field in the MICR line. This service includes eCheck post and eCheck stop options for accounts receivable check (ARC), back office conversion (BOC), and point-of-purchase (POP) transactions.

The eCheck default option gives you the opportunity to see items that will post to your account, so you can decide to pay them or return them using the CEO Image Positive Pay service. The eCheck stop option automatically stops all items inadvertently converted before they post to your account.

Wells Fargo Bank, N.A. 60

13. If the bank provides ACH debit blocking, what level of filtering can be applied?
Initially, when we implemented the ACH Fraud Filter service, you identified recurring ACH entries that you have authorized to debit your account. Now you can use the CEO portal to create additional pre-authorizations, which are effective immediately. This provides an easy and quick way for your staff to authorize new transactions.

Additionally, the City has two options for setting dollar limits. The first option involves setting a predetermined dollar limit for transactions from all pre-authorized originators.

We’ll pay transactions under the predetermined dollar amount; and we’ll stop and report to you any transactions over the predetermined dollar amount.

The second option involves specifying a dollar threshold for each pre-authorized originator. If a transaction amount exceeds the limit you set for that particular vendor, we will either report or stop and return the transaction, depending on how your service is configured.

This approach protects you against transactions by unauthorized vendors, as well as unauthorized transactions from authorized vendors.

14. Does the bank offer ACH Positive Pay (ability to make pay / no pay decisions on unidentified ACH transactions)?
Yes, the City can choose the system’s review option and we will notify you of all ACH transactions when they are presented. You then review those transactions and notify us if you want a transaction returned. When you tell us to return a transaction, we create a reversing adjustment and return the transaction as unauthorized.

You may preauthorize transactions to post to your account without review.

15. Does the bank offer Universal Payment Identification Codes (ability to mask visible account numbers to reduce the risk of unauthorized direct debits)? Wells Fargo has developed a service similar to UPIC, but with some additional features that UPIC doesn’t offer. Our Perfect Receivables
® service provides you with the ability to
assign a unique account number for each payment originator/sender, which enables accurate payment transaction identification 100% of the time.

An account numbering system developed by Wells Fargo — the Wells Fargo Payment Identification Code — uses a 17-digit number to deliver accurate payor information for each ACH debit or credit posting to your receivables account. You have the flexibility to embed invoice or customer numbers into the Wells Fargo Payment Identification Code.

UPIC does not provide the capability to identify individual transactions, and is available for ACH credits only.

You can also use the same Wells Fargo Payment Identification Code for wires that you use for ACH. UPIC is available for ACH only.

16. Does the bank offer any disaster recovery solutions that can aid in processing payroll if the City is unable to transmit data to the bank? We work closely with our customers on a case-by-case basis to determine the best method for delivering an ACH file to the bank in a disaster situation.

Wells Fargo Bank, N.A. 61
The City can send us an Excel file via secure email, use the CEO ACH Payments functionality that can be accessed remotely, or work with our Client Services department to send out cashier’s checks and/or wires.

It is possible for customers to pre-date specific file(s) for a maximum of 45 days (although Wells Fargo would open the file immediately, payroll would not be processed until the specific date indicated, within the 45-day window). For example, pre-dating of files in this manner would allow you to send a file ahead of time in anticipation of a disaster that is expected to occur.

Additional backup payroll procedures would be determined on a case-by-case basis, dependent on the specific scope of the disaster, estimated time of interruption, unique needs of impacted customers, and other factors.

Wells Fargo Bank, N.A. 62
P. Intra-Bank Account Transfers

1. Describe the process of initiating an intra-bank account transfer.

The easiest way to move funds is by using a Zero Balance Account or Target Balance Account arrangement. But for those other occasional transfers, the easiest and most cost effective way to manually move funds between accounts is with our CEO ACH Payments product or with book transfers through the CEO wire module. You may establish repetitive codes for these transfers and initiate them online via our CEO portal. This simplifies the transaction since you then do not have to enter the account numbers each time a transfer is initiated.

2. Does the bank offer its customers dual control release options (secondary approval levels) for electronically initiated transfers? If so, please describe.

Yes, CEO ACH Payments and CEO Wire Transfer allow for dual control payment initiation. Initiators cannot approve their own transaction. Dual control settings are managed by the City.

3. What is the cut-off time for same-day intra-bank account transfers? The cut-off time for same-day intra-bank account transfers initiated through the CEO ACH Payments service is 4:00 p.m. PT and by book transfers through the wire transfer system is 5:00 p.m. PT.

Wells Fargo Bank, N.A. 63
Q. State Activity / LAIF
The City and the Redevelopment Agency transact State of California Local Agency Investment Fund (LAIF) transfers periodically, and receive State electronic payments.

1. Is the bank an approved State of California depository? Yes, Wells Fargo is a qualified depository for public funds, pursuant to California Government Code Section 53648.

2. Please describe the LAIF transfer process. Can transfers be done by telephone, e-mail/fax, wire transfer, etc.?
LAIF transfers are handled as follows:
 Funds Transfer to LAIF: The City contacts the State of California LAIF office to advise of a funds transfer. A LAIF representative will provide a transfer confirmation number. The deadline is 10:00 a.m. PT. You may initiate the funds transfer electronically via wire or instructions may be telephoned, faxed, or emailed to the Government Banking group for repetitive transfers.
 Funds Transfer from LAIF: The City contacts the State of California LAIF office to request a withdrawal. The deadline is 10:00 a.m. PT. The funds will be transferred into your Wells Fargo account via wire transfer the same day.

3. What is the charge per transfer to LAIF? From LAIF?
Transferring to LAIF may be handled two ways. If processed through our Government Banking group, a book transfer charge of $2.00 would apply. If the City chooses to transfer funds via wire, an outgoing wire charge of $6.00 applies. For all monies coming from LAIF, an incoming wire charge of $4.00 applies.

4. Does the bank have an office in Sacramento that maintains a direct DDA banking relationship with the State Treasurer’s Office and the State Controller’s Office?
Yes. Please see details below on our Same-Day Banking and Sacramento Lockbox services.

Same-Day Banking
Wells Fargo participates in the State Controller’s “same-day banking” program. The State Controller’s office sends Wells Fargo a daily fax identifying state agencies that participate in the program and public agencies with Wells Fargo accounts who are receiving payments. The fax also identifies the payment amount, which we credit on a same day basis to the applicable accounts. Payment information is received in the morning and accounts are credited with funds that are available that same day.

Wells Fargo Bank, N.A. 64
Sacramento Lockbox Service
Our Sacramento Lockbox service is a customized remittance service specifically designed for our government clients receiving State warrants from the State Controller’s Office.

Our State warrant processing service offers the following advantages:
 Reduced Mail Float. A representative of the Sacramento lockbox collects State warrants daily at the Office of the State Controller (at 3:30 p.m. for the following day’s work) and/or via PO Box (no later than 8:15 a.m., with all mail processed the same day). Our early morning pick-up ensures that all received mail is processed immediately.
 Accurate Processing. Stringent processing standards are consistently met for accuracy, prompt mail pickup and sorting, and timely depositing and reporting.

Remittance information and warrants are scanned and electronically provided via email attachment to your office.
 Superior Availability. We present your State warrants directly to the State Treasurer’s Office for same day availability. State warrant totals are electronically deposited to your account.
 Timely Remittance Reporting. Remittance detail and deposit totals are reported by 9:00 a.m. PT.

State Warrant Processing is offered in conjunction with our Sacramento vendor, Check Processor’s Inc. (CPI). Our development of this service reaffirms our continuing commitment to provide focused product enhancements supporting our public agency clients.

Wells Fargo Bank, N.A. 65
R. Implementation Plan and Costs
The City requires a smooth and low-cost transition to a new bank or to enhanced services with its existing bank.

1. Please describe the bank’s plan to implement the proposed services and to ensure a smooth, error-free conversion.

As a current, highly valued client of Wells Fargo Bank, the City would not have to undergo a lengthy conversion process to retain our services. The City would be able to continue on with an experienced team already in place that knows your processes and operational requirements.

We welcome the opportunity to review and refine your service mix to maximize operational efficiencies. Patty Hatch, your treasury management sales consultant, would be happy to perform an on-site Business Process Review. The Business Process Review pinpoints opportunities to streamline processes, mitigate risk, and improve working capital. The Business Process Review would examine your current systems, work flows, financial controls, and staff assignments— without disrupting your daily operations. The City will be provided with actionable short- and long-term strategies and solutions tailored specifically to your business.

We already conducted a comprehensive review of your collection processing with our ethnography team. We sent dedicated team members who met with City staff members and performed an on-site review of your collection processes. Ethnography helps us understand your business operations and workflows. Our ethnography team spent two days at the City’s site, interviewing managers and observing employees performing tasks related to various collection methods. The team analyzed the information gathered to identify ways that the City could streamline operations and create efficiencies. We provided a formal presentation to you, explaining each of our recommendations. (Please refer to the sample included in this section.)
We strongly believe that the City could also benefit from a study of your disbursement processes. We feel that ethnography clearly differentiates Wells Fargo as a thought leader and solutions provider. An ethnography study is a clear commitment to our partnership and would be offered to the City again at no cost.

New or Enhanced Services
You will be provided with a dedicated implementation specialist from our government team to lead your project for any new services chosen. Regular weekly implementation meetings would be scheduled. We will provide a detailed timeline and updated account structure to ensure that all tasks are being monitored and are on track to meet your target start date. An agenda, timeline, and account structure are provided via email prior to every implementation meeting.

The implementation process includes the following milestones:
 Wells Fargo Kick Off Meeting: Assigned resources develop a project plan based on detailed discussions of the team. Presumptions, issues, and questions are documented for further discussion.

Wells Fargo Bank, N.A. 66
 City Kick Off Meeting: Formal project kick off meeting is scheduled to resolve outstanding presumptions, issues, and questions. Attendees include resources from our systems, other internal bank resources, and our counterparts from the City.

Milestones, tasks, and dates of the project are also discussed. A weekly Project Team meeting will be scheduled for the duration of the project.  Application Development: The City builds any necessary transmission files, etc.

Wells Fargo Implementation builds City services on our product platforms.  Transmission Testing: Testing is completed with the City’s participation and approval on input and output file formats. City sign-off is required to move transmission services into the production environment.
 City Training: Wells Fargo conducts initial product training sessions to ensure City staff members fully understand how to use their new banking services. Training will be conducted on-site at each City location, and sometimes via telephone, as deemed appropriate by the complexity of the service.
 Go Live: We will work with the City to monitor your first transmissions, deposit postings, etc to ensure service quality and ensure that services are meeting your needs.

This initial monitoring phase also ensures that problems are quickly identified and corrective action begins.
 Transition from Implementation to Client Services for Ongoing Support:

We ensure that your Client Services Officer, Erica Becerra, understands your account structure and new services. If necessary, further training will be provided regarding the City’s processing requirements. Contact information is re-verified and distributed throughout Wells Fargo and the City.

Our customized approach and our team’s broad implementation experience guarantees that the City’s implementation of any new services will be a success.

A sample draft implementation timeline is included in this section for new services that the City may choose to implement. We have also included an account structure in this section.

2. Please detail all costs associated with the conversion of all the new services.

As the City’s current banking services provider, there would be no cost involved in retaining our services.

3. What size conversion allowance will the bank provide to the City? Please state a specific dollar amount. The City’s check supplier is Safe Checks, Inc. and the City requires that at least a one-year’s supply of deposit slips, with unique location identifiers, and checks are provided at no cost. Separate check stock, with unique numbering sequences, is used by each of the five (5) departments that write checks (accounts payable, payroll, utility refunds, risk management / workers compensation, and the homeless prevention rental assistance program.) In addition, check stock is needed for the four (4) separate accounts used by the Convention Center, Anaheim Housing Authority, Metro Cities Fire Authority, and Orange County-City Hazardous Material Emergency Response Authority.

In recognition of our long-standing relationship with the City, we are pleased to offer you a $10,000 analysis credit toward the implementation of any new or enhanced services.

Wells Fargo Bank, N.A. 67

4. Indicate the bank’s plans for educating and training City employees in the use of your firm’s systems. Will the bank provide on-site training for City personnel for all of the services needed?
We anticipate that there will be very little training required, since the City will be using the same solutions that are currently utilized. However, we will work with the City to customize our implementation and training process to provide whatever amount and level of training you feel is necessary.

Listed below are several of the training options available to the City:
 On-Site Training: This will be the primary training method used during your initial training phase. Our implementation team will work with the City to develop and deliver a customized program that focuses on how to use your new services, navigate through our Internet portal, and make the most of your electronic banking system. We can also include the discussion of various cash management topics in the training sessions, as you require.
 Instructor-led programs over the Internet: These training sessions are sometimes called “webinars.” During these learning sessions, your staff will dial into a conference call and also follow an interactive Internet presentation. Attendees may ask questions of the instructor, find solutions to their unique issues, and interact with other users.
 Online tutorials: These on-demand, pre-recorded training modules are available on the CEO Internet portal. This type of training offers flexibility, so your staff can complete training whenever it is most convenient for them. Online tutorials are especially useful for training new hires or individuals learning a new job. These audio/ visual recordings are available 24 hours a day, 7 days a week.  Customer Service: Although we provide many online training tools, our goal is to always provide superior customer service and add a personal touch to our training.

Your dedicated Client Service Officer, Erica Becerra, will always be available to walk you through CEO and answer questions regarding usage of your new banking services.

5. Please provide a contact list of local government clients (preferably in California) that have transitioned from another bank to your bank.

Please see the contact information provided below for six of our largest conversions. We have also included a listing of other clients that have successfully transitioned their banking services to Wells Fargo.

Name of Customer Los Angeles Department of Water and Power Contact Name Nancy Swan, CTP
Title Disbursement Manager
Telephone Number (213) 614-3129

Name of Customer County of San Diego
Contact Name Dan McAllister
Title Treasurer-Tax Collector
Telephone Number (619) 531-5231

Wells Fargo Bank, N.A. 68

Name of Customer City of Los Angeles
Contact Name Clariza Mullins
Title Director of Debt and Cash Management
Telephone Number (213) 978-1733

Name of Customer San Diego Unified School District
Contact Name Susan Freedman
Title Fiscal Control Supervisor
Telephone Number (619) 725-7672

Name of Customer County of Orange / Orange County Department of Education Contact Name Rosanne DeVera
Title Assistant Cash Manager
Telephone Number (714) 834-4170

Name of Customer City of Orange
Contact Name Josephine Chan
Title Investment Officer
Telephone Number (714) 744-2236

Wells Fargo also is proud to provide primary banking services to the following California agencies that converted their banking services to Wells Fargo Bank:

Primary Banking Services Provided to the Following California Clients Contra Costa County City of Oakland
County of Lake City of Oakley
County of Merced City of Orange
County of Napa City of Pico Rivera
County of Orange City of Redding
County of Placer City of San Jose
County of Sacramento Azusa Pacific University
County of San Diego Cal State University – all campuses County of Solano Chapman University/Brandman Online University County of Ventura Los Angeles County Fair Association
City of Anaheim Mira Costa Community College
City of Azusa Palomar Community College
City of Berkeley San Diego Unified Port District
City of Huntington Park San Diego Unified School District City of Norco Yorba Linda Water District
City of Norwalk
City of AnaheimCity of Anaheim
Wholesale EthnographyWholesale Ethnography
Enhancing the Customer Experience
October 2009
October 2009
Presentation Agenda
 Engagement Goal
 Collection Receipts (Client Facing): Collection Receipts (Client Facing):

Teller, Mail, Drop Box, Walk-Up, Utilities
 Collection Receipts (Non-Client Facing):

Call Center, Receivables Processing (RP)
 Treasury
 Disbursements Disbursements
 Summary
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
1 Engagement Goals
To review current practices, and technologies used by the City of Anaheim with the purpose of identifying enhancements that reflect industry best practices in the collection and receipt of revenues. © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
2 Client Facing Value Stream
Collections – Client Facing
1 Traffic
4 4
Client Facing Value Stream
Business License ,Transient Occupancy Tax,
Building, Planning, Public Works, Traffic, Utilities
Public
Works
Deposit Prep
for Public
Works
2nd
Floor
11 2 3
Building 54
1 Utilities
TOT
3 2
4 4
l
1 Opportunities
Bus Lic
Planning
/Zoning
Di t P f
1st
Floor
3 1. Maximize  availability

2. Remote Site  Solution

3. E ‐Payment Solution, Check‐In‐List
4 5
3 Sylvia Frias
Mgr
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
3 Deposit Prep for
Building,
Planning

4. Consolidate,  standardize deposits

5. Evaluate  Petty Cash Limits
Collections - Teller

CURRENT STATE
Teller
Cash/Check
Receipts
Building
DAY 2 DAYS 3,4
CURRENT STATE
Business
License/TOTUtilities
EnergyTraffic
Funds available
Teller Cash/Check Receipts
Observations
PlanningPublic Works
Funds available…
 Various channels of payments – The Collection area receives payments in the form of:  cash, check, check by phone, credit/debit from Public Works, Traffic, Business License, Transient Occupancy Tax (TOT), Building, Planning, Utilities Group by 8:30 am daily.
 Maximizing availability? 1. Customer receipts are posted “same day”, but does not get posted to the bank account © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
4 until 2‐4 days later, 2. Cash receipts are picked up at 2:30pm daily via courier (Sectran) Collections – Mail
Business License / TOT Incoming Mail
Mail
Cash Receipts
Business License / TOT Incoming Mail
Process Workflow
Observations
1 hour (low) –3 ‐4 hours (average, high)
Observations
Incoming Checks via Mail
 Business License ‐ Check payments are received via mail, and over‐the‐counter.  Payments are posted to Tidemark, balanced, and for arded across the street to Collections to be posted in AMSforwarded across the street to Collections to be posted in AMS.  Transient Occupancy Tax (TOT) Checks – When large TOT payments are received (e.g. $400K), payments are immediately walked across the street for processing.  Smaller payments are held for batching and posted by Collections later in the day. Prescreen of TOT receipts; 15% exceptions, math errors, wrong address.  It takes  an estimated, 1‐4 hours daily based on volume to screen. © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
5 Collections – Mail
FUTURE STATE  ‐ SHORT TERM (ST)
Mail
Cash Receipts  Rd i dl

BENEFITS
p
 Reduces processing delays
related to mail hold over
 Provides instant availability
of funds without the wait
time
Business License, TOT,  Planning,
Public Works Incoming
Checks via Mail
time
 Eliminates additional steps
of  walking to Collections for
processing, imaging
 Reduction in transportation
Opportunities
 Reduction in transportation
expenses
Desktop Deposit, ACH accelerates availability
 Consider Desktop Deposit within the Business License, TOT, Planning, Building and Public Works area to eliminate unnecessary float time, and improve availability (ST); Centralize and accept receipt of TOT payments at Teller Collections area (MT) –C o n t a c t : Patty Hatch, TMSC, 213.614.5766m, [email protected] © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
6  Leverage ACH with the largest customers (e.g. Hotels – Hilton, Marriott remitting monthly payments related to TOT).

Customers opting for ACH can reduce the probability of being assessed a 10% penalty fees.

Collections – Drop Box
Drop Box
Cash Receipts
Observations
Drop Box Cash Receipts
OpportunitiesOpportunities
Drop Box Cash Receipts
 Multiple cash receipt processing with Building, Planning, Public Works Receipts ‐ On a daily basis, Manager, Sylvia Frias, and Clerks, Yolanda Terriquez, and Nicole Sanchez process incoming checks for the Building, Planning and Public Works Departments in Tidemark. Deposits are collected from the respective department  Consider consolidating deposit process for all groups by designating one manager to handle balancing for
all departments.
 Increase limit to reduce trips, and evaluate
drop boxes, and processed by 8:30am daily.  Deposits are then couriered over to Collections by 10:30am to be verified and posted in AMS.  Petty Cash Limits ‐ Yolanda Terriquez  spends nearly 20 minutes each day to replenish daily  petty cash box limits of $40, (Building), and $100 (Planning).  Each time she has to replenish cash, a manual form is completed, and a security guard is standard/appropriate limits.
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
7 prompted to handle dual custody of cash.

Collections - Utilities
ISTA
Utilities
Cash Receipts
ISTA
Check Payment Remittance
1 – Account #XXX ‐ $10.00
2 ‐ Account #XXX ‐ $10.00
3 ‐ Account #XXX ‐ $5.00
4 ‐ Account #XXX ‐ $15.00
$
ISTA 456
To: City of Anaheim
Attn: Utilities Customer
Service
5 ‐ Account #XXX ‐ $8.00
6 ‐ Account #XXX ‐ $5.00
7 ‐ Account #XXX ‐ $4.00
8 ‐ Account #XXX ‐ $6.00
9 ‐ Account #XXX ‐ $11.00
10 ‐ Account #XXX ‐ $6.50
11 ‐ Account #XXX ‐ $10.00
12 At #XXX $8 00
Sept 7, 2009
Pay to the order of:  City of Anaheim  $204.00
Two Hundred and Four Dollars and no cents
Bob Smithville
President
ObservationsObservations
12 ‐ Account #XXX ‐ $8.00
13 ‐ Account #XXX ‐ $4.50
14 ‐ Account #XXX ‐ $15.00
15 ‐ Account #XXX ‐ $10.00
16 ‐ Account #XXX ‐ $12.00
17 ‐ Account #XXX ‐ $7.00
18 ‐ Account #XXX ‐ $18.00
19 Account #XXX $20 00
President12555050000        5556856951232
ObservationsObservations
Utility Cash Receipts
 Utility Payments – Customers have the option to remit payments by cash, check, web; credit/debit.  All payments (other than cash) are processed by the Utility Customer Service Desk through Tidemark, and then walked over to Collections to be posted in AMS. 19 ‐ Account #XXX ‐ $20.00
20 ‐ Account #XXX ‐ $19.00
CHECK TOTAL:  $204.00
 Payments remitted via FedEx – The Utilities Customer Service area receives daily FedEx payments from Ista on behalf of Archstone for multiple utility payments, and walked over to the Collections department for processing.  Ex:  Ista, $204 payment for 20 accounts.  Cash Payments – All cash payments are directed to the Collections area for payment.  Note:  This is the only secured area within City of Anaheim
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
8  Limited payment locations – Other than payment remittance via mail, web; credit/debit, there is a need for remote payment sites.

In one day, Collections receives nearly XXX cash payments.

Collections - Utilities
Utility
Cash Receipts
Opportunities
Over 250 gas, water,
electric & telecom
utility clients across
the US
Offering multiple
payment models to
the utility industry
i
Utility Cash Receipts
 Centralize payments…  Encourage customers remitting check‐in‐list/FedEx to remit payments via ACH directly to Collections instead of Utilities Customer Service (ST)
R ii t Wl l F lk b t bf i t li (MT LT) Ct t Pt t
since 1998 Re‐visit  Wells Fargo lockbox cost benefit analysis (MT‐LT) – Contact: Patty Hatch, TMSC, 213.614.5766  [email protected]
 Offer multiple cash payment locations for non‐bankable customers by considering Western Union for utility payments.  As City of Anaheim changes from bi‐monthly to monthly invoicing, this will alleviate the foot traffic in the Cl l t i d id lt ti f t th t tl t Cit f
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
9 Collections area, and provide alternatives for customers that travel to City of Anaheim to make a payment (LT) ‐ Contact:  Randy Vyskocil, 800.252.9638, ext [email protected].

Collections – Walk-Up

BUILDING
Walk-Up
Cash Receipts PLANNING
LOBBY
BUS LIC/TOT
ObservationsObservations OpportunitiesOpportunities
Available
terminals
Walk-Up Cash Receipts
 BEST IN CLASS:  “EXCELLENT CUSTOMER SERVICE”
 Levering existing channels? Customers wait in a queue to issue di l i i O ildi li
pppp
Leverage Lobby Terminals
 When  system interface capabilities with front‐end, back‐end development is available, encourage waiting customers to k li d l li i h
payments directly to Business License, TOT, Building, Planning.

There are computer terminals that have the City of Anaheim electronic payment site available, but infrequently used.  The Building area experienced a staff reduction by 3 FTE.  Because of the reduction, they are often backed up and Supervisor, Margaret make electronic payments, and complete applications at the lobby terminals.  The  Public Works triage clerk can direct or assist customers with the City of Anaheim e‐payment site to avoid waiting in the queue for faster service. This will alleviate the bottlenecks at the department counters, and promote © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
10 , y p p, g
Furtado, will manually review plans, key‐in applications, accept payments for permits, etc.
“Anaheim Anytime” with instant access.

Collections Value Stream (Non Client-Facing)
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
11 Collections
Suzette Areyan,
Collections Supervisor
O t itiO t itiOb ti
Bf i tOpportunitiesOpportunities
 Ethnography has identified an
individual to work directly with
Suzette and City of Anaheim
Observations
 Corporate clients generally pay
the City of Anaheim via check
S h d i
Benefits
 Eliminate mail and processing float
from the receivables process
Ci f Ah i i bl iiSuzette and City of Anaheim
corporate clients for a smooth
transition to ACH
 Suzette has started testing a
migration to ACH with Kaiser
but has hit some formatting
problems
 City of Anaheim is able to maximize
working capital; optimize use of cash
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
12 Collections – Call Center
Jeremy Brown,
Customer Svc Rep
Customer Svc Rep
Observations
 Jeremy regularly toggles between applications; we observed 8 y gy gg pp ;
toggles to complete a transaction of less than a few minutes  Call Net emails require considerable modifications to subject line in order to file/archive (time & toggles)
 Consider providing Call Center staff dual monitors for OpportunitiesOpportunities Benefits
 Provide a higher level of customer service by eliminating increased efficiency
 Redesign process with Call Net so that the following
information is included in subject: client name, customer id, location id
redundant tasks and repetitive movements – more time
dedicated to customers
 Reduce likelihood of repetitive motion injuries to
employees
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
13 Collections – Receivables Processing (RP)
Converting checks to images and reducing float…
 Consider leveraging the RP
machine to eliminate the
hk di d dl i
ObservationsObservations
 Checks received by Collections are
encoded on day of arrival by the RP
hi d ld i th lt
Benefits
 Reduced costs –c o u r i e r not required
for checks
OpportunitiesOpportunities
check encoding and delivery
process; instead use Wells
Fargo Electronic Deposit and
provide the bank a daily file of
check images and data
machine and placed in the vault
overnight for courier pickup on the
following day at approximately
2:30pm
 Inter‐department receipts arrive
 Reduced processing float by 1 day –
daily cutoff of 7pm PT for file
transmission
 Improved collections and decreased
chargebacksgInter department receipts arrive
with an average of 1 day processing
float, followed by 2nd day at
Collections
 Note: Billing cycle change from bi‐
chargebacks
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
14 monthly to monthly has potential to
significantly increase volumes
Collections – Receivables Processing (RP)
Reduce Dummy Coupons…
ObservationsObservations
Ako Murphy,
Sr. Collections Specialist
Reduce Dummy Coupons…
 Tellers print a dummy coupon when check is presented
without coupon
 The dummy coupon process takes Ako Murphy
 Eliminate the need for dummy coupons by enhancing the approximately 1 to 1.5 hrs per day
OpportunitiesOpportunities
y p y g
RP software to recognize routing and account numbers
Benefits
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
15  Teller efficiency increases by 1 hour per day; by 4 tellers is equal to 20 hrs per week
Treasury
ObservationsObservations
 Julia completes the Daily Control Sheet by printing the WF Prior Julia Davis,
Treasury Accountant
Day Composite, manually manipulating the data and keying to Excel
 Julia must also manually deduct reversals from the daily Paid Check Report
 Manual posting of GL entries from Excel takes 2hrs per day OpportunitiesOpportunities
 Leverage CEO functionality by downloading reports in Excel format and integrating directly to the Daily Control Sheet  Modify Paid Check Report settings to eliminate reversal entries  Evaluate CEO Workstation for automated GL postings
 Evaluate CEO Workstation for automated GL postings
Benefits
 Increases efficiencies and streamlines processes
Commercial Electronic Office®
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
p
16 Treasury
Lenette Ball,Lenette Ball,
Assistant Treasurer
id dl d f O
ObservationsObservations
Dl d f WF d k
Benefits
Si ifi l l hh
OpportunitiesOpportunities
 Consider download of CEO reports
in Excel format for interface to
daily positioning worksheet
 Consider Event Messaging for
 Download of WF reports and key
data to Excel
 Views intra‐day reporting for
receipts
 Significantly lowers costs through ACH
identification of intraday receipts
 Migrate payables from check to
ACH
 Team was informed that only
Treasury remits with ACH /Wires;
Account Payables issues all
checks
ACH Cost
$.65
Check
Outsourcing
$1.00
Cost to issue check
in‐house $6.00
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
in house $6.00
Note:  Cost per check based on Wells
Fargo client  surveys of internal
customer check production
17 Disbursements
E-Payment Solution E Payment Solution

CHECK VS ACH
CHECK VS. ACH
ACH
Number of Checks Currently Issued Annually 52,500*
Number of Checks Currently Issued Annually 52,500
Cost Per Check $6.00**
Annual Check Cost $315,000
ACH Cost $0.65
*Note:  The number of checks issued annually was extracted from the  Wells Fargo Aug 09’ Account Analysis Report © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
18 f y f g g y p
**Cost Per Check represents an internal bank average cost for invoice review, post, check stock and print cost without the reconciliation process
Summary
Road Map
Recommendations Timeframe
Collections Receipts (Client Facing)
k i
Road Map
Desktop DepositS T
Leverage ACH with largest customers  ST
Consolidate deposit process MT ‐LT
Re‐evaluate existing petty cash limits  ST
Revisit Wells Fargo lockbox cost benefit STg
Centralize payments MT
Western Union remote payment site MT
Leverage lobby terminals ST  ‐ MT
Collection Receipts (Non‐Client Facing)
ACH transition ST
Dual monitors ST
Redesign process with Call Net MT
Leverage RP machine to eliminate check encoding MT
Eliminate dummy coupons ST  ‐ MTy p
Treasury
Leverage CEO functionality, report download ST
Consider Event Messaging ST
Disbursements
© 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
19 Migrate payables from check to ACH / E‐Payment Solution ST Review Team Contacts
Imee Wilson 415.371.4851
Project Manager, Team Lead [email protected] Ed Perez, CTP, VP 415.312.8035
Project Manager [email protected]
Paul Hyson, SVP 704-715-3014
Manager Wholesale Ethnography [email protected]
Customer Satisfaction Survey Coming SoonCusto e S a tsa c to S u e yC o gS o o © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
20 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
21 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
22 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
23 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
24 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
25 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
26 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
27 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
28 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
29 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
30 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
31 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
32 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
33 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
34 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
35 © 2009 Wells Fargo Bank, N.A. All rights reserved. Confidential.

Developing RELATIONSHIPS. Providing SOLUTIONS.®
36

Wells Fargo
City
Joint
Sample Draft Implementation Timeline - City of Anaheim
Task Responsibility Week 1 Week 2 Week 3 Week 4 Week 5 Week 6 Week 7 Account Numbers Assigned Wells Fargo
Image File Import
Information gathered Wells Fargo / City
Provide File Layout Specification Wells Fargo
Create Image File Import test file City
Transmission Testing Wells Fargo / City
Finalize Image File Import setup Wells Fargo
* The implementation time can be shorter (or longer), depending on transmission testing.

CEO Workstation
Information gathered Wells Fargo / City
Set up accounts Wells Fargo/City
Training Wells Fargo / City
CEO Mobile
Download CEO Mobile Application to Smart Phone City
Input required information for access City
Electronic Commerce Services - Payment Manager & AP Control Information gathered Wells Fargo / City
Provide sample file and layout specifications City
Resource team assigned Wells Fargo
Transmission Testing Wells Fargo / City
Finalize Setup Wells Fargo
* The implementation time can be shorter (or longer), depending on transmission testing and programming complexity.

Master Account
4100-055599

with Payment Authorization of $0.00, Deposit
Adjustment Notices, ACH Delete/
Reverse/Inquiry, CEO ACH Fraud Filter
Review, CEO Cash Vault Inquiry, CEO
Previous and Intraday Reports, Return Item
Image, Previous Day Return Item Detail
Report, Stops-Images-Search & Online Bank
Statement

CEO Event Messaging
CEO Account Analysis
Branch, Cash Vault, Cash Letter
and Credit Card Deposits
CEO Change Orders
Incoming and Outgoing Wires,
Book Transfers, LAIF Transfers
Direct Deposit of Payroll
Via transmission
Incoming/Outgoing
CEO ACH Payments
for Vendor Payments
Location Dept.
001 City of Anaheim
002 Anaheim Police Dept.
004 Convention Center Box Office
005 Convention Center Acctng
006 Convention Center Pkng
008 Stadium Accounting

$$
$$
$$ $$
Wells Fargo Electronic Deposits
RPM #: 215290579
Hogan #: 3014194
CEO ID: ANAHE05
TIN: 956000666
$$
E-Box Receivables Manager
with CEO E-Box Decisioning $$
City of Anaheim
Utilities Subaccount
4944-245588

With E-Box Receivables Manager, CEO E-
Box Decisioning, Credit Card Deposits,
ACH Direct Origination (UBP),
Return/NOC Transmission File, CEO ACH
Return/NOC Report, CEO ACH Fraud
Filter Review, Intraday Report, EDI
Payment Detail Report & Stops-Images-
Search
subaccount
City of Anaheim
ACH TOT Remittances
4945-143352

with CEO ACH Fraud Filter Stop, Intraday
Report, ACH Receive Report & Stops-
Images-Search

City of Anaheim
Receivables Manager Subaccount
4945-192969

with E-Box Receivables Manager, CEO
ACH Fraud Filter Stop, Intraday Report &
Stops-Images-Search
subaccount subaccount
City of Anaheim Account Structure
City of Anaheim
Convention Center Settlement
4100-055623

with Full ARP, Image Positive Pay, Payee
Validation, ARP File Confirm via Event Message,
WellsImage, ARP Register Maintenance, CEO
ACH Fraud Filter Stop, Stops-Images-Search &
Online Bank & ARP Statement and Reports
City of Anaheim
9600-043302

with CEO ACH Fraud Filter Stop, Full ARP, Image
Positive Pay, Payee Validation, ARP File Confirm
via Event Message, Monthly Outstanding Items,
Voids & Cancels, Stop Payments, and Paid
Checks ARP Reports, WellsImage, ARP Register
Maintenance, CD Summary Report, Stops-
Images-Search & Online ARP Statement and
Reports (PDF and Excel)
City of Anaheim General Account
4100-055615

with CEO ACH Fraud Filter Stop, Full ARP, Image
Positive Pay, Payee Validation, ARP File Confirm
via Event Message, Monthly Outstanding Items,
Voids & Cancels, Stop Payments, and Paid
Checks ARP Reports, WellsImage, ARP Register
Maintenance, Previous Day Report, Stops-
Images-Search & Online Bank & ARP Statement
and Reports (PDF and Excel)
City of Anaheim
HUD 108 Loan Repayment Account
4100-073394

with Payment Authorization of $0.00, CEO ACH
Fraud Filter Stop, CEO Express Balance Report,
CEO Wires & Book Transfers, Stops-Images-
Search & Online Bank Statement
City of Anaheim
HUD 108 Guaranteed Loan Funds
4100-073402

with Payment Authorization of $0.00, CEO ACH
Fraud Filter Stop, CEO Wires, CEO Express
Balance Report, Stops-Images-Search & Online
Bank Statement
City of Anaheim
Disney Utility Account
4100-159383

with Payment Authorization of $0.00, CEO ACH
Fraud Filter Stop, CEO Express Balance Report,
Stops-Images-Search & Online Bank Statement
ZBA Accounts
City of Anaheim
RDA Account
NEW

with Payment Authorization of $0.00, CEO ACH
Fraud Filter Stop, CEO Previous Day Report,
Stops-Images-Search & Online Bank Statement

Master Account
4100-055599

with Payment Authorization of $0.00, Deposit
Adjustment Notices, ACH Delete/
Reverse/Inquiry, CEO ACH Fraud Filter Review,
CEO Cash Vault Inquiry, CEO Previous and
Intraday Reports, Return Item Image, Previous
Day Return Item Detail Report, Stops-Images-
Search & Online Bank Statement

CEO Event Messaging
CEO Account Analysis
Metro Cities Fire Authority
4100-073436
TIN: 330712561
Key Account

with Branch & ATM Deposits, Incoming Wires,
LAIF Transfers, Full Account Reconciliation,
Image Positive Pay, Payee Validation, ARP
File Confirm via Event Message, WellsImage,
ARP Register Maintenance, CEO ACH Fraud
Filter Stop, Express Balance Report, Checks
Returned, CEO Wires and Book Transfers,
Stops-Images-Search & Online Bank & ARP
Statement and Reports
Orange County-City Hazardous Material
Emergency Response Authority
4100-073444
TIN: 330414166

with Checks Paid, Branch & ATM Deposits,
CEO Book Transfers, Wires and LAIF Transfers,
CEO ACH Fraud Filter Stop, Express Balance
Report, Stops-Images-Search & Online Bank
Statement
City of Anaheim
Supplemental Law Enforcement
4100-073451
TIN: 956000666

with Checks Paid, Branch & ATM Deposits,
WellsImage, CEO ACH Fraud Filter Stop,
Express Balance Report, CEO Wires and Book
Transfers, Stops-Images-Search & Online Bank
Statement
Separate Relationship
City of Anaheim
Police Department
4122-018237

with Payment Authorization of $0.00, CEO
ACH Fraud Filter Stop, Incoming ACH
Transactions, Express Balance Report, Stops-
Images-Search & Online Bank Statement
Separate Relationship
RPM #: 215455958
Hogan #: 3014194
CEO ID: ANAHE05
TIN: 956000666 RPM #: 215292468
Hogan #: 3014194
CEO ID: ANAHE05
TIN: 330712561

Wells Fargo Bank, N.A. 69
S. Statements, Documents and Reconciliations

1. How soon after the cut-off date are the following items ready? Online By Mail
Bank Statements 1 day 3 days
CD-ROMs n/a 9 days
Partial Reconciliation Information 1 day 2 days
Full Reconciliation Information 4 days 4 days
Positive Pay Information 4 days 4 days

2. Describe the process of locating a cancelled check on CD-ROMs. What types of indexing capabilities are available to locate checks from prior months? With our WellsImage service, you can access digital images of your paid checks on CD- ROM or DVD. CD-ROMs hold up to 30,000 images (front and back) and DVDs hold up to 120,000. They can be delivered on a weekly, monthly, or fiscal calendar basis (up to 45 days between cycles) and are available 9 business days after cycle cutoff.

You can archive and view data and images using our WellsImage software. The service offers multiple search and sorting options to significantly reduce the time spent finding a specific item— search and sort by amount, date posted, check number, bank reference number, and issue date. You can even save your searches for future use.

3. Are electronic images stored on the bank’s online reporting system? If so, how does the bank charge for these services (per item viewed / per item loaded)? Is there a difference in price for deposited items versus disbursement items?
Our Stops-Images-Search service streamlines the process for viewing check information online. Through the CEO portal, your staff can retrieve online images of paid and deposited paper items. Images of items retrieved through the CEO Stops-Images-Search service are charged per item viewed at the same price.

4. How long are electronic images for deposited and disbursement items stored on the reporting system and available for customer access? Images of deposited and disbursement items are stored online and available for seven years.

5. Please describe how reconciliation data is transmitted to the City.

The City receives transmissions of account reconciliation statements and reports, including Paid Checks and Stop Payments, which you can use to automate your reconciliation process. Wells Fargo has a standard flat file layout for transmission of account reconciliation data.

Wells Fargo Bank, N.A. 70
T. Balance Reporting
The City currently accesses daily balance reporting information through Windows- based personal computers, both in the office and at our homes.

1. Please describe the bank’s online information reporting system and the types of reports that are available. Include sample reports that would be the best example of the system’s capabilities.

Wells Fargo provides access to the following previous day reports through CEO Treasury Information Reporting:
 Previous Day Composite. Comprehensive previous-day balance, transaction summary, and transaction detail information for all your Wells Fargo accounts, including sweep accounts and multicurrency accounts. In addition, this report can contain account balance and transaction detail on your accounts that you would like reported from other banks in the U.S. and around the world.  Sweep Account Position. Complete sweep account information, including investment positions for the next day and end-of-day, previous-day investment balance, previous-day dividends earned, month-to-date dividend accruals, and total book value of cash for the next day. The report includes Line of Credit information.  Previous Day Returned Item Detail. Detailed information on checks returned unpaid by the maker’s bank due to non-sufficient funds or stopped payment.  ACH Customer Activity. Complete access to all ACH activity on your account including domestic and international transactions, including settlement information, adjustment detail, and a summary of your return activity by account.  Express Balance. Snapshot of previous-day balance information for your accounts, with an option to include sweep accounts, including balances, total available funds, and summaries of total debits and credits for each account.  Month-To-Date Balance: Daily summary of account balances, aggregate float, and total transactions posted to your accounts for the month-to-date, prior month, or a specific date range.
 Multi-bank Status. Wells Fargo is able to report balance and transaction detail from other non-Wells Fargo bank accounts you own domestically and throughout the world.

This report displays if each bank’s information has been yet received and if so, at what time it arrived.
 DDA Cycled Statement. An electronic statement of DDA (checking) activity, available the next business day after your statement cycle cutoff, so you don’t have to wait for statements to arrive in the mail.
 Account Reconciliation (ARP) Statements and Reports. Full and partial ARP statements and reports available promptly after statement/report cycle cutoffs, eliminating the need to wait for reports to arrive in the mail.

We also provide the following intraday reports through the system:
 Intraday Composite. Shows balance, summary, and detailed transaction information, updated on a real-time basis throughout the day.

Wells Fargo Bank, N.A. 71
 Intraday Position. Shows the aggregate of balances and summary of intraday transactions of all selected accounts.
 Wire Transfer Detail. Shows comprehensive current-day memo-posted detail for all outgoing and incoming wires, grouped by type: book transfers, domestic wires, and international wires.
 ACH Origination. Provides summary information by ACH Customer ID for ACH files submitted for processing, detailed on transactions accepted or rejected, C-Notes (file confirmations), pre-edit rejects, and end-of-day rejects.  ACH Receive. Details all received ACH transactions that will post to your account at the end of the current day.
 ACH Return/NOC. Details information by ACH customer ID for all ACH returns.  EDI Payment Detail. Provides ACH and EDI payment data and EDI remittance information.
 Controlled Disbursement Summary. Shows a summary of the current day’s presentment totals and adjustment activity.
 Controlled Disbursement Detail. Provides controlled disbursement transaction detail and location subtotals for each account selected.  Lockbox Availability. Offers summary-level information for lockbox deposits, including float, on an intraday basis.
 Lockbox Detail. Provides remitter information about received payments within a lockbox deposit.
 Intraday Returned Item Detail. Offers detailed information on checks that will be charged back to a customer’s account for reasons such as non-sufficient funds or stopped payment.
 Cash Letter. Details funds availability information on pre-encoded check deposits.  Deposit Detail. Lists all electronically made deposits.  E-Box. Allows you to review and post payments that originate through an online bill pay service.

Please refer to the sample reports included in this section.

2. How will the City access the reporting system? Is this available through the internet?
The Commercial Electronic Office (CEO) portal provides the City with internet- accessible account information and a wide range of financial services from a single sign- on.

Through the CEO Treasury Information Reporting service, you can view, print, and download intraday and previous business day account information for your accounts.

This application supports download of reports, as needed, into your accounting, treasury workstation, or spreadsheet applications. Download and viewing options include BAI, Comma Separated Variable (CSV), Excel, HTML, and PDF.

Wells Fargo Bank, N.A. 72
We offer our Direct BAI file transfer service for automated transmissions of account information. It supports the BAI V2 format, the industry standard for treasury workstation software. With this service, we provide one daily transmission of previous day information, which can include controlled disbursement summary and detail information. Intraday file transmissions can be sent to you as frequently as you require, on the schedule of your choosing.

3. Can the bank limit access to the bank’s online system to known City and selected other IP addresses?
The CEO Self Administration tool enables City administrators to segregate user authority by function according to the specific needs of the City. The City determines who can access protected resources and which resources are available for access.

Access is not controlled through IP address, but rather CEO portal users are authenticated as described below. The CEO portal uses two levels of authentication:
 Authentication using a Company ID, User ID, and password.  Strong or two-factor authentication using an RSA SecurID token: CEO services such as wire transfer, ACH, or Foreign Exchange are examples of services that require strong authentication. Users of these services must possess an RSA SecurID token and enter a passcode, which is combination of a PIN, created by the user upon first access and a six digit number which is, at that time being displayed on their token. This token code is randomly changed every 60 seconds.

4. Are there any limits on the number of the City users that could have access to the bank’s online website? (Approximately 25 employees have online access to the current system.) What levels of authorization (i.e. accounts viewed, transaction capabilities, etc.) can be permitted or turned off for individual users?
No, there are not any limits on the number of City users that could have access to the bank’s online system.

CEO Self Administration allows your organization to structure authorization controls and perform administrative functions to meet your specific needs and risk management requirements. This easy to use service allows your administrators to:
 Add new users or give users access to Self Administration to share administrative responsibilities.
 Group users by assigned administrators to select groups and limit access to accounts and profiles within that group for better control.
 Reset passwords.
 Delete or disable former employees or those who are on leave or vacation.  Add user profiles and restrict access to CEO portal services.  Establish standard dual controls requiring specified transactions/functions to be reviewed and approved by a second administrator before transaction can be executed.

You can also set up forced dual controls for all tasks performed through the Self Administration service.

Wells Fargo Bank, N.A. 73
 Run management reports showing current CEO portal user access levels and 90 days of administration activity history.
 Set up multiple users with similar access controls at the same time  Reassign an RSA SecurID fob to another user.

The City can use CEO Self Administration to limit individual user’s account access and transactional capabilities, including dollar limits.

5. What current day (intra-day) information is available through the reporting system?
Current day reporting that is available is described in Question T.1 above.

We update intraday information approximately every 15 minutes throughout the day.

Transactions that post to your accounts throughout the day are reported via intraday reporting within minutes or seconds of their posting. We also update current ledger and available balances on a real-time basis. The exact times will depend on the specific transaction.

6. Are there differences in information available for current day and previous day reporting? If yes, please describe.

Traditional paper items such as cash vault, ATM, and store channel deposits post overnight along with your own paid checks. These items will typically not post to intraday reporting. Intraday reporting options offer specific reports for different types of transactions, such as controlled disbursement summary and detail, lockbox, wires, or ACH, whereas previous day reporting will post all transactions on one report.

7. Does the bank’s deposit reporting system report electronic transactions (i.e.

ACH, wire, etc.) as well as paper documents?
Yes, our deposit reporting system reports electronic transactions as well as paper documents.

8. What time (assuming Controlled Disbursement is not used) will the bank be able to report the total amount of the day’s check disbursements to the City? Available through CEO Treasury Information Reporting, we offer previous day reports that detail transaction types that post to your accounts, including paid checks. The Previous Day Composite report provides comprehensive previous-day balance, transaction summary, and transaction detail information and is available to review at 4:00 a.m. PT, Tuesday-Friday, and 6:00 a.m. PT on Saturday.

Paid check files for partial reconciliation and reconciled check files for full reconciliation are available for you to retrieve at 6:00 a.m. PT.

9. Can electronic reports be custom-tailored for the end user? Is there an additional charge?
Yes. It’s important that the City have access to the kind of account information you need in the order you need it. With the CEO Treasury Information Reporting service, you can create up to 100 customized report templates for immediate access every time you log on.

Wells Fargo Bank, N.A. 74
Our Receivables Manager service offers automated files in ANSI x12 transaction sets as well as the ability to create a customized format.

10. How many business days of balance history are stored on the reporting system for previous day reporting? If there are differences in information available for current day and previous day reporting, how many business days of balance history are stored on the reporting system for current day reporting?
Our online information reporting service provides access to seven calendar days of history as a standard part of its service. We also offer extended storage of transaction history for 30, 60, or 90 calendar days for current day reports, and 30, 60, 90, or 120 days for previous day reports.

Previous Day reports include:

Previous Day Composite. This report offers a complete
view of previous day information, including balances,
transaction summaries, images for each check transaction, and transaction details for your bank accounts.

Express Balance. This report gives you a quick snapshot of your previous day account balance information. See the balance data for each account, the total funds available, and a summary total of the debits and credits posted to your account.

Month-to-Date. This report provides a daily summary of
account balances, aggregate fl oat, and total transactions posted to each of your accounts for the month to date,
prior month, or for a specifi c date range.

Multibank Status. This report lets you know when all
of your bank accounts—including non-Wells Fargo and
international accounts—have previous day information
available for you to review.

Sweep Account Position. For our Stagecoach Sweep®* cash management service, customers who choose money market
funds as their investment option, this report shows the investment balance for the prior day and allows you to track month-to-date dividend accruals. You can calculate your dividends earned on the previous day, the total book value of your cash, and your investment position for the next day.

Customizable options. Treasury Information Reporting
allows you to:
• Access information from the CEO homepage through
CEO report panels.
• Tailor the reports to include only the accounts you
wish to see.
• Choose the data fi elds you want and the order you want them to appear when you download reports in CSV
or Microsoft® Excel formats.
• Combine information from your accounts at other banks to get a complete look at your fi nancial picture. Incoming data exchange transmission sends intraday and previous
day account balance and/or transaction detail activity to Wells Fargo from participating fi nancial institutions.
• Select the details you want to see. Use a range of fi lter options to select a number of variables, including balance type, transaction criteria, transaction amount, and
reference number on the Previous Day Composite report.
• Use the optional expanded wire feature to view and
print full transaction details, originator to benefi ciary information, bank intermediary information, benefi ciary information, and audit information for originated wires when you view reports in HTML and PDF formats.
• Choose a reporting period by selecting either the
previous processing day or any processing day within the last week, or enter beginning and ending dates.
• Save your customization options. Treasury Information Reporting lets each user in your company save up to
100 customized report templates.

Technical specifi cations:
• View the reports in HTML or PDF formats.
• Download the reports in BAI V2, comma-delimited
(CSV), or Microsoft® Excel formats.
• Data retention: Standard storage—seven days; extended optional storage—30, 60, 90, or 120 days.
continued on reverse side
Treasury Information Reporting
Previous Day reports
Treasury Management
Helping you make more educated decisions and reconcile accounts quickly and easily by providing comprehensive reporting on the treasury activity for your Wells Fargo, non-Wells Fargo, and international bank accounts
Treasury Information Reporting offers a variety of previous day reports to help you determine your cash position. Delivered online through the Commercial Electronic Office® (CEO®) portal, the Previous Day reports provide convenient, customizable access to the transaction details you need to know. Extensive customization features allow you to create reports that fit your exact business requirements. wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2007 - 09/10
*Investment Products: Not FDIC insured – no bank guarantee – may lose value

Previous Day reports (continued)
Note: It is recommended that you subscribe to 90-day extended storage for the Month-to-Date Balance report.

For more information on Treasury Information Reporting, contact your Wells Fargo treasury management representative or visit www.wellsfargo.com/com.
wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2007 - 09/10
The Balances
section contains
all the balances
for each account.

This information
also appears on
the TIR Express
Balance report.

Transaction
details include
posting date,
BAI code and
description,
amount, bank
ID, fl oat, and any
text about the
transaction.

Debit check
transactions
have links to
check images.

A
B
Treasury Information Reporting
Intraday reports include:

Cash Letter Detail. This report lists up-to-date float
information for each deposit—how much is available
immediately, in one day, or in two or more days. It also delivers detailed funds availability information on
preencoded check deposits.

Intraday Composite. This report provides a comprehensive picture of current day—or not yet posted—information,
including balances, transaction summaries, and transaction details for each account.

You can access a mobile version of the report through your smartphone or PDA at https:/ /ceomobile.wf.com. You can monitor key account and transaction information when
you’re away from your desk at meetings, in airports, across town, or around the globe.

Intraday Position. This report collects current day—or not yet posted—balance, debit, and credit information for all the accounts you select. The report summarizes the activity of all types of transactions, including ACH, cash letter, investments, lockbox, wire transfer, and other debits and credits.

Customizable options. Treasury Information Reporting
allows you to:
• Access information from the CEO home page through
CEO report panels.
• Tailor a report to include accounts you wish
to see.
• Choose the data fields you want and the order you want them to appear when you download reports in CSV
or Excel formats.
• Combine information from your accounts at other banks to get a complete look at your financial picture. Incoming Data Exchange sends intraday and previous day account
balance and transaction detail activity to Wells Fargo
from participating financial institutions.
• Save your customization options. Treasury Information Reporting lets each user in your company save up to 100 customized report templates.
• View a current picture of your overall cash position. • Reconcile your accounts. Reports include reference
numbers, descriptions, and transaction codes for detail items to make reconciling easier.

Treasury Information Reporting technical
specifications:
• View the reports in HTML or PDF formats.
• Download the Intraday Composite and Cash Letter
reports in BAI V2, CSV, or Excel formats.
• Data retention: Standard storage is seven days. Optional extended storage is available for 30, 60, or 90 days.
continued on reverse side
Treasury Information Reporting
Intraday reports
Treasury Management
Providing you timely notification of transactions that impact your bottom line Treasury Information Reporting offers a variety of intraday reports to help you make timely business decisions. Whether you need to know when a deposit hit your account or when a check is going to clear, you can determine your cash position whenever you need to, because the information is updated throughout the day. Delivered online through our Commercial Electronic Office® (CEO®) portal, our intraday reports provide you convenient, customizable access to your transaction details. Choose the reports and extensive customization features to create a reporting package that fits your exact business requirements. wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

WIS-1033 - 06/11

Intraday reports (continued)
For more information on Treasury Information Reporting, contact your Wells Fargo treasury management representative or visit www.wellsfargo.com/com.
wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

WIS-1033 - 06/11

Wire Transfer Detail report offers:

Current, accurate information. Account information
is updated continuously throughout the day, ensuring up-to- date information regardless of when you access the reports.

This report is often your first notice that you’ve received an incoming wire transfer.

Reduced risk of fraud. Wire transfers tend to be large-value transactions posing a serious risk of fraud. Run this report as often as necessary to see your funds transfer activity as soon as possible.

Validation of internal records. You can use the Wire Transfer Detail report to validate your internal records of outgoing wires as well as to verify that the bank processed all wires that day.

Proactive notification. When you sign up for the Event
Messaging service, we will notify you by email, text message, or fax when your Wire Transfer Detail report is ready to view.

Flexible delivery. The Wire Transfer Detail report is available through the CEO portal to view, print, or download in BAI V2, CSV, or Excel formats.

A host of customization options. Tailor your report to
meet your business requirements:
• Select only the banks and accounts you want to see.

Highlight the accounts you want, or, if you have a long list of accounts, use the filter feature to narrow the list.
• Choose a reporting period. Choose either the current
business day, any business day within the last week,
or enter custom beginning and ending dates. You can also enter a time range to see only those transactions within a specific time period.
• Define the report content. Include debits or credits, full transaction details, or subtotals. Or, select by a wire dollar amount or a range of dollar amounts.
• View “Transactions Since Last Reported.” This useful
feature allows you to view only those transactions that have been reported since your last report retrieval—
helping to streamline your processes and save money.
• Control how much detail you see. Add details to your
report, such as full text details associated with the wire, subtotals, or a summary of your customization selections. • Choose the data fields you want. When you download
the report in CSV or Excel format, you can select the data fields you need and the order in which you want them
to appear.
• Save your customization options. After you tailor your reports to meet your business needs, you can save and
reuse them. Each user in your company can save up to
100 customized report templates. You can also easily
modify, rename, and delete report templates as your
business needs change.

Technical specifications:
• View the report in HTML or PDF formats.
• Download the report in BAI V2, CSV,
or Excel formats.
• Data retention: Standard storage—seven days;
extended optional storage—30, 60, or 90 days.
continued on reverse side
Treasury Information Reporting
Wire Transfer Detail report
Treasury Management
Giving you comprehensive, current-day detail of all funds transfers The Wire Transfer Detail report is a quick and efficient way to keep track of all your outgoing and incoming funds transfers. This report shows a comprehensive, current-day (not yet posted) detail of all outgoing and incoming funds transfers, conveniently grouped by type: book transfers, Federal Reserve domestic wires, and international wires, including SWIFT and CHIPS. The Wire Transfer Detail report is available whenever and wherever you need it through the Treasury Information Reporting service, the cash management and treasury services component of the Wells Fargo Commercial Electronic Office® (CEO®) portal. wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2164 - 05/11

Wire Transfer Detail report (continued)
For more information on the Wire Transfer Detail report, contact your Wells Fargo treasury management representative or visit www.wellsfargo.com/com.
wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2164 - 05/11

Originated ACH transaction reports include:

ACH Origination. With this report, you can investigate
ACH-originated transactions and confirm that the ACH
transactions were processed. You can also view a list
of ACH files, see detailed information about accepted
or rejected transactions, and verify the origination of a particular transaction.

ACH Customer Activity. This report shows how ACH
activity is affecting your settlement account. Your account information is updated by 5:00 a.m. CT each business day, so you can confirm that files and delete or reversal requests were received and processed. This report also matches
adjustment activity to your bank statement, and provides both a summary of all ACH settlement activity and a
summary of returned items and notifications of change
(NOCs).

ACH Return/NOC. This report provides detailed
information on all returned ACH transactions. It
automatically matches your returned items to the original transactions. You can view a settlement summary or full details about each return, including transaction detail for ACH returns both inside and outside the U.S., contested or corrected dishonored returns, NOCs, dishonored returns, redeposits, and refused NOCs.

Customizable options. Treasury Information Reporting
allows you to:
• Quickly and easily access information from the CEO
portal home page through CEO report panels.
• Choose a reporting period by selecting either the current processing day or any processing day within the last
week, or by entering beginning and ending dates.
• Tailor the report to include only the information you want to see.
• Choose the data fields you want and the order you want them to appear when you download reports in CSV or
Excel formats.
• Save your customization options. Each company user can save up to 100 customized report templates. You can also easily modify, rename, or delete report templates as your business needs change.

Technical specifications:
• View the reports in HTML or PDF formats.
• Download the ACH Origination and ACH Return/NOC
reports in BAI V2, CSV, or Excel formats.
• Retrieve all reports for seven days. Optional extended storage is available for 30, 60, or 90 days for the ACH Origination and ACH Return/NOC reports, and 30, 60,
90, or 120 days for the ACH Customer Activity report.

continued on reverse side
Treasury Information Reporting
Originated ACH transaction reports
Treasury Management
Helping you with financial decision making by providing timely ACH transaction reporting on your settlement accounts
The Wells Fargo Treasury Information Reporting service offers a variety of ACH reports—with many customizable features—to meet your payment transaction status needs. Whether you need the status of your ACH-originated transactions, a complete listing of activity affecting your settlement account, or information about originated transactions that were returned, we have the report to meet your ACH transaction needs.

ACH reports are available online when you need them, from your desktop or laptop, by logging on to our Commercial Electronic Office® (CEO®) portal.
wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2022 - 03/11

Originated ACH transaction reports (continued)
For more information on T reasury Information Reporting, contact your Wells Fargo treasury management representative or visit www.wellsfargo.com/com.
wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2022 - 03/11

Treasury Information Report
https://wellsoffice.wellsfargo.com/ceo_public/product_demos/treasury_information/reports/report_ach_return.html[10/26/2011 5:27:32 PM] 06/14/20XX 03:03 PM ET
CUSTOMER ID: WELLS
OPERATOR ID: HENRY
HENRY WELLS, INC.

ACH Return/NOC Report
As of 06/14/20XX
Commercial Electronic Office ® Treasury Information Reporting

File ID: GDIZ000001 Name: WIDGETS INC.

Company ID: 1111111111
Settlement Summary

Settlement Bank: 073000228 Company: WIDGETS INC.

Settlement Account: 12345

Returned Items:
(Includes Redeposited and Dishonored Totals below.)
Account 12345 will be debited 240.87 on 06/14/20XX

Transaction Detail
Returns
Individual ID Eff Date Receiving RDFI/Acct No Acct Type Amount Reason Cd/Desc Name Desc Date Co Entry Desc/Retn Trace # Tran Type Original Trace No 111111111111 06/14/20XX 092901191/1000000001 SAV 136.88 R03/NO ACCOUNT JOHN WELLS 010101 MPS PAYMNT/092901190054001 DB 091000010608911 Comments:

222222222222 06/14/20XX 092905278/10000000002 SAV 103.99 R03/NO ACCOUNT MARY WELLS 010101 MPS PAYMNT/091000011988982 DB 091000010608970 Comments:

Notifications of Change
Individual ID Eff Date Receiving RDFI/Acct No Acct Type Amount Reason Cd/Desc Name Desc Date Co Entry Desc/Retn Trace # Tran Type Original Trace No 333333333333 06/14/20XX 292970854/3000000000001 SAV .00 C06/ACCOUNT NO TONY WELLS 010101 MPS PAYMNT/292970850042001 DB 091000010608966 Correction: Account should be 30000000001
Addenda: 091000010608966 2929708530000000001

444444444444 06/14/20XX 292970854/900000001 SAV .00 C06/ACCOUNT NO JUDY WELLS 010101 MPS PAYMNT/292970850051001 DB 091000010608991 Correction: Account should be 9000000002
Addenda: 091000010608991 292970859000000002

555555555555 06/14/20XX 292970854/0900000005 SAV .00 C06/ACCOUNT NO ACME CORP 010101 MPS PAYMNT/292970850052001 DB 091000010609021 Correction: Account should be 00900000005
Addenda: 091000010609021 2929708500900000005

666666666666 06/14/20XX 292970854/0900000005 SAV .00 C06/ACCOUNT NO ACME INC 010101 MPS PAYMNT/292970850053001 DB 091000010609022 Treasury Information Report
https://wellsoffice.wellsfargo.com/ceo_public/product_demos/treasury_information/reports/report_ach_return.html[10/26/2011 5:27:32 PM] Correction: Account should be 00900000005
Addenda: 091000010609022 2929708500900000005

Transaction Recap
Debit Items Debit Amount Credit Items Credit Amount
Returns 2 240.87 .00
Notifications of Change 4 .00 .00

---- END OF REPORT ----

Previous Page
1 1
ARP optional reports offer:

Detailed transaction data in 14 specific areas. The areas include paid checks, posted items, outstanding checks,
deposit locations, credits, bank-originated entries, stop payments, reversed checks, issue notices not received,
voids and cancels, issues this cycle, unpaid checks,
matched paid items, and prior payments.

Convenient and timely delivery. Reports can be delivered online through the Commercial Electronic Office® (CEO®) portal, via transmission, or on paper. They can be delivered with your standard statement or on a regular daily, weekly, monthly, or twice-monthly schedule. You may also request reports at any time during the month on a one-time-only basis. Turnaround time on special requests is one
business day.

Sorting to match your needs. At no extra charge, we will group, sort, and subtotal activity on your ARP statement and optional reports by a variety of information fields to match your accounting system or management information needs.

The default order is by serial number, then by posted date.

Account Reconciliation Plan (ARP) service
ARP optional reports
Treasury Management
Helping you make better-educated decisions and reconcile accounts quickly and easily by providing comprehensive reporting on your ARP data
Choose from 14 optional ARP reports—available on an ongoing or as-needed basis—that focus on specific portions of your statement. Our ARP reports allow you to review information and research transactions quickly and easily, helping you eliminate time-consuming searches. wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2203 - 02/10
Sample reports:

Paid Checks. This report identifies which checks have been paid, calculates their total value, and provides a simple means of investigating “checks paid” discrepancies between your bank statement and internal accounting records. continued on next page
ISSUE
5-30-08
5-30-08
5-30-08
SERIAL
450201004
450201005
4050101002
4050101004
4050101005
4050201001
4050201002
4050201003
8 POSTED
5-31-08
5-31-08
5-30-08
5-30-08
5-31-08
5-31-08
5-31-08
5-31-08
AMOUNT

20.00 200.00
100.00

20.00 200.00

10.00 109.00
1,000.00
1,659.00

TRANSACTION DESCRIPTION
INNR
INNR
INNR
TOTAL

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

PAID CHECKS REPORT
PRINTED: 05-31-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 05-31-08 TO 05-31-08

2 2
ARP optional reports (continued)
wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2203 - 02/10
Posted Items Listing. This report summarizes all transactions (including detail checks, detail other debits, and detail credits) that are posted to your account (initiated by either you or Wells Fargo) during the accounting period you select.

Note: This sample Posted Items Listing report reflects activity for a Full Reconciliation account.

Outstanding Checks.* This report provides a complete, detailed listing of all outstanding checks for the accounting period you have specified by summarizing your outstanding checks as of your statement date.

Deposit Location. This report includes four sections:

Deposit Detail—lists all deposit-related transactions for each location. •
Retu
rn Detail—lists only returned deposited items. •
continued on next page
AS/OF
5-30-08
5-30-08
5-30-08
5-30-08
5-30-08
5-30-08
SERIAL
450101004
450101005
450201004
450201005
1400076517
4050201002
4050201002
4050101004
4050101005
4050201001
4050201002
4050201003
8 4
POSTED
5-31-08
5-31-08
5-30-08
5-30-08
5-31-08
5-31-08
5-31-08
5-31-08
5-31-08
5-31-08
5-31-08
5-31-08
AMOUNT

20.00 200.00

20.00 200.00
1,330.00
100.00
109.00

20.00 200.00

10.00 109.00
1,000.00
1,659.00
1,659.00

TRANSACTION DESCRIPTION
REVERSAL OF CHECK POSTED 5-30-08 REPOSTED 5-31-08 AS SERIAL 4050101004 OURREF: 8-30-00 0000000
REVERSAL OF CHECK POSTED 5-30-08 REPOSTED 5-31-08 AS SERIAL 4050101005 OURREF: 8-30-00 0000000
INNR
INNR
ZERO BALANCE ACCOUNT TRANSFER FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX999 00076517
REVERSAL OF CHECK POSTED 5-30-08 REPOSTED 5-31-08 AS SERIAL 4050101002 OURREF: 8-30-00 0000000
INNR
TOTAL DEBITS & CR.REV.

TOTAL CREDITS & DR. REV.

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

POSTED ITEMS LISTING
PRINTED: 06-30-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 05-31-08 TO 06-30-08
ISSUE
5-3-08
5-3-08
5-3-08
5-3-08
5-3-08
5-3-08
5-3-08
5-3-08
5-3-08
SERIAL
3051101003
3051101004
3051101005
3051201001
3051201002
3051201003
3051201004
3051201005
3051301001
18 CODE
0 0
0 0
0 0
0 0
0 TOTAL
AMOUNT
1,000.00

20.00 200.00

10.00 100.00
1,000.00

20.00 200.00

10.00 5,210.00

OPTIONAL INFO

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

OUTSTANDING CHECKS REPORT
PRINTED: 05-06-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 0-00-00 TO 05-06-08
SERIAL
3051101002
3051101003
3051101004
3051201005
4051201001
4051201002
4051201003
4051201004
4051301005
ISSUE
5-05-08
5-05-08
5-05-08
5-05-08
5-06-08
5-06-08
5-06-08
5-06-08
5-06-08
AMOUNT
1,000.00

20.00 200.00

10.00 100.00
1,000.00

20.00 200.00

10.00 5,210.00
CODE
0 0
0 0
0 0
0 0
0 TOTAL

OPTIONAL INFO
PAYEE NAME 1
PAYEE NAME 3
PAYEE NAME 3
PAYEE NAME 4
PAYEE NAME 5
POSTED
5-09-08
5-09-08
5-09-08
5-12-08
5-12-08
5-06-08
5-06-08
5-29-08

LOC REF
1 1
1 1
1 1
1 1

AS OF TYPE
C
C
D
C
C
D
C
C
AMOUNT
400.00
500.00

50.00 400.00
500.00

1.00 50.00

5.00 TRANSACTION DESCRIPTION
DEPOSIT FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX123 DEPOSIT FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX123 RETURN ITEM CHARGE - PAPER AZ 050909 0000000001 FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX555 ORIG SERIAL # 0000000001
CASH VAULT DEPOSIT FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX12 CASH VAULT DEPOSIT FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX12 MERCHANT BNKCD FEE 050902 XXXXXXXXX999 STORE #11113111249 XXXXXXXXX999+ ROM 0000000001 STORE #1 SUB ACCT 00000XXXXXX
MERCHANT BNKCD DEPOSIT 050902 XXXXXXXXX999 STORE #1 XXXXXXXXXX XXXXXXXXX99 AMERICAN EXPRESS SETTLEMENT 050929 XXXXXXXX99 STORE 001 XXXXXXXX99XXXXXXXX XXXXXXXX 9+ FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXX

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

DEPOSIT DETAIL REPORT
PRINTED: 06-05-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 5-01-08 TO 5-31-08
CREDITS: 6
DEBITS: 2
TOTAL: 8
TOTAL
TOTAL
TOTAL
1,860.00

56.00 1,804.00 FOR LOCATION: STORE #1
POSTED
5-09-08
1 LOC REF
1 TOTAL:

AS OF TYPE
D
AMOUNT

50.00 50.00

TRANSACTION DESCRIPTION
RETURN ITEM CHARGE - PAPER AZ 050909 0000000001 FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX555 ORIG SERIAL # 0000000001
FOR LOCATION: STORE #1

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

RETURNED DETAIL REPORT
PRINTED: 06-05-08 PAGE 2

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 5-01-08 TO 5-31-08
TOTAL
*These reports are not available with Partial ARP.
3 3
ARP optional reports (continued)
wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2203 - 02/10
Deposit Recap—summarizes total deposit-related transactions by location by day. • De
posit Summary—summarizes all activity by location, and lists any locations without activity for the period. • Cr
edits. This report provides a detailed listing of credits and credit reversals. It allows you to sort and subtotal credit transactions to accommodate your specific accounting requirements.

Bank Originated Entries. This report delivers a complete, detailed listing of all debit and credit transactions initiated by Wells Fargo.
continued on next page

LOCATION NAME
STORE #1
8 TOTAL 1,875.00
3 TOTAL 56.00
11 TOTAL 1,819.00 FOR CURRENT ACTIVITY PERIOD

NO DEPOSIT ACTIVITY FOR CURRENT REPORTING PERIOD
STORE #2
STORE #3
LOCATION #
1 CREDITS:

DEBITS:

TOTAL:
2 3
# ITEMS
11 WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

DEPOSIT SUMMARY REPORT
PRINTED: 06-05-08 PAGE 4

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 5-01-08 TO 5-31-08
AMOUNT
1,819.00

AS/OF POSTED
5-01-08
5-06-08
5-20-08
5-06-08
5-06-08
5-06-08
5-01-08
5-08-08
5-13-08
5-13-08
5-19-08
5-01-08
5-07-08
5-23-08
5-26-08
5-27-08
5-21-08
5-26-08
5-13-08
5-02-08
5-26-08
5-20-08
5-01-08
5-15-08
SERIAL

1 1
1 1
1 11
11 XXXX999
XXXX999
XXXX555
XXXX555
32100000
32100000
XXXXXXX456
XXXXXXX456
XXXXXXX999
XXXXXXX999
XXXXXXX123
23 0
23 TRANSACTION DESCRIPTION
EURODOLLAR SWEEP CREDIT FROM 0000000000 STORE #1 SUB ACCT 00000XXXXX6789 WT SEQ#12345 ABC CO /ORG=ABC INC SRF#IN0XXXXXXXXXX999 TRN XXXXXX12345 RFB# 000000099 WT SEQ#12345 ABC CO /ORG=ABC INC SRF#IN0XXXXXXXXXX999 TRN XXXXXX12345 RFB# 000000099

DEPOSIT

WHOLESALE LOCKBOX DEPOSIT

WHOLESALE LOCKBOX DEPOSIT
DEPOSIT FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX999 DEPOSIT FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX999 CASH VAULT DEPOSIT FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX999 CASH VAULT DEPOSIT FROM 0000000001 STORE #1 SUB ACCT 00000XXXXXXX999 Cash Only Customer Deposit FROM 0000000001 STORE #1 SUB ACCT 0000099

DEPOSIT

DEPOSIT
MERCHANT BNKCD DEPOSIT 050922 XXXXXXXXX999 BEMIDJI1680338392 XXXXXXXXX999 MERCHANT BNKCD DEPOSIT 050922 XXXXXXXXX999 BEMIDJI1680338392 XXXXXXXXX999 DISCOVER NETWORK SETTLEMENT 050925 XXXXXXXXXX555ABC HEALTHCARE AXXXXXXXXXX XXXXXXXXX555 DISCOVER NETWORK SETTLEMENT 050920 XXXXXXXXXX555ABC HEALTHCARE AXXXXXXXXXX XXXXXXXXX555 09/26BANKCARD DEPOSIT -XXXXXX3210
09/13BANKCARD DEPOSIT -XXXXXX3210
AMERICAN EXPRESS SETTLEMENT 050902 XXXXXXX456 ABC INC XXXXXXX456XXXXXXX250 XXXXXXX456 AMERICAN EXPRESS SETTLEMENT 050924 XXXXXXX456 ABC INC XXXXXXX456XXXXXXX250 XXXXXXX456 CONTROLLED DISBURSEMENT VAN WERT FUNDINGFROM 00000XXXXXXX456 CONTROLLED DISBURSEMENT VAN WERT FUNDINGFROM 00000XXXXXXX456 ZERO BALANCE ACCOUNT TRANSFER FROM 0000000000 STORE #1 SUB ACCT 00000XXXXXXX123

TOTAL CREDITS

TOTAL CREDITS REVERSALS

TOTAL NET CREDITS

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

CREDITS REPORT
PRINTED: 05-31-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 04-28-08 TO 05-28-08
AMOUNT
100,000.00
200,000.00
200,000.00
1,000.00
2,000.00
3,000.00
100.00
200.00
300.00
400.00
500.00
100.00
200.00

50.00 100.00

1.00 15.00
100.00
200.00
5,000.00
5,000.00
20,000.00
50,000.00
50,000.00
438,266.00

0.00 438,266.00
# ITEMS
2 3
4 1
1 ------
11 DATE
5-06-08
5-09-08
5-15-08
5-29-08
5-30-08
TOTALS
AMOUNT

49.00 650.00
900.00

5.00 15.00
-----------------
1,819.00 FOR LOCATION: STORE #1

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

DEPOSIT RECAP REPORT
PRINTED: 06-05-08 PAGE 3

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 5-01-08 TO 5-31-08

AS/OF POSTED
4-29-08
4-29-08
5-15-08
5-15-08
4-29-08
5-21-08
5-21-08
4-28-08
4-31-08
5-08-08
5-01-08
5-15-08
5-13-08
5-21-08
4-29-08
SERIAL

6 9

TRANSACTION DESCRIPTION
BC
BC
BC
BC
BC
BC
BC
BC
BC
BD
BD
BD
BD
BD
BD
TOTAL DEBITS & CR. REV.

TOTAL CREDITS & DR. REV.

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

BANK ORIGINATED ENTRIES
PRINTED: 05-31-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 04-28-08 TO 05-28-08
AMOUNT
268.07
294.10
339.96
339.96
474.98
608.62
608.92
833.72
1,330.00
13,198.54
13,498.27
16,974.03
30,623.71
37,523.87
44,385.66
156,204.10
5,098.33
4 4
ARP optional reports (continued)
wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2203 - 02/10
Stop Payments. This report gives you a detailed listing of all stop payments, including stop payment renewals, releases, and expirations.

Reversed Checks.** This report provides you with a list of checks that were reversed during the current statement cycle due to posting errors, such as dollar values that do not match your register. Reversed Issue Notices Not Received (INNRs) are also listed. Bank-originated entries are excluded from the report.

Issue Notices Not Received.** This report helps you identify accounting discrepancies between your books and your bank statement by focusing on checks paid during the current statement cycle for which Wells Fargo did not receive an issue notice or could not match to your register.

Voids and Cancels.* This report gives you a complete list of all checks that have either been canceled or voided as of the date indicated on the report.
continued on next page

REL/EXP
3-07-09
3-10-09
3-12-09
3-14-09
SERIAL
3051100621
3051100378
3051100726
3051101003
6 6
1 CODE
STOP/I
STOP/I
STOP/R

STOP/NI

TOTAL NEW STOP PAYMENTS

TOTAL STOP PAYMENTS

STOP PAY RELEASES

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

STOP PAYMENTS REPORT
PRINTED: 05-30-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 04-28-08 TO 05-28-08
AMOUNT
592.84
273.37
668.96
1,000.00
2,086.21
2,086.21
668.96
STOP
9-08-08
9-11-08
9-13-08
9-15-08

OPTIONAL INFO SERIAL
3051101005
3051201008
3051301008
STOP
9-15-08
9-18-08
9-21-08

REL/EXP
3-14-09
3-17-09
3-20-09
AMOUNT
200.00

10.00 10.00
CODE

STOP/NI

STOP/NI

STOP/NI

OPTIONAL INFO
POSTED
5-30-08
5-30-08
5-30-08
SERIAL
450101004
450101005
4050101002
3 0

TRANSACTION DESCRIPTION
REV/CK
REV/CK
REV/CK

TOTAL REVERSED CHECKS

TOTAL REVERSED INNRS

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

REVERSED CHECKS REPORT
PRINTED: 05-31-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 05-31-08 TO 05-31-08
AMOUNT

20.00 200.00
109.00
329.00

0.00 REVERSED
5-31-08
5-31-08
5-31-08
POSTED
5-31-08
5-31-08
5-31-08
SERIAL
450101004
450101005
4050101002
3 TRANSACTION DESCRIPTION
INNR
INNR
INNR
TOTAL
TOTAL

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

ISSUE NOTICES NOT RECEIVED
PRINTED: 05-31-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 05-31-08 TO 05-31-08
AMOUNT

20.00 200.00
109.00
329.00

0.00 POSTED
5-06-08
5-06-08
5-06-08
SERIAL
3051101001
3051101002
3051101003
1 2
0 TRANSACTION DESCRIPTION

CANCL/I

CANCL/I
VOID

TOTAL VOIDS

TOTAL CANCELS/I

TOTAL CANCELS/NI

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

VOIDS AND CANCELS REPORT
PRINTED: 05-06-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 05-06-08 TO 05-06-08
AMOUNT

10.00 100.00

0.00 0.00
110.00

0.00 ISSUE
5-03-08
5-03-08
*These reports are not available with Partial ARP.
**Issue Notices Not Received, Reversed Checks, and Matched Paid reports are available for Partial ARP only when in conjunction with Positive Pay. 5 5
ARP optional reports (continued)
For more information on the ARP service, contact your Wells Fargo treasury management representative or visit www.wellsfargo.com/com.
wellsfargo.com/com
©2010 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-2203 - 02/10
Issues This Cycle.* This report recaps your checks-issued information as received by Wells Fargo and is helpful in identifying “checks issued” input errors, as well as the cause of “checks issued” versus “checks paid” differences (INNR activity).

Unpaid Checks.* This report provides a detailed listing of transactions that do not affect your account’s ledger balance, such as voids, cancellations, stop payments, and outstanding items. Totals for stops and outstanding checks reflect cumulative balances. Totals for voids and cancels represent the current statement cycle’s activity.

Matched Paid.** This report delivers a detailed list of every check that has been paid during the current statement cycle and matched with one of your check registers to help simplify your account reconciliation process.

Prior Payments.* This report helps you effectively manage and reduce your Issue Notices Not Received (INNR) balance by identifying the checks paid by Wells Fargo during a previous statement cycle but received as an issue during the current cycle.
*These reports are not available with Partial ARP.
**Issue Notices Not Received, Reversed Checks, and Matched Paid reports are available for Partial ARP only when in conjunction with Positive Pay.

CODE
0 0
0 TOTAL
SERIAL
4050201001
4050201002
4050201003
5 OPTIONAL INFO
PAYEE NAME 1
PAYEE NAME 2
PAYEE NAME 3

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

ISSUES THIS CYCLE REPORT
PRINTED: 05-31-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 05-31-08 TO 05-31-08
AMOUNT

10.00 100.00
1,000.00
1,330.00
ISSUE
5-30-08
5-30-08
5-30-08
SERIAL
4050201004
4050201005
ISSUE
5-30-08
5-30-08
AMOUNT

20.00 200.00
CODE
0 0

OPTIONAL INFO
PAYEE NAME 4
PAYEE NAME 5
CODE
0 0
0 0
0 0
0 0
0 TOTAL OUTSTANDINGS

TOTAL CANCELS & VOIDS

TOTAL STOP PAYMENTS
SERIAL
3051101001
3051101002
3051101003
3051101004
3051101005
3051201001
3051201002
3051201003
3051201004
15 2
1 OPTIONAL INFO

WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

UNPAID CHECKS REPORT
PRINTED: 05-05-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 5-05-08 TO 5-05-08
AMOUNT

10.00 100.00
1,000.00

20.00 200.00

10.00 100.00
1,000.00

20.00 3,990.00

10.00 10.00
ISSUE
5-05-08
5-05-08
5-05-08
SERIAL
3051201005
3051201008
3051301001
3051301002
3051301003
3051301004
3051301005
3051301006
3051301007
ISSUE
5-05-08
5-05-08
5-05-08
5-05-08
5-05-08
5-05-08
5-05-08
5-05-08
AMOUNT
200.00

10.00 10.00
100.00
1,000.00

20.00 200.00

10.00 0.00
CODE
0 STOP/NI
0 0
0 0
0 CANCL/NI
VOID

OPTIONAL INFOSTOP STOP
5-05-08
5-05-08

TRANSACTION DESCRIPTION
TOTAL
SERIAL
4050101002
4050101004
4050101005
4050201001
4050201003
5 WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

MATCHED PAID REPORT
PRINTED: 05-31-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 5-31-08 TO 5-31-08
AMOUNT
100.00

20.00 200.00

10.00 1,000.00
1,330.00
ISSUE
5-30-08
5-30-08
5-30-08
5-30-08
5-30-08
POSTED
5-31-08
5-31-08
5-31-08
5-31-08
5-31-08
CODE

PRIORPAY
TOTAL
SERIAL
216524
2 WELLS FARGO
P.O. BOX 63020
SAN FRANCISCO, CA 94163
ACCOUNT: 4999 222222

ACCOUNT RECONCILEMENT

ABC CORPORATION

PRIOR PAYMENTS REPORT
PRINTED: 05-31-08 PAGE 1

TREASURY MANAGEMENT CLIENT SERVICES
1-800-AT-WELLS OPTION #2
PERIOD: 5-01-08 TO 5-31-08
AMOUNT
11,539.59
11,961.35
ISSUE
5-12-08
POSTED
5-31-08
SERIAL
216527
ISSUE
5-23-08
POSTED
5-31-08
AMOUNT
421.76
CODE

PRIORPAY

Wells Fargo Bank, N.A. 75
U. Earnings Credit Rates

1. Does the City have the option of compensating the bank on either a fee or balance basis? Is the price the same for either option? If not, what is the difference?
Yes, the City has the option of compensating on a fee or balance basis, or a combination of both. Prices are the same for all options.

Option A: Compensating Balance Method
Compensating balances are collected balances maintained in non-interest bearing accounts adjusted to meet Federal Reserve Requirements, if any. The compensating balance requirement for a given month varies based upon the current earnings allowance rate, services utilized, and volumes. Using this method, you may carry excess balances forward to offset a deficit incurred during a calendar month and to cover charges in subsequent months, but excess balances cannot be carried beyond calendar year end.

Any shortfall will be due and payable within ten days of presentment of the analysis for the final month of the quarter.

Option B: Compensating Balance with Sweep
With this option, the City would utilize a sweep product. The City and the Bank would set a peg balance that would accommodate offsetting the monthly banking fees. Any balances above the peg would automatically sweep into one of the Bank’s sweep vehicles and earn hard dollar dividends. Actual monthly charges will vary depending on the type and volume of services used.

Option C: Sweep with Direct Fees
Section 53682 of the California Government Code allows public entities to pay direct fees for services. By paying in direct fees, the City would eliminate the need to maintain collected balances required for the above compensating balance methods. The daily collected balance must be positive to avoid uncollected funds charges. If you choose this alternative, fees will be billed at the time the account analysis for the month is presented.

Wells Fargo can either directly debit your account or bill you for the service fees. Fees will be due and payable within ten days of this presentment.

With this option, the City would utilize a sweep product. The City and the Bank would set a peg balance of zero. All collected balances above this peg would automatically sweep into one of the Bank’s sweep vehicles and earn hard dollar dividends. Actual monthly charges will vary depending on the type and volume of services used.

2. How is your bank’s earnings credit determined, adjusted, and applied? Please include in the explanation the impact of the bank’s reserve requirement, the formula for converting service charges to balance requirements.

The City’s Earnings Credit Rate (ECR) is currently based on the 91-Day Treasury Bill rate. We are pleased to offer the City an enhanced ECR option with the higher of the 91- day T-bill rate or a base rate of 25bps. (The base rate will be reviewed annually for mutual agreement.) Any time that the 91-Day T-Bill rate exceeds the base rate, the higher agreed upon rate will be applied.

Wells Fargo Bank, N.A. 76
The earnings allowance is calculated on an actual day year basis using the Earnings Credit Rate and is applied to the average collected balance for that month. Wells Fargo calculates your earnings credit on 100 percent of your average daily positive collected balances (average collected balance). We do not currently deduct a reserve requirement prior to calculating the earnings allowance. Earnings credit is calculated using the following formula:
actual number of days in the year
(average collected balance) x (number of calendar days in the month) x (ECR)

3. What time frame does your bank use when reviewing balances for deficiency or excess (e.g. rolling 12-month average, calendar quarter, calendar year, monthly, etc.)?
We allow the City of Anaheim to choose between monthly, quarterly, or semi-annual billing periods. We can carry forward excess balances to the end of your settlement period.

4. Can excess earnings credit be carried over to a subsequent billing period? If so, how many periods?
We can carry forward excess balances to the end of your settlement period.

Wells Fargo Bank, N.A. 77
V. Account Analysis Statements

1. Please provide a sample analysis statement. How soon after month-end is the analysis statement mailed? Can the account analysis be obtained in Excel format? Can the Association for Financial Professionals (AFP) Service Codes be included on the analysis statement?
The City receives a monthly account analysis statement that summarizes balance computations and service charges and may be designed flexibly to meet your account management needs. A sample analysis statement is included in this section.

Printed statements are mailed 6 business days after the end of the activity month.

Account analysis statements are also available online via our Internet portal CEO and can be delivered in Excel, PDF, ANSI 822 text file, or CSV formats 6 business days after the end of the activity month. You may also receive your statement via secure email in the same formats.

We also provide Interactive Client Analysis Statements on CEO Statements & Notices.

The interactive statement allows you to electronically interact with your analysis data and personalize based upon your needs. Wells Fargo is the only bank in the marketplace with this capability. Features of the service include:
 Customers can compare current to previous month's balances, activity, and charges  Graphic representations of analysis data trends are available  New customized views with drill down capability and flexible formatting  Statement data is now available for the current month plus 12 months prior  Price changes and new charges are clearly identified
We have shown an example of the balance trend data provided below.

Wells Fargo Bank, N.A. 78
The account analysis statement does include AFP Services Codes. Though we do not provide AFP Codes for compensation or balances, we do provide our own proprietary codes. We also provide a Client Analysis Statement Glossary that contains a list of all proprietary codes with customer-friendly definitions. With this glossary, the proprietary codes that we use make it easy for your staff to review and understand all of the information that we present on your account analysis statement.

2. Will the bank pass on the FDIC or FICO charges to the City? If so, what is the current charge for an entire year on a $1,000,000 balance? How is this charge computed?
Wells Fargo is assessed an FDIC insurance fee, which we pass through to our customers on a monthly basis, calculated using your monthly average ledger balance. The rate is set by the FDIC and is charged with no mark-up by the bank. Changes in the FDIC assessment are made at the discretion of the FDIC and are passed on to our customers.

Based on the current unit price of $0.1275 per each thousand dollars of ledger balance, the annual charge for an entire year on a $1,000,000 balance would be $1,530.00.

Effective
Date
Account
Type
Avg Monthly
Ledger
Balance
Current
FDIC Rate
Decimal
Price
Price per
Month
Price per
Month per
$1,000
Monthly
Fees
April 2011 Non-Interest
Bearing $1,000,000 15.30 0.153 0.01275 0.1275 $127.50
Rounded calculation
Account analysis
Sample Client Analysis Statement
Treasury Management
wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-1185 - 10/11
CLIENT ANAL YSIS ST A TEMENT 300 515 9594 Z2040

RELA TIONSHIP SUMMARY
February 2011

Offi cer: Smith, Le e
Phone No.: 555-555-1234
WELLS FARGO BANK, N.A.

WA YZAT A OFFICE
POST OFFICE BOX B 514
ANYT OWN, ST 12345-1234

CUST OMER NAME
A TTN: ACCOUNTING
123 MAIN STREET
ANYT OWN, ST 12345-7890

ANAL YSIS SUMMA RY

BALANCE SUMMA RY
Average Positive Collected Balance............................................... $ Reserve Requirement @ 10.00 % .................................................. - Investable Balance Available for Services...................................... = Earnings Allowance @ 0.15 % ....................................................... $ Current Month Analyzed Char ges................................................... - Current Month Position................................................................... = Net Shortfall Due.............................................................................. $ State Sales Tax................................................................................. + City Sales Ta x.................................................................................. + Local Sales Tax................................................................................ = T otal Shortfall Due =
Current Month Fee based Char ges................................................... $ T otal Amount Due .......................................................................... $ 144,045.16
14,404.52
129,640.64

14.88 194.50
179.62
179.62

1.24 0.25

0.25 181.36

5.85 187.21
*Char ges not of fset by balances
Number of days this cycle: 28
Investable balance required to of fset $1.00 of analyzed char ges:

Balance required to cover all analyzed char ges:
9,682.54
1,812,668
$
$
( )
TOTA L AMOUNT DUE WILL BE DEBITED TO ACCOUNT # XXX-XXXXXXX ON MARCH 11, 2011.

Acount
Number
Acount
Name
Average
Ledger
Av erage
Collected
Average Daily
negative Coll
Negative
Coll Use of
Fund Rate
Service
Charge
* XXX-XXXXXXX Account name 1 143,645 143,645 171.85 000-0000000 Account name 2 3,561 3,561 28.50 *Indicates billing account
300 515 9594 C3 Z2040 11/02/08 1 *
continued on reverse side

Sample Client Analysis Statement (continued)
wellsfargo.com/com
©2011 Wells Fargo Bank, N.A. All rights reserved. Member FDIC.

TM-1185 - 10/11
Note: Customer must examine this statement and report to Bank any claim for credit or refund within 60 days after Bank makes the statemen t available. If Bank does not receive notice of error or discrepan cy within this time frame, items on the statement will be deemed to be correct.

CK001 01 0000 Account Maintenan ce w/Chk Return 13.5000 0 2.00 27.00 T *58.500.900056.0detsoPstiderC101010110KC
CK191 01 0310 DDA Frequen t Statemen t Cycle 2.50000 7.00 17.50 CS002 45 0200 Investaccount Base Charge 150.00000 1.00 150.00 DDA xxx-xxxxxxx 02 /01/11 02/28/11 73,000.00 28 ( 506,290.32 ) Balance Adjustment 300 515 9594 Z2040

CUSTOMER NAME
February 2011

53.05secivreStnuoccAlareneG

00.051secivreSydotsuC/tnemtsevnI

05.491segrahCdezylanAlatoT

58.5segrahCdesaBeeFlatoT*

53.002segrahCecivreSlatoT
T=Service Subject toSales Tax
)23.092,605(latoTtnuoccA
)23.092,605(latoTdnarG
Transaction Correction Adjustment Numberof Change inAverage Account Date Date Amount Days CollectedBalance Description ecivreStinUecivreSPFAcvS
segrahCemuloVecirPnoitpircseDedoCedoC

BALANCE ADJUSTMENTS

SERVICE DETAIL

RELATIONSHIP SUMMARY
300 515 9594 C3 Z2040 MICHBARTO0001 06/01/03 1

CLIENT ANALYSIS STATEMENT

58.171546,341546,341xxx-xxxxxxx
Number of days this cycle: 28
Investable balance required to offset $1.00 of analyzed charges: $ 8,721.63 097,744,1$:segrahcdezylanallarevocotderiuqerecnalaB
CK001 01 0000 Account Maintenan ce w/C hk Return 13.5000 0 1.00 13.50 T *58.500.900056.0detsoPstiderC101010110KC
CK191 01 0310 DDA Frequen t Statemen t Cycle 2.50000 1.00 2.50 CS002 45 0200 Investaccount Base Charge 150.00000 1.00 150.00 300 515 9594 Z2040
February 2011
Officer: Smith , Lee
Phone No.: 555-555-1234

Negative
ecivreSfoesUlloCyliaDegar
evAegarevAegarevAtnuoccAtnuoccA
egrahCetaRdnuFlloCevitageNdetcelloCregdeLemaNrebmuN

58.12secivreStnuoccAlareneG

00.051secivreSydotsuC/tnemtsevnI

00.661segrahCdezylanAlatoT

58.5segrahCdesa-BeeFlatoT*

58.171segrahCecivreSlatoT
ecivreStinUecivreSPFACVS
segrahCemuloVecirPnoitpircseDedoCedoC

BALANCE SUMMARY

SERVICE DETAIL

ACCOUNT SUMMARY
ACCOUNT NAME 1
ATTN: ACCOUNTING
123 MAIN STREET
ANYTOWN, ST 12345-7890

CLIENT ANALYSIS STATEMENT
Account Name 1
For more information on the Client Analysis Statement, contact your Wells Fargo treasury management representative.

Wells Fargo Bank, N.A. 79
W. End-of-Day Overdrafts

1. What are the fees and interest charges associated with overdrafts? How are these charges calculated?
The bank currently uses the following formula to compute the charge for uncollected funds:
360 day/year
Avg Daily Negative Collected Balance x Overdraft Rate (Prime + 3%) x Days in Period Additionally we charge a per item funds advanced overdraft charge of $20.00 for both returned and paid items.

2. Is there a fee per check or per occurrence when there is an overdraft? All types of debit transactions, including checks, wires, book transfers, ZBA transfers, etc., will be counted as overdrafts per item if the account is in a negative (overdraft) position.

3. Is there a daily cap on fees?
There is no daily cap on uncollected funds fees.

Wells Fargo Bank, N.A. 80
X. Daylight Overdrafts

1. Describe the bank’s policies concerning daylight balance overdrafts.

Indicate whether this is applied to each individual account or across all accounts of a client relationship.

Daylight overdraft protection is a resource that we are pleased to have the ability to provide to our municipal clients. The daylight overdraft facility that we have established for the City is subject to annual review of your financial statements and credit approval by the bank. There are currently no fees charged for intraday activity.

Wells Fargo calculates daylight overdrafts upon the City’s current available balance.

However, we can calculate these positions on an account level or a City relationship structure level.

2. Does the bank establish and intra-day limit per account or per customer? How flexible can the bank be in setting a limit appropriate for the City? Wells Fargo establishes intra-day limits per account. We establish the limits as part of a comprehensive process that includes consultations with you. When the limit is reached, Operations calls your Relationship Manager, Lynn Love, to coordinate for approval.

3. Is wire transfer processing stopped when the intra-day limit is reached? Please explain the procedures.

The daylight overdraft monitoring process consists of intra-day monitoring of the current balance in a DDA account. The process begins by adding the opening available balance in a DDA account to any existing daylight overdraft limit. All ACH, wire, and other significant activity such as lockbox, investment, and item processing update the balance. Outgoing wire transfers are compared to this updated balance. When the balance is negative, outgoing wire transfers will be sent to the Risk Control area for approval by your Relationship Manager. Lynn will contact the City for an update on incoming and outgoing transactions and coordinate to have the wire released. If incoming funds reset the limit, the wire will be automatically released from pending status.

4. Please explain any charges associated with daylight overdrafts? If the bank incurs a daylight overdraft charge from the Fed, will it pass this charge on to its customers? If so, how (e.g. intra-day loan, daylight overdraft facility fees, etc.)? How is the charge allocated among customers?
There are currently no fees charged for intraday activity.

Wells Fargo consists of multiple banking charters, which allows us to move funds from our other banking entities, if necessary, to prevent intraday overdrafts. Because we manage our Fed account in this way and carefully monitor our intraday position, we’ve never exceeded our intraday limit.

In the unlikely event that we incur daylight overdraft charges from the Fed, we do not plan to pass these charges on to the City.

Wells Fargo Bank, N.A. 81
Y. Employee Banking

1. Will the bank cash the City’s payroll checks without charge to either the City or check payee? If not, what is the charge? Is a check cashing agreement required? If yes, please include a copy.

Based on your usage of our payee validation service, we do not charge either the City or your payee for cashing City payroll checks at our banking stores. The employees need to provide acceptable identification.

2. Please describe in detail any banking services you might propose to provide to the City’s employees. Would employees have to enroll in direct-deposit in order to receive these services? Please include any marketing literature you would provide to new or existing employees about your services.

We offer the Wells Fargo At WorkSM banking program, which is designed for the needs of City staff. The program offers free and discounted banking services at no cost to the City. The Wells Fargo At Work banking program is offered as a means of acknowledging the value we place on our relationships with municipal entities such as the City of Anaheim.

The Wells Fargo At Work program offers a variety of packages1 designed to best fit your employees’ individual needs, including Wells Fargo Premium Membership®, which features an interest-earning2 checking account with the following ways to avoid the monthly service fee:
 Direct deposit3
 Automatic $75 monthly transfer from a Premium Membership checking account to a savings account4
 Monthly automatic payment to a Wells Fargo home equity, personal loan, or line of credit or Wells Fargo home mortgage from the account
 $2,500 minimum combined daily balance in deposits and loan or line balances (including credit card balances)
The Premium Membership package also includes:
 Bonus interest when employees link their Wells Fargo At Work checking account to a Wells Fargo Money Market SavingsSM account5
 $10 discount on personal check orders
 Savings accounts with no monthly service fee when employees set up qualifying automatic transfers6
Additional benefits
Wells Fargo PMA®: Our premier relationship package designed for employees with larger balances offers premium rates, fee waivers, discounts, and these exclusive benefits:
 Waived monthly service fee for each month the statement-ending balances in qualifying accounts total $25,000 or more
7, otherwise a monthly service fee of $30 will
apply

Wells Fargo Bank, N.A. 82
 Bonus interest rate on linked time accounts (CDs), including FDIC-insured IRAs8  Monthly service fee waiver on linked checking and savings accounts8  Waived Wells Fargo ATM access fee for a total of up to two non-Wells Fargo ATM cash withdrawals (combined U.S. and International) from your PMA prime checking account per statement cycle; waived if PMA qualifying balance is $100,000 or more9  100 commission-free online trades per year and waived account maintenance fees when you link your WellsTrade®† Brokerage account (available through Wells Fargo Investments, LLC) to your PMA package†*
 Free checks (any style except Home Desk)
Both our Premium Membership and PMA packages offer a host of additional benefits, including:
 No-fee cashier’s checks, personal money orders, and single-signer travelers cheques (where available)
 Benefits on mortgages, loans, and lines of credit10, along with identity theft protection†, and more
 Transaction fee discount on Wells Fargo ExpressSend® service11  Free access to Wells Fargo Online® banking with bill pay  Free access to accounts from a mobile phone with Wells Fargo MobileSM banking12  Free access to online tools and financial education resources that help them track spending, set budgets, and more
 Onsite financial seminars delivered by Wells Fargo bankers at City locations Employee banking packages legal disclaimer
1Wells Fargo At Work packages consists of a qualifying checking account plus three additional qualifying accounts or services.
2$100 minimum opening deposit required to open new checking account. Interest earned on entire daily collected balance on days balance is $500 or more.
3A qualifying direct deposit is a direct deposit of employee’s salary, pension, Social Security, or other regular monthly income of $100 or more per deposit, electronically deposited to the Wells Fargo checking account by the employer or an outside agency. Transfers from one account to another, or deposits made at a banking location or ATM, do not qualify as a direct deposit.
4A qualifying automatic transfer is a recurring monthly automatic transfer of $75 or more per transfer from a Premium Membership checking account to a Wells Fargo consumer savings account. 5Bonus interest on the Wells Fargo Money Market savings account will disco ntinue when the account is delinked from the Premium Membership checking account.
6If the minimum monthly transfer does not occur, the then-current monthly service fee will be assessed. The monthly service fee will be waived if you maintain the minimum dai ly balance in the account. For PMA package customers qualifying automatic transfers are not required and the monthly service fee is waived on select linked checking and savings accounts.
7Wells Fargo accounts that may be linked to a PMA package and used for balance qualification include checking, savings, time accounts (CDs), retirement (IRAs),certain brokerage accounts through Wells Fargo Investments, LLC †, trusts (excluding irrevocable trust), loans, outstanding credit cards and line of credit balances, a nd 10% of outstanding mortgage balance (certain mortgages not eligible).
8If the PMA package relationship is terminated, the bonus interest rate on all eligible savings accounts, discount, or fee waiver on other products will discontinue and revert to the Bank’s current applicable rate or fee. If the PMA package relationship is terminated, the employee must convert any remaining unlinked PMA prime checking, PMA checking, and PMA investment checking account to another checking product or close the account an d move the remaining funds to another account. If no action is taken, the account will automatically be converted to the Wells Fargo Complete Advantage® checking account.
9Surcharges imposed by non-Wells Fargo ATM owners or operators may apply. For the PMA package, surcharges reimbursed with qualifying balances of $250,000 or more (U.S.).

Wells Fargo Bank, N.A. 83
10Lending and other banking services available through the Banking Services Group of Wells Fargo Advisors are offered by banking and non-banking affiliates of Wells Fargo & Company, including but not limited to Wells Fargo Bank, N.A.; Wells Fargo Home Mortgage, Wells Fargo Home Equity Group, divisions of Wells Fargo Bank, N.A.; and Wells Fargo Equipment Finance, Inc. All loans and lines of credit are subject to credit appr oval, verification, and collateral evaluation.

Products are not available in all states. Certain restrictions apply. Programs, rates, terms, and conditions are subject to change without notice.
11Wells Fargo ExpressSend service transfer fee discounted 100% for each remittance if the employee owns and maintains a Wells Fargo PMA package. If the employee owns and maintains a Wells Fargo Complete Advantage package or Wells Fargo Premium Membership package, the transfer fee is $3.50 for a foreign currency transfer and $6.50 for a U.S. dollar denominated transfer. These discounts only apply to customers who use the Wells Fargo ExpressSend service with an eligible Wells Fargo funding account. To qualify for the discount, the employee must have sole or joint owners hip of the relevant account. A Wells Fargo Checking Package® consists of a checking account plus three additional qualifying accounts or services. Talk to a banker today for more details on the qualification requirements for any of the Wells Fargo Checking Packages included in this offer.
12Mobile carrier’s text messaging and web access charges may apply. † Investment and Insurance Products: • NOT FDIC Insured • NO Bank Guarantee • MAY Lose Value *No charge for the first 100 trades per year regardless of PMA package balances; $5.95 per trade thereafter. Free trades can be applied to commissions for online and automated telephone trading of stocks (excluding Penny Stocks) and exchange-traded funds or to transaction fees on applicable no-load mutual fund transactions. WellsTrade† standard brokerage annual account fees or IRA annual account fees are waived regardless of PMA package balances. Fee waivers based on having WellsTrade† account linked to your PMA package as of June 30 each year. Other fees and commissions apply to a WellsTrade† account; for complete information on fees and commissions refer to the WellsTrade† Account Commissions and Fee Schedule at wellsfargo.com. Schedule subject to change at any time.

Wells Fargo Bank, N.A. 84
Z. Business Continuity and Control

1. Describe your bank’s business continuity plan as it applies to:
a. Local bank/branch access failure
b. Regional bank resources for reporting, access to accounts, and access to funds
c. National (if applicable) bank resources for reporting, access to accounts, and access to funds
Wells Fargo has a robust business continuity planning program in place, consisting of multiple recovery strategies for each core line of business, function, product, and service.

In the event of an unexpected disaster or emergency, every attempt will be made to restore and maintain normal service levels as soon as possible. Our general philosophy is that the unexpected should now be expected, and planned for accordingly.

Our core processes and procedures regarding business continuity planning remain consistent for a wide variety of potential disasters or emergencies, including earthquakes, fires, floods, and even pandemic disease. Although components of our business continuity plan may vary based on the nature of each specific event, we have identified four types of interruptions that could impact the City the most:
 Systems. To minimize the severity of system interruptions, we have instituted redundancies for business critical systems. In the event a Wells Fargo system experiences a temporary outage, we will allocate available resources to the remediation of the impacted application(s).
 Telecommunications and power. Wells Fargo uses multiple telecommunications and power companies to create a redundant network, thereby minimizing the likelihood of an outage. Should an outage occur, however, we will take reasonable action to implement manual alternatives.
 Operations facilities. If there is a disaster at one of our primary operations centers, we have alternate processing centers which are prepared to take over day-to-day processing and support until the primary operational center is back to normal operating conditions.
 Transportation. If either air or ground transportation is temporarily unavailable, we will take reasonable action to use alternative methods, given available transportation options.

Wells Fargo’s business continuity plans include multiple recovery strategies for each core function, product, and service. Our primary goal is to make every attempt to restore and maintain normal service levels as soon as possible. We maintain numerous “hot” backup processing sites, dependent on each specific function. Each servicing center has an alternate recovery site identified— with recovery sites dispersed across multiple geographies in order to minimize potential disruption within a specific geographic region.

Processing of core business functions will automatically divert to identified backup sites as necessary in the event of an unexpected disaster or emergency. Sufficient staff will be on hand (at both primary and backup locations) to execute critical functions as needed.

Wells Fargo Bank, N.A. 85
Wells Fargo tests recovery strategies on a regular basis, with frequency and timing dependent on the specific functions or applications being tested. Generally, all Wells Fargo critical applications are tested on a quarterly basis, with business unit-level functions tested on an annual basis.

In the event that a formal disaster recovery plan has been invoked, impacted customers will be notified, to the extent possible, by their existing relationship team. Wells Fargo’s business continuity plans include having you communicate with the same team members that you do today— enabling you to connect with the same people familiar with you and your overall relationship with Wells Fargo.

2. Describe the electronic and/or manual system used to provide the proposed services along with backup and recovery capabilities. Who would the City contract to initiate day-to-day banking transactions if online capabilities and functionality are temporarily unavailable?
The CEO business portal allows the City to access a host of treasury management, foreign exchange, trade services, trust, investment, and credit services online. CEO gives you unparalleled control over your financial transactions, enabling you to get reports, make transactions, and manage your business anytime, anywhere — at the office, at home, or on the road. A single sign-on gives you the latest in internet banking features, plus the security and support you can count on from Wells Fargo. This access also facilitates emergency business resumption and disaster recovery plans for the City of Anaheim.

Services available on the CEO portal are shown in the table below.

Services available through the CEO portal
Treasury Management
ACH Deletes & Reversals Online
ACH Fraud Filter
ACH Inquiry
ACH Payments
ARP Register Maintenance
Basic Banking
Cash Vault
CEO Workstation
Deposit Maintenance
Desktop Deposit
Document Retrieval
E-Box Decisioning
Electronic Document Delivery
Event Messaging
Image Positive Pay
International ACH Payments
Payment and Delivery Preferences
Payment Manager
Payment Manager File Validation Tool
Retail Lockbox Image
Returned Item services
Reverse Positive Pay
SAFE Transmission
Statements & Notices
Stops-Images-Search
Sweep Statements and Confirmations
Treasury Information Reporting
WellsTAX® payments
Wholesale Lockbox
Wire Transfer
Credit and Loan
Credit Management
Fed Funds Online
Interest Rate Management
WFBCI Customer Reporting
International Services
Foreign Exchange
Trade Finance Online
Trade Services Online
Trust and Investment
Fed Funds Online
Institutional Brokerage and Sales
Retirement Plan Payments
Retirement Solutions Online
Securities Lending Reporting
Trust Information Delivery
Trust Portfolio Reporting
Wells Capital Management
Wells Fargo Advantage Funds
Wells Fargo Securities – Fixed Income Sales
Purchasing
Commercial Card Expense Reporting

Wells Fargo Bank, N.A. 86
Customer information is backed up regularly in batch or real-time (dependent on the specific application or data field). Each piece of customer and account data, whether accessed through the CEO portal or other channels, is housed on a specific “source system of record.” The specific system of record depends on the particular data field. In a normal operating environment, numerous systems of record flow into a centralized user interface for viewing by internal Wells Fargo team members. In a disaster recovery situation, assuming that customer information user interface(s) are unavailable, relationship managers, customer service officers, and other team members (as appropriate) will have access to the individual source systems that house specific data items, as their security levels allow.

If our CEO portal is unavailable during a disaster or emergency, our relationship managers have policies and procedures in place to work with customers on an individual basis in order to facilitate manual transactions and share account information, balances, etc. as needed. In order to maintain appropriate privacy, security procedures— for example, the use of user IDs, PINs, and account numbers— will remain in place under these circumstances (potentially voice or other initiated controls, given the communication options available).

When you use the CEO portal to access account information, Wells Fargo will notify the City of any delays through the system status screen on the CEO portal homepage.

Colored indicators next to the name of each of your CEO portal service applications show the current system status. Green indicates the application is available and operating normally. Yellow indicates the application is available but some components may not be operating at normal levels. Red indicates the application is currently unavailable.

We monitor the status of the CEO portal 24 hours a day, seven days a week. If there is a service interruption, we update the system within 15 minutes and post updates to describe the problem and provide expected system availability.

Should you experience an issue accessing the system or pulling information reports, please contact your Client Services Officer, Erica Becerra, immediately. Erica will be able to update you on the status of the system and may be able to provide the information in an alternative format.

Wells Fargo has business recovery plans in place for all of the source systems that provide data for information reporting. The recovery solution for the Commercial Electronic Office portal is geographical redundancy, in which we have created a duplicate environment in a separate location. The alternate site is used for high availability, deploying code enhancements, and disaster preparedness simulations, and is therefore actively monitored. This solution prevents us from using outside vendors to “fail over” to the recovery site. The recovery of the CEO infrastructure has a zero to two hour window.

Wells Fargo Bank, N.A. 87
The CEO business portal can be accessed through any Internet connection, at www.wellsfargo.com. City users may access the CEO portal and account information at any Wells Fargo store across the country (which are all equipped with desktop computers and access to the Internet), or any other public Internet connection.

3. Describe the bank’s security procedures for its information reporting system, both for access and information protection.

As a financial services company, information security is of paramount importance to Wells Fargo. Our physical, electronic, and procedural safeguards meet or exceed federal standards for protecting customer information. The highly regulated nature of the banking industry mandates a strong security environment and KPMG, Wells Fargo’s third-party auditor, conducts regular examinations of our internal controls to ensure compliance.

One of the first banks in the United States to offer web-enabled treasury management services, Wells Fargo continues to be recognized as a national Internet banking leader.

We continuously evaluate the latest technology to improve protection against unauthorized access or alterations to customer data.

Security controls we have in place include the following:
 Firewalls: Act as a barrier to restrict access to your confidential account information.  Authentication: Determines the identity of people who have access to your data, providing a high level of security. We use Token Authentication with financial, high-risk transactions and text password authentication for all other transactions.  Data Integrity: Protects the consistency of the City’s data, ensuring it is not altered or destroyed as it is transported over the Internet. Wells Fargo accomplishes data integrity through encryption and hash functions. We believe we provide the most effective, state-of-the-art encryption technology to ensure confidentiality by transforming plain text information into unintelligible characters for transport.  Authorizations: Guard against improper access to data or computer resources by establishing what particular users (or roles) are allowed to do. Authorizations allow the City to designate who has access to specific accounts within your organization.

They let you delineate what activities your employees are allowed to perform, in order to facilitate your processes and reports while ensuring appropriate security.

Authorizations also enable you to establish limits on the amount of funds authorized users can handle.
 Physical Security: Complements electronic security with stringent safeguards at our data centers, including security guards and access controls, such as card keys and closed circuit television monitoring.
 Personnel Security: Complements Wells Fargo’s electronic and physical security controls and addresses processes such as screening employees, informing them of our security policies, and strictly enforcing those policies.  Finally, Audit Controls provide the ability to monitor and track key activities on your accounts.

Wells Fargo Bank, N.A. 88
The City determines who can access protected resources and which resources are available for access. Wells Fargo can set up entitlements for each user, or City administrators can create user IDs and assign privileges using the CEO Self Administration service.

4. Describe the types of insurance and bonding carried.

Wells Fargo maintains sufficient insurance to meet the needs of the City of Anaheim, as illustrated in our Evidence of Insurance documents, attached in Tab AC.

The financial strength, integrity, and contractual obligations of Wells Fargo provide protection for our customers with respect to risk associated with services. We maintain a Professional Liability policy (also known as an Errors and Omissions policy), a Financial Institutions Bond (also known as a Fidelity Bond), and a Commercial General Liability policy, as well as other policies normally carried by similar financial services companies.

5. Describe any current or prior professional or personal relations between your firm and any member of the City Council or City staff, or with a company owned or affiliated with any of those individuals during the past five years that might represent an actual or perceived conflict of interest.

Like the City, we want to avoid any conflicts of interest, and have not been able to uncover any between the City and Wells Fargo Bank. To the best knowledge of the Wells Fargo Bank representatives preparing this response, there are no current or prior professional or personal relations between Wells Fargo and any member of the City Council or City staff that would have a material adverse impact on our ability to provide the services requested in this RFP.

6. Can the bank provide on-site support to City staff if the City experiences a failure at Anaheim West Tower (201 S. Anaheim Blvd., Anaheim, CA 92805)?
a. What physical site can the bank provide in the event that Anaheim West Tower might be inaccessible?
b. Please describe the resources (i.e. physical work areas, access to telephones, internet, fax, wire transfers, etc.) that could be made available to City staff in the event that Anaheim West Tower might be inaccessible? The CEO business portal can be accessed through any Internet connection, at www.wellsfargo.com. City users may access the CEO portal and account information at any Wells Fargo store across the country (which are all equipped with desktop computers and access to the Internet), or any other public Internet connection.

We would need to coordinate on a case-by-case basis for any onsite support.

Wells Fargo Bank, N.A. 89
AA. Service Enhancements
Based on the information provided in the RFP and your firm’s knowledge of the public sector, please describe any services or technological enhancements, not previously mentioned, that should be considered for further improving the efficiency of the City’s treasury management operations.

We recommend that the City consider the following service enhancements.

PayCard
Wells Fargo’s PayCard service gives you the ability to pay all of your employees electronically, including those without bank accounts. With PayCard, your employees have immediate and convenient access to their pay via Wells Fargo or Visa
® ATMs and can make purchases
everywhere Visa cards are accepted. PayCard helps you reduce costs and increase employee convenience and satisfaction. PayCard offers the following benefits:
 Lowers the cost of issuing payroll
 Integrates seamlessly with standard direct deposit process  Minimizes fraud associated with paper checks
 Enables easier out-of-cycle payments
A PayCard program should reduce the number of paper checks the City issues, thereby lowering your costs. Whether for regular payroll or out-of-cycle payments, PayCards are designed to save time and reduce the amount of check stock you purchase and inventory. You should no longer need to print paper checks, or have authorized signers available onsite.

In addition, PayCard is a valuable employee benefit the City can offer. Industry reports calculate that there are between 10 and 14 million households in the United States that do not have bank accounts. According to the Office of the Comptroller of the Currency, Americans without bank accounts spend roughly $8 billion annually for check cashing and related financial services.

Depending on what fees check cashers charge, your employee may spend between $120 and $240 per year cashing paychecks. Therefore, this program will save your employees money, in addition to reducing the time they spend waiting for, and cashing, paper checks.

The Visa Zero Liability policy included with Wells Fargo’s PayCard guarantees maximum protection against fraud, eliminating most risks you face. Should someone steal employees’ card numbers, neither they nor the City pay for fraudulent shopping activity, online or off. Your employees receive 100% protection for all credit and debit card transactions processed over the Visa network, except for PIN-based transactions not processed by Visa, and ATM transactions, where liability is limited to $50 if unauthorized use is reported within two business days.

Wells Fargo will help the City highlight cardholder benefits and functionality. Preparing a good marketing campaign to raise awareness and education about PayCards is essential and we help you by providing collateral materials and other assistance. Each of your cardholders will receive a Welcome to PayCard packet from Wells Fargo that promotes the benefits of PayCard. In addition, we furnish marketing materials in both Spanish and English for you to share with your employees. Sample marketing materials include posters and brochures that you may use to educate potential cardholders about PayCard.

Wells Fargo Bank, N.A. 90
Image File Import
Image File Import is our newest technology for providing you with images and we recommend that the City move from CD-ROM to Image File Import for more efficient image management.

The Image File Import delivery channel provides the City with a transmission of check images and associated index information through our secure transmission platform. Paid checks, electronically deposited items, returned items, and wholesale and retail lockbox items are available.

Paid check files can be sent on daily, weekly, semi-monthly, or monthly schedules, as long as the frequency period selected contains 3,000 or fewer checks. Image files in XML or PDF format are available for downloading into your archive as early as 8:00 a.m. PT the day after posting.

CEO Mobile
Wells Fargo was the first major U.S. bank to bring our customers corporate mobile banking.

First introduced in 2007, the CEO Mobile service will allow you to stay on top of your accounts from meetings, airports, across town, or around the globe. The CEO Mobile service delivers mobile versions of reports and services available on our Commercial Electronic Office Internet portal to you when you’re away from your desk at no additional cost.

From your mobile device browser, you simply go to the secure site and sign on using your CEO portal authentication credentials.

CEO Mobile can allow you to:
 View Positive Pay images and decision items.
 Approve or reject outgoing wires
 View ACH Fraud Filter details and make pay or return
decisions
 Monitor intraday account balances and transactions
 View previous day information on closing ledger balances, closing collected balances, opening available balance, one and two day float, and summary information on credits and debits  View summary information on returned items by account.  View detailed returned item information, including totals by account and returned item type.
 View transaction level information on specific returned items.  CEO Self Administration Administrators can reset user passwords and enable or disable CEO users and Secondary Approvers can review and approve or reject the password reset and enable/disable actions of the primary administrator  View controlled disbursement processing times and
information on debit items for prior day holdovers, first and second presentments, and adjustments

Wells Fargo Bank, N.A. 91
Payment Manager
Payment Manager is an initiation system for domestic and international wire transfers, ACH payments, Commercial Card, and check payments. This service allows you to send us a single file for all of your payment types, eliminating the need to access multiple systems. As an added benefit, our Payment Manager PlusSM service lets you send human- and machine-readable remittance information, while initiating your electronic payments directly from your accounts payable system. Payment Manager Plus lets you send an email, secure email, or fax to your trading partner with all of the information they need to reconcile your electronic payment correctly and efficiently. You can also have us print and mail your remittance information to your trading partners who need paper-based remittances. Payment Manager Plus often results in additional trading partners willing to accept electronic payments since they no longer need sophisticated and expensive systems or software to receive notification.

The City can send your remittance and delivery information easily in your payment file or use our online trading partner database to manage remittance deliveries on the Commercial Electronic Office portal.

Payment Manager supports direct transmission of files from your ERP or treasury workstation system. Upon receipt of your file, we transmit acknowledgment that we have received the transmission and when payments are initiated, we provide detailed transaction confirmations to the City. Standard file formats we accept include ANSI 820, Wells Fargo flat file, Wells Fargo XML, and SAP IDOC. Payment Manager is fully integrated with our online Positive Pay and Account Reconciliation services.

How the Payment Manager service works

Wells Fargo Bank, N.A. 92
Payment Manager Check Outsourcing
By outsourcing your check production to Wells Fargo the City lowers your cost structure, decreases check fraud losses, and virtually eliminates the cost of upgrading in-house check equipment. Best of all, you don't have to create a separate file to send to the bank. You would simply consolidate your check payments into the same Payment Manager data file as your other payments and we take care of the rest.

AP Control
The AP Control solution automates the payment of invoices to take advantage of early payment discounts while optimizing your commercial card program, maximizing revenue share, and streamlining the reporting and reconciliation process.

CCER AP Control increases your security and control over payments by using a single-use control account number that is assigned to each payment rather than each provider. The control account number is translated back to the City’s master account, which is a ghost card. Control account numbers are not reused, which provides the City with an extra level of security and control.

For each payment, the City can set up several authorization parameters, including the date range the control account number is valid, a valid MCC, and an exact payment amount. Your providers will not be able to process a transaction for any more or less than what the City specifies. These exact payment parameters make reconciliation completely automated.

Once payment has been sent, a secure email containing the control account number and other transaction details is system-generated and delivered to the provider. CCER AP Control uses Secure Document Delivery to notify the provider to collect and apply your payment. The provider will also be required to respond to three challenge questions in order to access the secure email. Challenge questions and answers are issued to the provider during enrollment.

CCER AP Control provides access to all of the City’s transactions through the CCER application.

Electronic remittance detail files are available around the clock so you can reconcile transactions within your back-end applications.

Wells Fargo Bank, N.A. 93
How the CCER AP Control solution works

Invoice Manager
Reduce costs, improve efficiencies, and maximize working capital when you automate your accounts payable processes with Wells Fargo. With completely paperless invoice processing, access to the world’s largest supplier community, and optional electronic payment and remittance services, you can streamline processing, improve accuracy, capture early-pay discounts, and free staff time for value-added activities. Invoice Manager enhances your overall effectiveness and profitability.

Invoice Manager benefits include:
 Automating reduces your processing costs on every invoice by standardizing data from various sources into a uniform, paper-free workflow. By capturing invoices electronically, Invoice Manager eliminates the time and mistakes that occur when staff need to manually key in data. Invoice Manager also speeds routing and approval and reduces turnaround times so you can take advantage of early-pay discounts.
 Invoice Manager connects your organization with domestic and global suppliers through the Supplier Network— the largest supplier community in the world. With more than 200,000 participating suppliers in 120 countries, this collaborative environment lets you capture and consolidate invoice traffic for maximum efficiency.

Wells Fargo Bank, N.A. 94
 Invoice Manager offers flexible options to improve cash flow by providing tools such as dynamic discounting (the ability to negotiate payment terms on an invoice-by-invoice basis) to extend Days Payable Outstanding for buyers and reducing Days Sales Outstanding for suppliers. You can identify opportunities for self-financing, third-party financing, pre- negotiated discounts, and dynamic discounting.
 Invoice Manager simplifies the entire workflow— including approvals, exception handling, tracking, and reporting— and frees accounts payable staff to focus on key strategic activities.

Invoice Manager handles two-, three-, or four-way matching; exception handling; discount capture; supplier financing; and contract validation. Powerful functionality reduces the risk of overpayments and duplicate payments, and it creates documentation and audit trails needed for compliance.
 Invoice Manager ensures that each invoice matches contracted pricing and payment terms, eliminating the need for time-consuming manual verifications. Smart functionality reduces invoice errors, overpayments, or duplicate payments.

How it works:

Step 1. You deliver purchase orders to your suppliers via the Supplier Network for order fulfillment and invoice creation.

Step 2. Your suppliers send their invoices— in one of many paper or electronic format options— to the Network for processing.

Step 3. Wells Fargo captures each invoice and verifies that required data is complete.

Step 4. You approve invoices, assign GL codes, and schedule payments online, or download invoices to your AP system for approval and payment. PO matching is also available.

Step 5. You schedule invoices for payment online or within your AP system and, through the Payment Manager service, Wells Fargo executes the payments based on your preferred disbursement method.

Step 6. Wells Fargo posts remittance information online for suppliers to view and download.

Wells Fargo Bank, N.A. 95
CEO Workstation
CEO Workstation offers an innovative, affordable, online version of a Treasury Workstation that provides tools to help you better manage your treasury operations. This product includes cash positioning and cash forecasting capabilities, as well as debt and investment management tools.

It can be fully integrated with your accounting system in order to pass balance and transaction information back and forth automatically. Our unique “thin client” architecture enables us to provide swift and seamless delivery of the product and continued enhancement based on customer needs and input.

CEO Workstation includes the following key features
and functionalities:
 Display of information tailored to your organizational structure  Global view of cash management information with ability to view amounts in a single preferred currency
 Snapshot of key cash management information
 Auto-population of domestic and international account information  Account balance monitoring tools
 Automatic matching of manual entries of expected transactions with bank posted items  Unlimited users and multi-tiered authorization structure support decentralized cash management
 Ability to automatically populate forecast based on historical data  Forecast based on customized business categories
 Report card to evaluate forecasting accuracy
 Automation of time consuming journal entry creation
 Support for multiple charts of accounts
 Ability to create rules to autofill offsetting journal entry information  Export to CSV, Excel formats
 No need for complicated technical implementation. Guided online setup flow makes setup quick and easy
 Easy drag and drop setup and maintenance of organization hierarchy  Convenient online administration tools allow easy update of settings at any time

Wells Fargo Bank, N.A. 96
AB. Sample Contract

1. Provide a sample of the proposed contract for your bank’s services. Please also provide samples of all
We have provided sample agreements and service descriptions in this section. other documents which will need to be signed/
entered into related to the provision of the services requested in this RFP including any documents referenced or incorporated into the contracts/ agreements.

2. Would you be willing to agree to sign a contract amendment that incorporates the City’s Request for Proposal and your firm’s proposal response as part of the overall contract?
We would consider incorporating the City’s Request for Proposal along with our response into the overall mutually agreed upon contract.

Commercial Account Agreement
Effective May 1, 2005
Table of Contents
I. Terms Applicable to All Commercial Deposit Accounts ............5 Introduction
Defi ned Terms
Affi liate ....................................................................................................................5 Authorized Signer .....................................................................................................5 Business Day .............................................................................................................5 Collected Balance ......................................................................................................5 Commercial Deposit Account ....................................................................................5 Deposit Float ............................................................................................................5 Deposited Item .........................................................................................................6 Investable Balance .....................................................................................................6 Item .........................................................................................................................6 Ledger Balance ..........................................................................................................6 Overdraft .................................................................................................................6 Paper Item ................................................................................................................6 Service ......................................................................................................................6 Arbitration Agreement
Agreement to Arbitrate .............................................................................................6 Governing Rules .......................................................................................................6 No Waiver of Self-Help or Provisional Remedies .......................................................7 Arbitrator Qualifi cations and Powers ........................................................................7 Discovery ..................................................................................................................7 Class Actions and Consolidations ..............................................................................7 Payment of Arbitration Costs and Fees ......................................................................7 Miscellaneous ...........................................................................................................7 Statements and Other Account-Related Information
Mailing Statements and Other Account-Related Information to Company .................8 Company’s Obligation to Review Statements and Other Account-Related Information and to Notify Bank of Errors ......................................................................8 Returned, Unclaimed Statements or Other Account-Related Information ...................8 Address Changes for Statements for Company’s Account and Other Account-Related Information .....................................................................9 Notices and Other Mail ............................................................................................9 Electronic Communications ......................................................................................9 1 Fraud Prevention
Protection Against Unauthorized Items .....................................................................9 Lost or Stolen Paper Items; Unauthorized Items .........................................................9 Preventing Misuse of Company’s Account ...............................................................10 Claim of Unauthorized Transactions; Bank’s Rights and Liability Investigation by Bank; Company’s Agreement to Cooperate ....................................10 Standard of Care .....................................................................................................11 Limitation of Liability; Indemnifi cation ...................................................................11 Adverse Claims .......................................................................................................11 Legal Process ..........................................................................................................11 “Freezing” Company’s Account ..............................................................................11 Force Majeure .........................................................................................................12 Company’s Insurance Coverage ...............................................................................12 Substitute Checks
Deposits to Company’s Account
General ..................................................................................................................12 Collection Items ......................................................................................................12 Endorsements .........................................................................................................12 Material Appearing on the Back of Items; Check Legends .......................................13 Breach of Warranties ..............................................................................................13 When Deposits are
Credited to Company’s Account ...............................................13 Use of Funds ...........................................................................................................13 Deposits at Affi liates ...............................................................................................13 Deposits of Non-U.S. Items .....................................................................................13 Acts and Omissions of Other Financial Institutions .................................................14 Deposited Items Returned .......................................................................................14 Direct Deposits Returned by Bank ...........................................................................14 Reconstructing Lost or Destroyed
Deposited Items ..................................................14 Withdrawals from Company’s Account
Determining Company’s Account’s Balance; Debiting Company’s Account .............14 Order of Posting .....................................................................................................15 Paper Items Presented Over-the-Counter for Payment by a Non-Customer ..............15 Large Cash Withdrawals .........................................................................................15 Withdrawals at Affi liates ........................................................................................15 Items Resulting From Company’s Disclosure of Company’s Account Number .........15 Missing Signatures; Alterations; Forgeries ...............................................................15 Dates and Special Instructions on Paper Items .........................................................16 Facsimile or Mechanical Signatures .........................................................................16 Consumer ACH Debit Entries .................................................................................16 2 Stop Payment Orders; Notices of Post-Dating
General ..................................................................................................................16 Content of Stop Payment Order ..............................................................................16 Effective Period of Stop Payment Order; Renewal; Revocation ................................16 Liability to Holder in Due Course ...........................................................................17 Paper Items Paid Over Valid Stop Payment Orders ..................................................17 Overdrafts; Security Interest; Bank’s Right to Setoff
Overdrafts and Insuffi cient Funds ...........................................................................17 Security Interest; Bank’s Right to Setoff ...................................................................17 Bank Fees and Expenses
General ..................................................................................................................18 Payment of Bank Fees and Expenses; Finance Charges .............................................18 Earnings Allowance ................................................................................................18 Checking Subaccounts
Miscellaneous
Acceptable Form of Paper Items; Document and Image Quality ...............................19 Closing Company’s Account ...................................................................................19 Contract Language .................................................................................................19 Credit Reports ........................................................................................................19 Disclosure of Information .......................................................................................19 Dormant and Unclaimed Accounts ..........................................................................20 Entire Agreement; Headings; No Third Party Benefi ciary .........................................20 Laws Governing Company’s Account ......................................................................20 Minimum Balance Requirements; Other Restrictions ...............................................20 Modifi cation of Agreement; Account Conversion ....................................................20 Monitoring and Recording Communications ...........................................................21 No Fiduciary Relationship ......................................................................................21 Reliance on Bank’s Records ....................................................................................21 Reordering Checks ..................................................................................................21 Transferring an Interest in Company’s Account .......................................................21 II. Additional Terms Applicable to All Commercial
Interest-Bearing, Savings and Time Accounts ............................21 Interest-Bearing Accounts
Variable/Fixed-Rate Accounts .................................................................................21 Method Used to Calculate Earned Interest ...............................................................21 Interest Accrual ......................................................................................................21 Compounding and Crediting ...................................................................................22 Target Balance Accounts .........................................................................................22 Interest Adjustments ...............................................................................................22 Tax Identifi cation Number Certifi cation .................................................................22 3 Commercial Savings Accounts
Bank’s Right to Require Notice ...............................................................................22 Limitations on Transfers from Company’s Savings Account ....................................22 Commercial Time Accounts
General ...................................................................................................................23 Certifi cated Time Accounts .....................................................................................23 Maturity Date .........................................................................................................23 Time Requirements .................................................................................................23 Payment of Interest .................................................................................................23 Additional Deposits ................................................................................................23 Withdrawal of Interest Prior to Maturity.................................................................23 Renewal Policies .....................................................................................................23 III. Funds Transfers ......................................................................................24 General ...................................................................................................................24 Notice of Receipt of Funds ......................................................................................24 Reliance on Identifi cation Numbers .........................................................................24 Duty to Report Unauthorized and Erroneous Fund Transfers ..................................24 Erroneous Payment Orders .....................................................................................24 Automated Clearing House (ACH) Transactions .....................................................24 IV. Selected Services .....................................................................................25 ATM Deposit Service ..............................................................................................25 Treasury Express Deposit® Service ...........................................................................25 4 I. Terms Applicable to All Commercial Deposit Accounts Introduction
In this Commercial Account Agreement (“ Agreement”), “Company” refers to the owner or accountholder of a Wells Fargo bank commercial deposit account (“ Account”). “Bank” refers to the Wells Fargo bank at which Company’s Account is maintained. This Agreement includes the following disclosures applicable to Bank’s commercial deposit accounts and related services (each, a “Service”), that Bank has separately provided to Company: (i) the schedule of Bank’s fees and other account-related information (the “fee and information schedule”), (ii) the collection schedule, (iii) the funds availability policy , (iv) the privacy policy , (v) the rate sheets for interest-bearing accounts, each as modifi ed by Bank from time to time, and (vi) any additional disclosures regarding Company’s Account that Bank may provide to Company . Company is responsible for ensuring that each Authorized Signer is familiar with this Agreement. Unless Company has instructed Bank in writing to the contrary , Bank may consider communications about Company’s Account from an Authorized Signer on Company’s Account as communications from Company . Company agrees to notify Bank immediately in writing if any Authorized Signer’s authority has been terminated. This Agreement replaces all prior agreements with Bank regarding Company’s Account other than agreements regarding security interests in, or services utilizing, the Account. By signing Bank’s signature card for Company’s Account or by using Company’s Account or a Service, Company will be deemed to have agreed to this Agreement. Company should retain a copy of this Agreement (and any information that Bank provides Company regarding changes to this Agreement) for as long as Company maintains its Account with Bank.

Defi ned Terms
In this Agreement, certain words have a special meaning and are therefore defi ned. Certain terms and their defi nitions are found in this Section, and others are found in the text of this Agreement.

Affi liate.

An “ Affi liate” is a bank that is, directly or indirectly , a wholly or substantially owned subsidiary of Wells Fargo & Company .

Authorized Signer.

An “ Authorized Signer” is a person who has Company’s actual or apparent authority to transact business on Company’s Account(s), whether or not such person has signed the signature card or other documentation for Company’s Account(s). Bank may continue to recognize an Authorized Signer’s authority until Bank has received and had a reasonable time to act upon Company’s written modifi cation or revocation of it.

Business Day.

A “Business Day” is every day except Saturdays, Sundays and federal holidays.

Collected Balance.

The “Collected Balance” is the Ledger Balance in Company’s Account less Deposit Float.

Commercial Deposit Account.

A “commercial deposit account” is any deposit account, other than one of Bank’s business deposit accounts, that is not held or maintained primarily for personal, family or household purposes. Examples of commercial deposit accounts include an account owned by an individual acting as a sole proprietor, a partnership, a limited partnership, a limited liability partnership, a limited liability company , a corporation, a joint venture, a non-profi t corporation, an employee benefi t plan or a governmental unit including an Indian tribal entity .

Deposit Float.
“Deposit Float” is the total dollar amount of Items deposited in Company’s Account for which, based on the collection schedule used by Bank or the applicable Affi liate for this type of account, Company’s Account has not yet been credited for purposes of calculating the Collected Balance.
5 Deposited Item.

A “Deposited Item” is an Item (including a non-U.S. Item) that Bank cashes or collects for Company or accepts for deposit to Company’s Account.

Investable Balance.

The “Investable Balance” is the Collected Balance in Company’s Account less (i) the portion of such Collected Balance that Bank is required by law to hold in reserve at a Federal Reserve Bank and (ii) other adjustments.

Item.

An “Item” includes a check, substitute check, purported substitute check, electronic item, draft, demand draft, preauthorized draft, remotely created check, remotely created item, remotely created consumer item, image replacement document or other order or instruction for the payment, transfer, or withdrawal of funds (including a withdrawal slip), automatic transfer, and electronic transaction (including a wire transfer, an ACH transfer and a Consumer ACH Debit Entry), any written document created or authorized in Company’s name that would be a check or draft but for the fact that it has not been signed, and a cash-in ticket or a deposit adjustment or a photocopy or an image of any of the foregoing.

Ledger Balance.

The “Ledger Balance” is the balance in Company’s Account after all debits and credits for the Business Day are posted.

Overdraft.

An “Overdraft” is any event that results in a negative balance in Company’s Account.

Paper Item.

A “Paper Item” is an Item that is in paper form.

Service.

A “Service” is any service Bank provides to Company including without limitation any Treasury Management Service.

Arbitration Agreement
Agreement to Arbitrate.

Except as stated in “No Waiver of Self-Help or Provisional Remedies” below , Company and Bank agree, at Company’s or Bank’s request, to submit to binding arbitration all claims, disputes and controversies between or among Company and Bank (and their respective employees, offi cers, directors, attorneys, and other agents), whether in tort, contract or otherwise arising out of or relating in any way to Company’s Account(s) and/or Service(s) and their negotiation, execution, administration, modifi cation, substitution, formation, inducement, enforcement, default or termination (each, a “Dispute”).

Governing Rules.

Any arbitration proceeding will (i) proceed in a location selected by the American Arbitration Association (“ AAA ”) in the state whose laws govern Company’s Account; (ii) be governed by the Federal Arbitration Act (Title 9 of the United States Code), notwithstanding any confl icting choice of law provision in any of the documents between Company and Bank; and (iii) be conducted by the AAA, or such other administrator as Company and Bank shall mutually agree upon, in accordance with the AAA ’s commercial dispute resolution procedures, unless the claim or counterclaim is at least $1,000,000.00 exclusive of claimed interest, arbitration fees and costs in which case the arbitration shall be conducted in accordance with the AAA ’s optional procedures for large, complex commercial disputes (the commercial dispute resolution procedures or the optional procedures for large, complex commercial disputes to be referred to, as applicable, as the “Rules”). If there is any inconsistency between the terms hereof and any such Rules, the terms and procedures set forth herein shall control. Any party who fails or refuses to submit to arbitration following a lawful demand by any other party shall bear all costs and expenses incurred by such other party in compelling arbitration of any Dispute. Nothing contained herein shall be deemed to be a waiver by Bank of the protections 6 afforded to it under 12 U.S.C. Section 91 or any similar applicable state law .

No Waiver of Self-Help or Provisional Remedies.

This arbitration requirement does not limit the right of either party to (i) exercise self-help remedies including setoff or (ii) obtain provisional or ancillary remedies such as injunctive relief or attachment, before, during or after the pendency of any arbitration proceeding. This exclusion does not constitute a waiver of the right or obligation of either party to submit any Dispute to arbitration or reference hereunder, including those arising from the exercise of the actions detailed in (i) and (ii) of this subsection.

Arbitrator Qualifi cations and Powers.

Any Dispute in which the amount in controversy is $5,000,000.00 or less will be decided by a single arbitrator selected according to the Rules, and who shall not render an award of greater than $5,000,000.00. Any Dispute in which the amount in controversy exceeds $5,000,000.00 shall be decided by majority vote of a panel of three arbitrators; provided however, that all three arbitrators must actively participate in all hearings and deliberations. Each arbitrator will be a neutral attorney licensed in the state whose laws govern Company’s Account and who has a minimum of ten years experience in the substantive law applicable to the subject matter of the Dispute to be arbitrated. The arbitrator(s) will determine whether or not an issue is arbitratable and will give effect to the statutes of limitation in determining any claim.

In any arbitration proceeding the arbitrator(s) will decide (by documents only or with a hearing at the discretion of the arbitrator(s)) any pre-hearing motions which are similar to motions to dismiss for failure to state a claim or motions for summary adjudication. The arbitrator(s) shall resolve all Disputes in accordance with the substantive law of the state whose laws govern Company’s Account and may grant any remedy or relief that a court of such state could order or grant within the scope hereof and such ancillary relief as is necessary to make effective any award. The arbitrator(s) shall also have the power to award recovery of all costs and fees, to impose sanctions and to take such other action as deemed necessary to the same extent a judge could pursuant to the Federal Rules of Civil Procedure, the state rules of civil procedure for the state whose laws govern Company’s Account or other applicable law . Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. The institution and maintenance of an action for judicial relief or pursuit of a provisional or ancillary remedy shall not constitute a waiver of the right of any party , including the plaintiff, to submit the controversy or claim to arbitration if any other party contests such action for judicial relief.

Discovery.

In any arbitration proceeding, discovery will be permitted in accordance with the Rules. All discovery shall be expressly limited to matters directly relevant to the Dispute being arbitrated and must be completed no later than twenty (20) days before the hearing date and within 180 days of the fi ling of the Dispute with the AAA. Any requests for an extension of the discovery periods, or any discovery Disputes, will be subject to fi nal determination by the arbitrator(s) upon a showing that the request for discovery is essential for the party’s presentation and that no alternative means for obtaining information is available.

Class Actions and Consolidations.

Company and Bank agree that the resolution of any Dispute arising pursuant to the terms of this Agreement shall be resolved by a separate arbitration proceeding and shall not be consolidated with other Disputes or treated as a class. Neither Company nor Bank shall be entitled to join or consolidate Disputes by or against others in any arbitration, or to include in any arbitration any Dispute as a representative or member of a class, or to act in any arbitration in the interest of the general public or in a private attorney general capacity .

Payment of Arbitration Costs and Fees.

The arbitrator(s) shall award all costs and expenses of the arbitration proceeding.

Miscellaneous.

To the maximum extent practicable, the AAA, the arbitrator(s), Company and Bank shall take all action required to conclude any arbitration proceeding within 180 days of the fi ling 7 of the Dispute with the AAA. The arbitrator(s), Company , or Bank may not disclose the existence, content or results thereof, except for disclosures of information by Company or Bank required in the ordinary course of business, by applicable law or regulation, or to the extent necessary to exercise any judicial review rights set forth herein. If more than one agreement for arbitration by or between Company and Bank potentially applies to a Dispute, the arbitration agreement most directly related to Company’s Account or the subject matter of the Dispute shall control. This arbitration agreement shall survive the closing of Company’s Account or termination of any Service or the relationship between Company and Bank.

Statements and Other Account-Related Information
Mailing Statements and Other Account-Related Information to Company.

Except as expressly provided otherwise in this Agreement, Bank will mail (or otherwise make available to Company) statements for Company’s Account and notices and other information regarding Company’s Account or any Service (collectively , “ Account-Related Information”) to the postal or electronic address refl ected in Bank’s records for Company’s Account. Any statement or Account-Related Information will be deemed to have been sent to Company on the fi rst Business Day following the date on it. A statement or other Account-Related Information that is held for Company to pick up will be deemed to be delivered to Company at the time that Bank makes it available for pick up.

Company’s Obligation to Review Statements and Other Account-Related Information and to Notify Bank of Errors.

Company agrees to promptly and carefully examine each statement for Company’s Account and any other Account-Related Information and any paid Items that are returned with (or described in) the statement and any other Account-Related Information and to promptly notify Bank of, and reimburse Bank for, any erroneous credit to Company’s Account. Within thirty (30) days after Bank mails or otherwise makes the statement or other Account-Related Information available to Company , Company will notify Bank of any claim for credit or refund due, for example, to an erroneous or unauthorized debit, a missing signature, an unauthorized signature, or an alteration (each, an “unauthorized transaction”). Within six (6) months after Bank mails or otherwise makes the statement or other Account-Related Information available to Company , Company will notify Bank of any claim for credit or refund resulting from a forged, unauthorized, or missing endorsement. Such notifi cation is to be made by (i) calling the telephone number listed on the statement for Company’s Account or in the other Account-Related Information for such purpose and (ii) submitting a written report to Bank as soon as possible, but, in any event, within the timeframes specifi ed above. If Company fails to notify Bank within the timeframes specifi ed above, the balance shown on the statement for Company’s Account or other Account-Related Information will be conclusively presumed to be correct, and Company will be deemed to have released Bank from all liability for the Items charged to Company’s Account and for all other transactions covered by the statement or other Account-Related Information. In addition, if Company fails to notify Bank of an unauthorized transaction on Company’s Account within thirty (30) days after Bank mails or otherwise makes the statement for Company’s Account or other Account- Related Information describing the unauthorized transaction available to Company , Bank will not be liable to Company for any unauthorized transactions on Company’s Account by the same person that could have been prevented if Company had complied with Company’s obligations under this subsection. If Company notifi es Bank of any claim for credit or refund later than required by this subsection, Bank may assert, at Company’s request and on Company’s behalf, any claim against a third party that Bank determines in Bank’s sole discretion is permitted under the laws governing Company’s Account or applicable rule.

Returned, Unclaimed Statements or Other Account-Related Information.

Unless otherwise prohibited by the laws governing Company’s Account, (i) if two or more statements for Company’s Account are returned, Bank may discontinue sending statements for Company’s Account and other Account-Related Information to Company until Company provides a valid address to Bank; (ii) Bank may destroy statements for Company’s Account 8 and other Account-Related Information that are sent to Company and returned to Bank as undeliverable; and (iii) if Bank holds the statement for Company’s Account or other Account-Related Information for Company to pick up and the statement remains unclaimed for sixty (60) days, Bank may send the statement to the address refl ected in Bank’s records for Company’s Account or destroy it.

Address Changes for Statements for Company’s Account and Other Account-Related Information.

Company may instruct Bank to change the address to which Bank mails (or the means by which Bank otherwise makes available) statements for Company’s Account and other Account-Related Information at any time. Bank may act on any such instruction purportedly made on Company’s behalf within a reasonable time after Bank receives such instruction.

Unless Company instructs Bank otherwise, Bank may in its sole discretion change the address only for the Account(s) Company specifi es or for all or some of Company’s other Accounts with Bank. Bank may change Company’s address of record if Bank receives an address change notice from the U.S. Postal Service or if Bank receives information from a third party in the business of providing correct address information that the address in Bank’s records no longer corresponds to Company’s address.

Notices and Other Mail.

Any notice Company sends Bank will not be effective until Bank actually receives it and has a reasonable opportunity to act on it. If there is more than one Authorized Signer on Company’s Account, Bank may send statements and other Account-Related Information to any one of them (unless Company has otherwise instructed Bank in writing). Company assumes the risk of loss in the mail. Any notice Bank sends Company will be effective when mailed or otherwise made available to Company .

Electronic Communications.

If Company provides Bank with an electronic address to which Bank may send electronic communications, Company agrees that Bank may send to Company by electronic communication any information that the laws governing Company’s Account require be sent to Company in writing, provided such electronic communication does not violate the laws governing Company’s Account. “Electronic communication” means a message transmitted electronically in a format that allows visual text or images to be displayed on equipment such as a personal computer monitor.

Fraud Prevention
Protection Against Unauthorized Items.

Company acknowledges that there is a growing risk of losses resulting from unauthorized Items. Bank offers Services that provide effective means for controlling the risk from unauthorized Items. These Services include:
• Positive Pay , or Positive Pay with Payee Validation, or Reverse Positive Pay (each offered by Bank in conjunction with Bank’s Account Reconciliation Plan Service); • ACH Fraud Filter; and
• Payment Authorization Service.

If Bank has expressly recommended that Company use one or more of these Services (or any other Service related to fraud prevention that Bank offers after the date of this Agreement), and Company either decides not to use the recommended Service or fails to use the recommended Service in accordance with the applicable Service Description or other Bank documentation applicable to the Service, Company will be treated as having assumed the risk of any losses that could have been prevented if Company had used the recommended Service in accordance with the applicable Service Description or applicable documentation.

Lost or Stolen Paper Items; Unauthorized Items.

If any of Company’s unissued Paper Items has been lost or stolen, or if Company learns that unauthorized Items are being issued on Company’s Account, Company agrees to notify Bank at once. T o the extent that Company’s failure to so notify Bank hampers Bank’s ability 9 to prevent loss, Bank will be relieved of any liability for such Items. Upon receipt of any such notice, Bank may at its sole discretion and without any liability to Company take one or more of the following actions: (i) close Company’s Account and open a new account for Company; (ii) dishonor any Paper Item Company or an Authorized Signer has indicated may have been lost or stolen (unless Company or an Authorized Signer subsequently has instructed Bank to honor such an Item); or (iii) pay any Paper Item presented for payment on Company’s Account, provided Company has instructed Bank to pay such Paper Item and given Bank the number of that Paper Item. If Bank opens a new account for Company and Company has authorized a third party to automatically make regular deposits to or withdrawals from Company’s Account (such as wire or ACH transfers), Bank shall have no liability to Company if Company does not receive any regularly scheduled deposit or if a regularly scheduled payment is not made for Company due to Company’s failure to notify that third party in a timely fashion of the number of Company’s new Account.

Preventing Misuse of Company’s Account.

Company agrees to take reasonable steps to ensure the integrity of Company’s internal procedures with respect to Company’s Account and Items drawn on Company’s Account or deposited to it. T o help prevent embezzlement and protect Company’s business assets, Bank recommends Company:
• Assign responsibilities for Company’s Account to multiple individuals. Those who reconcile statements for Company’s Account should be different from those who issue Items drawn on Company’s Account.
• Reconcile statements for Company’s Account as received and notify Bank immediately of any problem.
• Contact Bank immediately if Company does not receive the statement for Company’s Account when Company would normally expect to. • Watch for Paper Items cashed out of sequence or made out to cash. These are classic red fl ags for embezzlement.
• Secure Company’s supply of Paper Items at all times. Stolen Paper Items are a common method of embezzlement.
• Periodically reassign accounting duties such as reconciling Company’s Account or making a deposit.
• Review transaction activity on Company’s Account for unexpected fl uctuations.

For example, compare the percentage of cash deposits to total deposit size.

Most businesses will maintain a constant average. A large fl uctuation might indicate embezzlement.
• Destroy any Paper Item that Company does not intend to use. • Use tamper-resistant Paper Items at all times.
• Notify Bank immediately when an Authorized Signer’s authority ends so that his/her name can be removed from all signature cards and Online Banking access, and any Cards that Bank has issued to him/her can be cancelled. • Do not sign blank Paper Items.
• Obtain insurance coverage for these risks.

Claim of Unauthorized Transactions; Bank’s Rights and Liability Investigation by Bank; Company’s Agreement to Cooperate.

Bank shall investigate any transaction Company has reported to Bank as unauthorized (a “Claim of Unauthorized T ransaction”). Company agrees to (i) submit Company’s Claim of Unauthorized T ransaction in writing to Bank by completing or obtaining a declaration under penalty of perjury describing Company’s Claim of Unauthorized T ransaction (in an affi davit form approved by Bank, if so requested); (ii) fi le a police report; (iii) complete and return to Bank any documents requested of Company; and (iv) in all respects cooperate fully at Company’s expense with Bank in Bank’s investigation of Company’s Claim of Unauthorized Transaction.
10 Standard of Care.

Bank will meet its standard of care for Company’s Account by exercising ordinary care in the transaction at issue. When Bank takes an Item for processing by automated means, “ordinary care” does not require Bank to examine the Item. In all other cases, “ordinary care” requires only that Bank follow standards that do not vary unreasonably from the general standards followed by similarly situated banks. Bank’s policies and procedures are general internal guidelines for Bank’s use and do not establish a higher standard of care for Bank than is otherwise established by the laws governing Company’s Account. A mere clerical error or an honest mistake will not be considered a failure of Bank to perform any of its obligations.

If Bank waives any of its rights as to Company or Company’s Account on one or more occasions, it will not be considered a waiver of Bank’s rights on any other occasion.

Limitation of Liability; Indemnifi cation.

Whether in connection with Company’s Account or a Service, in no event will either party to this Agreement or its respective directors, offi cers, employees, or agents be liable to the other party for any special, consequential, indirect or punitive damages, whether any claim is based on contract or tort or whether the likelihood of such damages was known to either party. The foregoing limitation of liability will not apply where expressly prohibited by the laws governing Company’s Account. Bank will not have any liability to Company if there are insuffi cient available funds in Company’s Account to pay Company’s Items due to actions taken by (i) Bank in accordance with this Agreement or (ii) any third party . Except to the extent that Bank fails to exercise ordinary care or breaches this Agreement, Company agrees to indemnify and hold Bank and its directors, offi cers, employees and agents harmless from all claims, demands, losses, liabilities, judgments, and expenses (including their attorneys’ fees and legal expenses) arising out of or in any way connected with Bank’s performance under this Agreement. Company agrees this indemnifi cation will survive the closing of Company’s Account and the termination of any Service.

Adverse Claims.

If any person or entity makes a claim against funds in Company’s Account, or if Bank believes that a confl ict exists between or among the Authorized Signers on Company’s Account or that there is a dispute over matters such as the ownership of Company’s Account or the authority to withdraw funds from Company’s Account, Bank may , without any liability to Company , take one or more of the following actions: (i) continue to rely on Bank’s records to determine the ownership of or the identity of the Authorized Signer(s) for Company’s Account; (ii) honor the claim upon receipt of evidence satisfactory to Bank to justify such claim; (iii) freeze all or a part of the funds in Company’s Account until the dispute is resolved to Bank’s satisfaction; (iv) close Company’s Account and send a check for the available balance in Company’s Account payable to Company or to Company and each claimant; or (v) pay the funds into an appropriate court.

Legal Process.

Bank may accept and act on any legal process it believes is valid, whether served in person, by mail or by electronic notifi cation, at any location of Bank. “Legal process” includes a levy , garnishment or attachment, tax levy or withholding order, injunction, restraining order, subpoena, search warrant, government agency request for information, forfeiture, seizure, or other legal process relating to Company’s Account. Any such legal process is subject to Bank’s security interest and right of setoff. Bank will not notify Company of a grand jury subpoena affecting Company or Company’s Account.
“Freezing” Company’s Account.

As part of Bank’s loss prevention program, when Bank suspects that irregular, unauthorized, or unlawful activities may be occurring in connection with Company’s Account, Bank may “freeze” (or place a hold on) the balance in Company’s Account (and in other Account(s) Company maintains with Bank) pending an investigation of such suspected activities. If Bank freezes Company’s Account, Bank will give any notice required by the laws governing Company’s Account.
11 Force Majeure.

Neither party to this Agreement shall be deemed to be in default of any of its obligations under this Agreement if its performance is delayed, hindered or becomes impossible because of any act of God or of any public enemy , hostilities, war (declared or undeclared), guerilla or terrorist activities, act of sabotage, blockade, earthquake, fl ood, landslide, avalanche, tremor, ground movement, hurricane, storm, explosion, fi re, labor disturbance, riot, insurrection, strike, sickness, accident, civil commotion, epidemic, act of government or its agencies or offi cers, power interruption or transmission failure or any cause beyond the control of either party .

Company’s Insurance Coverage.

Many businesses carry special insurance for employee fraud/embezzlement. If Company does, Bank reserves the right to require Company to fi le a claim with its insurance company before making any claim against Bank. In such event, Bank will consider Company’s claim only after Bank has reviewed Company’s insurance company’s decision, and Bank’s liability to Company , if any , will be reduced by the amount Company’s insurance company pays Company .

Substitute Checks
A federal law , known as the “Check Clearing for the 21st Century Act” or “Check 21,” took effect on October 28, 2004. This law provides for an instrument called a “substitute check.” A substitute check contains an accurate copy of the front and back of the original draft and bears the legend: “This is a legal copy of your check. Y ou can use it the same way you would use the original check.” As noted in the legend, a substitute check is the same as the original draft for all purposes, including proving that Company made a payment. Any Paper Item Company issues or deposits that is returned to Company may be returned in the form of a substitute check. Even if Company has cancelled Items returned with the statements for Company’s Account, Bank may in its sole discretion withhold substitute checks therefrom.

Company agrees Company will not transfer a substitute check to Bank, by deposit or otherwise, if Bank would be the fi rst fi nancial institution to take the substitute check, unless Bank has expressly agreed in writing to take it.

Deposits to Company’s Account
General.

Unless otherwise agreed in writing, Bank may , without inquiry , accept a deposit to Company’s Account at any time, from any person or entity , made in any manner including without limitation a deposit based on an image of an Item. Bank may also refuse to accept all or any part of any deposit. Bank may require that Company deposit an Item that is made payable to Company to Company’s Account, instead of permitting Company to cash the Item. Bank is not responsible for a deposit until a Bank employee has received and verifi ed it. The receipt received at the time of deposit is not evidence that a deposit has been verifi ed. Bank may reverse or otherwise adjust any credit Bank believes it has erroneously made to Company’s Account at any time without prior notice to Company .

Collection Items.

Bank may , in its sole discretion and with notice to Company , handle a Paper Item as a collection Item, instead of as a deposit. This means Bank sends the Item to the issuer’s bank for payment and credits Company’s Account for the Item when Bank receives payment for the Item. If the Item is returned unpaid, Bank will return the Item to Company .

Endorsements.

This subsection applies if an endorsement is necessary for the transfer or negotiation of an Item. Company authorizes Bank to supply Company’s endorsement on any Item Bank takes for collection, payment or deposit to Company’s Account. Company also authorizes Bank to collect any unendorsed Item that is made payable to Company without fi rst supplying Company’s endorsement, provided the Item was deposited to Company’s Account. Bank may refuse to pay any Item or accept any Item for deposit or collection unless Bank is able to verify to its satisfaction that all of the necessary endorsements are present on the Item. For example, Bank may require that all endorsers be present at the time that an Item is presented to Bank for payment or accepted for deposit or collection.
12 Material Appearing on the Back of Paper Items; Legends on Paper Items.

Company is responsible for losses incurred by any person that cashes or accepts Company’s Paper Items for deposit, if: (i) the loss is due to a delay in the return of the Item; and (ii) the delay is caused by material appearing on the back of the Item when it was issued or transferred by Company . This material may include, but is not limited to, carbon bands, blacked out areas, and printed or written text or numbers. Company is responsible for all losses, claims, damages or expenses that result from a restrictive legend or notation on Company’s Paper Items.

Breach of Warranties.

If Company breaches any warranty Company makes under the laws governing Company’s Account or rule with respect to any Item, Company shall not be released or otherwise discharged from any liability for such breach so long as Bank notifi es Company of the breach within 120 days after Bank learns of the breach. If Bank fails to notify Company within this 120-day period, Company shall be released from liability and discharged only to the extent Bank’s failure to notify Company within such time period caused a loss to Company .

When Deposits are Credited to Company’s Account.

All over-the-counter deposits or ATM deposits to Company’s Account which are received before Bank’s established cut-off time on any Business Day will be credited (and will be considered deposited) to Company’s Account as of the close of business that day , and will be refl ected in that day’s Ledger Balance for Company’s Account. All other deposits (such as cash letter or lockbox) will be processed in accordance with the written agreements governing such deposits or, if there is no written agreement, banking practice. All deposits received after Bank’s established cut-off time on a Business Day or at any time on a day which is not a Business Day will be credited (and will be considered deposited) to Company’s Account at the end of the next Business Day . Deposits placed in one of Bank’s “night depositories” before the established deadline on any Business Day will be credited to Company’s Account at the close of business on that same day . All other deposits placed in the “night depository” will be credited to Company’s Account at the end of the next Business Day .

Use of Funds.

Company’s use of funds deposited to Company’s Account will be governed by Bank’s separately disclosed collection schedule and, if Company’s Account is a checking account, funds availability policy . Bank’s collection schedule describes when deposits of Items that satisfy certain criteria will be considered collected. A fee may be charged in connection with any use of uncollected funds permitted by Bank. The then-current rate will appear on the statement for Company’s Account. Bank’s funds availability policy describes when funds deposited to Company’s checking Account will be available to be used for all purposes. Bank may change its collection schedule and funds availability policy from time to time without prior notice to Company .

Deposits at Affi liates.

Company may make deposits to Company’s Account(s) at an Affi liate, provided the Affi liate agrees. If Company makes a deposit to Company’s Account at an Affi liate, that Affi liate’s collection schedule and funds availability policy will determine when the funds deposited to Company’s Account will be considered collected and available.

Deposits of Non-U.S. Items.

Bank may refuse to accept for deposit or collection an Item that is payable in currency other than U.S. dollars or an Item that is not drawn on a fi nancial institution chartered in the United States (each, a “non-U.S. Item”). If Bank accepts a non-U.S. Item for deposit to Company’s Account or collection, Company accepts all risk associated with foreign currency fl uctuation (exchange rate risk) and any late return of the non-U.S. Item. Company agrees Bank may use Bank’s current buying and selling rate, as applicable, when processing a non-U.S. Item and may recover from Company’s Account any loss Bank incurs as a result of processing such an Item for Company . Bank reserves the right to place longer holds on non-U.S. Items than the timeframes specifi ed in Bank’s funds availability policy for Deposited Items. 13 Acts and Omissions of Other Financial Institutions.

Bank is not liable for the insolvency , neglect, misconduct, mistake, or default of another bank or person, or for the loss or destruction of a Deposited Item or of a notice of nonpayment relating thereto. If a Deposited Item is lost or misrouted during the collection process: (i) Bank shall have no responsibility to Company for the actions or inactions of any collecting bank; (ii) Bank may charge Company’s Account for the amount of the Deposited Item (and reverse any interest that may have accrued to Company’s Account in connection with the Deposited Item); and (iii) Company agrees to cooperate with Bank in recreating the Deposited Item.

Deposited Items Returned.

Bank has the right to charge back to or otherwise debit any of Company’s Account(s) for any Deposited Item that is returned (and to reverse or recover any associated interest that may have accrued), even if Company has made withdrawals against it. This right of charge back or debit is not affected by the expiration of any applicable midnight deadline, provided Bank does not have actual knowledge that such deadline has expired or, having such knowledge, Bank concludes that (i) the Deposited Item is returned in accordance with the laws governing Company’s Account or a rule (including a clearing house rule); or (ii) Bank has received a claim that Company has breached a warranty made in connection with the Deposited Item. Bank has the right to pursue collection of such Deposited Item, even to the extent of allowing the payor bank to hold the Deposited Item beyond the midnight deadline in an attempt to recover payment. Bank may redeposit a returned Deposited Item and re-present it for payment by any means (including electronic means), unless Bank has received instructions from Company not to redeposit such Deposited Item. Bank will have no liability for taking or failing to take any action to recover payment of a returned Deposited Item. If one of Company’s Deposited Items is returned with a claim that there is a breach of warranty (for example, that it bears a forged endorsement or is altered in any way), Bank may debit Company’s Account for the amount of the Item (plus any associated fees) and pay the amount to the person or entity making the claim. Bank is under no duty to question the truth of the facts that are being asserted, to assess the timeliness of the claim, or to assert any defense. Bank need not give Company any prior notifi cation of its actions with respect to the claim. Company agrees to immediately repay any Overdraft caused by the return of a Deposited Item.

Direct Deposits Returned by Bank.

If, in connection with a direct deposit plan funds are deposited to Company’s Account and later returned to the originator, Bank may deduct the amount from that or any other Account Company maintains at Bank, without prior notice and at any time, except as prohibited by the laws governing Company’s Account. Bank may also use any other legal remedy to recover the amount.

Reconstructing Lost or Destroyed Deposited Items.

If a Deposited Item is lost or destroyed during processing or collection (either at Bank or at another point in the payments system), Company agrees to cooperate fully with Bank to reconstruct the Deposited Item by promptly: (i) providing Bank with a copy of the front and back of the Deposited Item from Company’s or the issuer’s records; (ii) asking the issuer to place a stop payment on it (at Bank’s expense) and issue a replacement Item to Company (if the Deposited Item has not been paid); or (iii) reviewing Company’s records and other information and conducting any additional research as may be reasonable to determine the issuer’s identity (if Company does not know the identity of the issuer of the Deposited Item).

If Company fails to cooperate with Bank, Bank may , at any time and without advance notice to Company , reverse or otherwise adjust any credit made to Company’s Account for a lost or destroyed Deposited Item.

Withdrawals from Company’s Account
Determining Company’s Account’s Balance; Debiting Company’s Account.

In determining the balance in Company’s Account that is available to pay Items, Bank may reduce the available balance by the amount of any hold that Bank has placed on Company’s Account under this Agreement. Additionally , Bank may place a hold on Company’s Account 14 if Bank receives an electronic notice that an Item will be presented for payment or collection against Company’s Account (a “Notice of Presentment”). The hold may remain in effect from the time the Notice of Presentment is received until the Item is presented or notice is received that the Item will not be presented, whichever fi rst occurs. Bank may conclusively rely on the information it receives in an electronic presentment or notifi cation when determining the available balance in Company’s Account, and Bank will not have any liability for refusing to honor any of Company’s Items because of insuffi cient funds, even if the electronic presentment or notifi cation incorrectly describes the Item, including its amount. Bank may debit Company’s Account on the day an Item is presented by any means, including without limitation electronically , or at an earlier time based on notifi cation received by Bank that an Item drawn on Company’s Account will be presented for payment or collection. A determination of the balance in Company’s Account for purposes of making a decision to dishonor an Item for insuffi ciency or unavailability of funds may be made at any time between the presentment of the Item (or earlier upon receipt of any Notice of Presentment) and the time of return of the Item. No more than one such determination need be made.

Order of Posting.

Bank may post Items presented against Company’s Account in any order Bank chooses, unless the laws governing Company’s Account either require or prohibit a particular order.

For example, Bank may , if it chooses, post Items in the order of highest dollar amount to lowest dollar amount. Bank may change the order of posting Items to Company’s Account at any time without notice.

Paper Items Presented Over-the-Counter for Payment by a Non-Customer.

If a Paper Item drawn against Company’s Account is presented over-the-counter for payment by a person who does not have a deposit account at Bank, Bank may charge a fee to the person presenting the Paper Item as a condition for payment of the Paper Item. Company should contact its banker if Company has questions or if Company is required for any reason to have a place where Company’s Paper Items can be cashed without a fee. The amount of the fee is disclosed in the fee and information schedule. Bank may require identifi cation acceptable to Bank and not prohibited by the laws governing Company’s Account, including a fi ngerprint of the person presenting the Paper Item. Bank may dishonor the Paper Item if the person refuses to pay this fee or provide the identifi cation Bank requests.

Large Cash Withdrawals.

If Company wants to cash a check (or make a cash withdrawal from Company’s Account) for a very large amount, Bank may require fi ve (5) Business Days’ advance notice so that it can order the cash from its vault. Bank may , but is not obligated to, require that Company provide adequate security when Company picks up the cash and may also require Company to pick up the cash at Bank’s central vault or other location.

Withdrawals at Affi liates.

Company may make withdrawals from Company’s Account at an Affi liate, provided the Affi liate agrees. If an Affi liate cashes an Item for Company , Bank may place a hold on Company’s Account(s) for a corresponding amount of funds. If the Item is later returned to the Affi liate for any reason, Bank may debit one or more of Company’s Accounts for the amount of the Item.

Items Resulting From Company’s Disclosure of Company’s Account Number.

If Company voluntarily discloses Company’s Account number to another person orally , electronically , in writing, or by some other means, and Bank determines that the context of such disclosure implies Company’s authorization to debit Company’s Account, Bank may treat such disclosure as Company’s authorization to that person to issue Items drawn on Company’s Account.

Missing Signatures; Alterations; Forgeries.

Bank will have no responsibility for reviewing the number or combination of signatures on an Item drawn on Company’s Account. This means that if Company has indicated that more than one signature is required in connection with an Item drawn on Company’s Account, 15 Bank will have no liability to Company if a transaction is conducted on or through Company’s Account contrary to the signature requirements Company has specifi ed, provided at least one of the required signatures appears on the Item. Bank will have no liability to Company for failing to detect a forgery of the signature of an Authorized Signer or an alteration of one of Company’s Items, if the forgery or alteration is such that a reasonable person could not reasonably be expected to detect it.

Dates and Special Instructions on Paper Items.

Bank may , without inquiry or liability , pay one of Company’s Paper Items even though: (i) special instructions written on the Paper Item indicate that Bank should refuse payment (e.g., “V oid after thirty (30) days,” “Paid-In-Full,” or “V oid over $100”); (ii) the Paper Item is stale- dated (e.g., it bears a date that is more than six (6) months in the past), even if Bank has knowledge of the date on the Paper Item; (iii) the Paper Item is post-dated (e.g., it bears a date in the future), unless an Authorized Signer has given Bank a notice of post-dating; or (iv) the Paper Item is not dated. In addition, Bank may pay in U.S. dollars the amount that has been MICR-encoded on Company’s Paper Item, even though Company has purportedly drawn the Paper Item in a foreign currency .

Facsimile or Mechanical Signatures.

If Company has elected to use a facsimile or other mechanical signature (including a stamp) to sign or endorse Paper Items, Bank may rely on that signature (or any signature that purports to be the facsimile or other mechanical signature of an Authorized Signer) as Company’s authorized signature without regard to when or by whom or by what means or in what ink color such signature may have been made or affi xed to a Paper Item deposited to, drawn on or otherwise debited to Company’s Account.

Consumer ACH Debit Entries.

Under the ACH Operating Rules, certain types of ACH entries may only be presented on a consumer account. These entries (each, a “Consumer ACH Debit Entry”) include without limitation Point of Purchase (“POP”), account receivable (“ ARC”), destroyed check (“XCK”) and returned check (“RCK”) entries. Bank shall have no obligation to pay , and no liability for paying, any Consumer ACH Debit Entry on Company’s Account.

Stop Payment Orders; Notices of Post-Dating
General.
“Stop payment order” refers to both an order to Bank not to pay a Paper Item and to a notice of post-dating. T o be effective, a stop payment order must be received in a time and manner that gives Bank a reasonable opportunity to act on it before paying, accepting, certifying, cashing or otherwise becoming obligated to pay Company’s Paper Item as provided in the Uniform Commercial Code. Each stop payment order is subject to Bank’s verifi cation that the Paper Item described in the order has not been paid. This verifi cation may occur subsequent to the time Bank accepts the stop payment order.

Content of Stop Payment Order.

Bank requires the exact (i) name of the payee, (ii) number of Company’s Account on which Paper Item is drawn, (iii) Paper Item amount and (iv) the Paper Item number or a range of Paper Item numbers. Bank may , at its sole discretion, use only a portion of the required information in order to identify a Paper Item. Failure to provide correct and complete information may make it impossible for Bank to stop payment of a Paper Item. Company agrees to indemnify and hold Bank harmless from and against any loss incurred by Bank as a result of Bank’s paying a Paper Item if any of the information relied upon in the stop payment order is incorrect or incomplete (or as a result of Bank’s not paying a Paper Item for which a valid stop payment order is in effect).

Effective Period of Stop Payment Order; Renewal; Revocation.

Bank need not honor a written stop payment order for more than six (6) months. For accounts that do not have Bank’s STOP AUTO-RENEWAL Service, Company must renew a stop payment order if Company does not want the stop payment order to expire after six (6) 16 months. Each renewal is treated as a new stop payment order. For accounts with Bank’s STOP AUTO-RENEWAL Service, a stop payment order is subject to annual renewals for up to six (6) twelve-month periods, unless Company has otherwise notifi ed Bank in writing. Bank may pay a Paper Item after a stop payment order has expired, even though the Paper Item is more than six (6) months old. An instruction to revoke a stop payment order must be received in a time and manner that gives Bank a reasonable opportunity to act on it.

Liability to Holder in Due Course.

Notwithstanding Bank’s timely return of any Paper Item due to a valid stop payment order, Company may still be liable under the laws governing Company’s Account for the amount of that Item.

Paper Items Paid Over Valid Stop Payment Orders.

If Bank pays a Paper Item over a valid stop payment order, Bank may require Company to provide Bank with an affi davit describing in detail Company’s dispute with the payee. If Bank credits Company’s Account after paying a post-dated Paper Item over a valid and timely notice of post-dating, Bank may charge Company’s Account for the amount of the Paper Item as of the date of the Paper Item.

Overdrafts; Security Interest; Bank’s Right to Setoff
Overdrafts and Insuffi cient Funds.

Bank may , at its option, pay or refuse to pay any Item if it would create an Overdraft on Company’s Account, without regard to whether Bank may have previously established a pattern of honoring or dishonoring such an Item. Bank may take either of the following actions if Bank receives an Item drawn on Company’s Account and there are insuffi cient available funds in Company’s Account to cover the Item, without prior notice to Company:
• Pay the Item and create an Overdraft on Company’s Account. • Return the Item if the Item would create an Overdraft on Company’s Account.

Company agrees to pay Bank’s fee that may vary depending on the action Bank takes. Any Overdraft on Company’s Account is immediately due and payable, unless Bank agrees otherwise in writing. Company agrees to reimburse Bank for the attorneys’ fees and other costs and expenses Bank incurs in recovering the Overdraft (including Overdraft and associated fees). On a Business Day when Bank determines that there are suffi cient funds in Company’s Account to pay one or more but not all of the Items presented for payment on Company’s Account, the order in which Bank posts such Items may affect the number of Items paid and the Overdraft and returned Item fees assessed. When Bank posts Items in the order of highest to lowest dollar amount, the Overdraft and returned Item fees may be more than these fees would be if Bank were to post the Items in the order of lowest to highest dollar amount.

Security Interest; Bank’s Right to Setoff.

To secure Company’s performance of this Agreement, Company grants Bank a lien on and security interest in Company’s Account and Company’s accounts with any Affi liate.

In addition, Company acknowledges Bank may setoff against any Account(s) (including matured and unmatured time Account(s)) for any obligation Company owes Bank at any time and for any reason as allowed by the laws governing Company’s Account. These obligations include both secured and unsecured debts and debts Company owes individually or together with another person. Bank may consider this Agreement as Company’s consent to Bank’s asserting its security interest or exercising its right of setoff should the laws governing Company’s Account require Company’s consent. If Company’s Account is an unmatured time account, Bank may deduct any early withdrawal fee that may be due as a result of Bank having exercised its right of setoff. If Company has a Sweep Account, Company also authorizes Bank to redeem Company’s shares in the Designated Money Market Fund and apply the proceeds to any obligation Company owes Bank. The rights described in this subsection are in addition to and apart from any other rights, including any rights granted under any security interest that Company may have granted to Bank. 17 Bank Fees and Expenses
General.

Company agrees to pay Bank in accordance with the fee and information schedule. Company also agrees to pay an amount equal to any applicable taxes, however designated, exclusive of taxes based on the net income of Bank.

Payment of Bank Fees and Expenses; Finance Charges.

Bank may either directly debit Company’s Account or invoice Company for Bank fees and expenses and taxes incurred in connection with Company’s Account and any Service. If an Earnings Allowance accrues on Company’s Account, Bank will periodically apply Company’s accrued Earnings Allowance to Bank fees and expenses (unless Bank otherwise indicates in writing). Bank may debit Company’s Account (or any other Account Company maintains at Bank) or invoice Company for any amount by which the fees and expenses exceed the accrued Earnings Allowance on Company’s Account. Bank may also debit Company’s Account (and any other account Company maintains at Bank) for attorneys’ fees and any other fees and expenses Bank incurs in exercising its rights under this Agreement including Bank’s rights in connection with Overdrafts, Adverse Claims, Legal Process and “Freezing” Company’s Account. If there are insuffi cient funds in Company’s Account to cover the debit, Bank may overdraw Company’s Account. Company agrees to promptly pay any invoiced amount. Bank may assess fi nance charges on any invoiced amounts that are not paid within forty-fi ve (45) days of the date of invoice. Finance charges are assessed at a rate of 1.5% per month (18% per annum) or the highest amount permitted by the laws governing Company’s Account, whichever is less. Charges for accrued and unpaid interest and previously assessed fi nance charges will not be included when calculating fi nance charges. Payments and other reductions of amounts owed will be applied fi rst to that portion of outstanding fees attributable to charges for accrued and unpaid interest and previously assessed fi nance charges, then to other fees and expenses. Debiting of service fees occurs on the twentieth (20 th) day of each month,
or if the twentieth (20th) day is not a Business Day , on the next succeeding Business Day .

Earnings Allowance.

Each month, the average monthly Investable Balance in a commercial demand deposit account may earn an “Earnings Allowance” which, depending on the arrangement with Bank, may be applied against that month’s fees for the account. An Earnings Allowance in excess of the total monthly fees cannot be credited to the account as interest and may not be carried forward to the following month. Earnings Allowances are calculated on a 365/366-day year basis using an “Earnings Allowance Rate,” which is a variable rate established by Bank (and which may be as low as zero percent). Bank reserves the right to change this rate at any time without notice to Company . If the account is an interest-bearing account, the account is not eligible to earn an Earnings Allowance.

Checking Subaccounts
For each checking account, Bank may establish on Company’s behalf a master account and two subaccounts. All information that is made available to Company about Company’s Account will be at the master account level. The subaccounts are comprised of a savings account and a transaction account. On the fi rst day of each month, Bank will allocate funds between the two subaccounts as it deems appropriate. Items received by Bank that are drawn against Company’s master account will be presented for payment against the transaction subaccount. Funds will be transferred from the savings subaccount to cover Items presented against the transaction subaccount as may be needed. On the sixth (6 th) transfer from the
savings subaccount during a statement period all of the funds on deposit in the savings subaccount will be transferred to the transaction subaccount. If Company’s Account earns interest, the use of subaccounts will not affect the interest Company earns. 18 Miscellaneous
Acceptable Form of Paper Items; Document and Image Quality.

Company agrees to comply with Bank’s specifi cations for Paper Items, including without limitation paper stock, dimensions, and other generally applicable industry standards for Paper Items and to include on Company’s Paper Items Bank’s name and address as directed by Bank. Certain features (such as security features) of an originally issued Item or a Deposited Item may impair the image quality of a substitute check, purported substitute check or electronic Item created by Bank or any third party . Bank will not be liable for any claims, demands, judgments or expenses paid, suffered or incurred by Company , and Company will indemnify Bank from and hold Bank harmless against any claims, demands, judgments or expenses paid, suffered or incurred by Bank, arising directly or indirectly as a result of or in connection with (i) the untimely return of any Paper Item Company has issued as a result of, and any presentment-related problem resulting from, the failure of the Paper Item to conform in any respect to Bank’s Paper Item specifi cations, including without limitation, failure to include Bank’s full name and address on the Paper Item, and (ii) any claim based on the image quality of a substitute check, purported substitute check or electronic Item, whether created by Bank or any third party .

Closing Company’s Account.

Company may close Company’s Account at any time. Bank may , in its sole discretion, close Company’s Account at any time. If Bank closes Company’s Account, Bank may send the Collected Balance on deposit in Company’s Account by ordinary mail to Company’s most recent address shown on Bank’s account records. Whether Company or Bank closes Company’s Account, Company agrees to maintain on deposit in Company’s Account suffi cient funds (determined in Bank’s sole discretion) to cover outstanding Items to be paid from Company’s Account, charge-backs including without limitation returned Deposited Items and Bank’s fees and expenses. This Agreement shall continue to govern Company’s Account until Bank makes a fi nal disbursement from it. In addition, Bank will not be liable for any loss or damage that may result from dishonoring any of Company’s Items that are presented or otherwise received after Company’s Account is closed.

Contract Language.

English is the controlling language of the relationship between Company and Bank. Bank may translate its agreements, forms, disclosures and advertisements into another language for Company’s convenience. However, if there is a discrepancy between Bank’s English language materials and the materials in another language, the English language version is controlling, unless (i) Bank otherwise agrees with Company in writing; or (ii) the laws governing Company’s Account specifi cally provide for a different result.

Credit Reports.

Company authorizes Bank to make any inquiries that Bank considers appropriate to determine if Bank should open and maintain an Account for Company . This may include ordering a credit (or other) report (e.g., information from any motor vehicle department or other state agency) on Company .

Disclosure of Information.

Generally , absent Company’s consent, Bank will not disclose information about Company’s Account, but may do so under the following circumstances: (i) to comply with the laws governing Company’s Account; (ii) in connection with examinations by state and federal banking authorities; (iii) to comply with any legal process, including without limitation a subpoena, search warrant or other order of a government agency or court; (iv) when Bank determines that disclosure is necessary or appropriate in order to complete a transaction; (v) to verify the existence and condition of Company’s Account for a third party , such as a merchant or credit bureau; (vi) to provide information to Company’s legal representative or successor; (vii) when reporting the involuntary closure of Company’s Account; (viii) when Bank concludes that disclosure is necessary to protect Company , Company’s Account, or the interests of Bank; (ix) to agents, independent contractors, and other representatives of 19 Bank in connection with the servicing or processing of Company’s Account or Account transactions, Account analysis, or similar purposes; (x) to Bank’s Affi liates and affi liated companies; or (xi) if Company gives Company’s permission.

Dormant and Unclaimed Accounts.

Company’s Account is dormant if, for one year for a checking account or three years for a Commercial savings or time account, there is no customer initiated activity (except where the laws governing Company’s Account require otherwise). If Company’s Account is dormant, Bank may hold all statements on Company’s Account, but Bank’s normal maintenance and other fees will continue to be assessed except where prohibited and ATM and Point-of-Sale (“POS”) access may be blocked. If Company’s Account remains dormant and is unclaimed by Company for the period required under the laws governing Company’s Account, Bank is required by those laws to “escheat” the funds; that is, to deliver the funds in Company’s Account to the state whose laws govern Company’s Account. Bank may charge a fee to Company’s Account for mailing an escheat notice. When the funds in Company’s Account are delivered to the state, Company’s Account is closed, and no interest accrues. T o recover funds delivered to the state, Company must fi le a claim with the state.

Entire Agreement; Headings; No Third Party Benefi ciary.

This Agreement constitutes the entire agreement between Company and Bank regarding the subjects addressed in it and supersedes prior oral or written representations, conditions, warranties, understandings, proposals or agreements regarding Company’s Account. Headings do not constitute a part of this Agreement. No person or entity will be deemed to be a third party benefi ciary under this Agreement.

Laws Governing Company’s Account.

The laws governing Company’s Account include the laws and regulations of the United States and, to the extent applicable, the laws of the state in which the Bank offi ce that maintains Company’s Account is located (unless Bank has notifi ed Company in writing that the laws of another state shall govern Company’s Account), without regard to confl icts of laws principles.

If Company’s Account was not opened in person at a Bank offi ce (for example, if Company opened its Account by phone, through the mail, or over the Internet), Company’s Account will be governed by the laws of the state in which Bank’s main offi ce is located, unless Bank notifi es Company that its Account has been assigned to a particular Bank offi ce, in which event the laws of the state in which that offi ce is located will govern Company’s Account. Any lawsuits, claims, or other proceedings relating in any way to Company’s Account, any Service or this Agreement, including without limitation, the enforcement of the Arbitration Agreement in this Agreement and the entry of judgment on any arbitration award shall be venued exclusively in the courts of the state whose laws govern Company’s Account, without regard to confl ict of laws principles. Each provision of this Agreement stands alone. Any provision of this Agreement which is inconsistent with the laws governing Company’s Account, either in its entirety or with respect to a particular type of transaction or Item, will be deemed modifi ed and applied in a manner consistent with the laws governing Company’s Account. Any provision of this Agreement which a court of competent jurisdiction determines to be unenforceable or invalid, either in its entirety or with respect to a particular type of transaction or Item, will not affect the enforceability or validity of the remaining provisions of this Agreement.

Minimum Balance Requirements; Other Restrictions.

Bank may impose minimum balance requirements or other applicable limitations, or restrictions on Company’s Account, provided such requirements, limitations, or restrictions are disclosed to Company .

Modifi cation of Agreement; Account Conversion.

Bank may in its sole discretion from time to time change this Agreement by adding new provisions or by modifying or deleting existing provisions. Each such addition, modifi cation or deletion is referred to in this Agreement as a “modifi cation.” When applicable law requires Bank to notify Company of a modifi cation, Bank may do so by posting notice of the modifi cation in Bank or at Bank’s home page (www .wellsfargo.com), by including 20 a message on or with the statement for Company’s Account, or by any other means that Bank considers appropriate, unless the laws governing Company’s Account requires notice by a specifi c means. In addition, Bank may agree in writing to waive a provision of this Agreement including without limitation a fee (a “waiver”). Bank may , upon prior written notice to Company , revoke any waiver. Company’s continued use of Company’s Account or a related Service following the effective date of any modifi cation or revocation of any waiver will show Company’s consent to that modifi cation or revocation of waiver. Bank may convert Company’s Account to another type of account at any time, provided Bank gives Company any advance notice that may be required.

Monitoring and Recording Communications.

Bank may without liability monitor, record and retain telephone conversations, electronic messages, electronic records and other data transmissions between Company and Bank at any time without further notice to Company , unless further notice is otherwise required by the laws governing Company’s Account.

No Fiduciary Relationship.

Bank’s relationship with Company concerning Company’s Account is that of debtor and creditor; no fi duciary, quasi-fi duciary, or special relationship exists between Company and Bank.

Reliance on Bank Records.

Bank may rely solely on its records to determine the form of ownership of and the Authorized Signers on Company’s Account.

Reordering Checks.

Company can reorder checks by mailing the reorder form enclosed in Company’s current order of checks or by calling Bank at the telephone number shown on the statement for Company’s Account. If Company or a third party prints its checks, Bank shall have no liability to Company if Bank is unable to process such checks by automated means.

Transferring an Interest in Company’s Account.

Company’s Account may not be pledged, assigned, or in any other manner transferred, whether in whole or in part, without Bank’s written agreement.

II. Additional Terms Applicable to All Commercial
Interest-Bearing, Savings and Time Accounts
Interest-Bearing Accounts
Variable/Fixed-Rate Accounts.

Company’s interest-bearing Account may be either a variable-rate or fi xed-rate account.

Unless Bank has specifi ed otherwise in writing, Company’s Account will be a variable-rate account. That means Bank may in its sole discretion change the interest rate on Company’s Account at any time. If Company’s Account is a fi xed-rate account and it is not a time account, Company will be paid the specifi ed interest rate for at least thirty (30) days.

Method Used to Calculate Earned Interest.

Bank may use either the average daily balance or daily balance method to calculate interest.

The average daily balance method applies a periodic rate to the average daily collected balance for the period. The average daily balance is calculated by adding principal for each day and dividing by the number of days in the period. The daily balance method applies a daily periodic rate to principal each day . Unless Bank has specifi ed otherwise in writing, it will use the daily balance method to calculate interest. If Company’s Account is a tiered-rate account, Bank may pay the same interest rate on more than one tier.

Interest Accrual.

If Company deposits a non-cash Item, such as a check, interest begins to accrue no later than the Business Day Bank receives credit for the deposit of that Item. This may not be the same day that Company deposits the non-cash Item to Company’s Account. 21 Compounding and Crediting.

Interest will compound on a daily basis. For checking and savings accounts, interest will be credited on a monthly basis. For time accounts, Bank will notify Company separately as to the frequency with which interest will be credited to Company’s Account.

Target Balance Accounts.

If Company maintains multiple accounts at Bank, Company may , with Bank’s consent, designate in writing one such account as its “Principal Account” and one or more additional accounts as “Target Balance Accounts.” For each Target Balance Account, Company will separately specify to Bank in writing the Ledger Balance or Collected Balance which Company wishes to maintain in such account (the “Target Balance”). At the end of each Business Day , Bank will determine the applicable balance on deposit in each Target Balance Account. If the applicable balance in a Target Balance Account exceeds its Target Balance, Bank will transfer from the Target Balance Account to the Principal Account such funds as are necessary to bring the applicable balance to the Target Balance. If the applicable balance is less than the Target Balance, Bank will transfer from the Principal Account to the Target Balance Account such funds as are necessary to bring the applicable balance to the Target Balance. Bank may , but will not be required to, transfer funds if the transfer would create an Overdraft or exceed the Collected Balance then on deposit in the Principal Account.

Interest Adjustments.

An interest adjustment may be refl ected on the statement for Company’s Account for the month after it occurs rather than the month in which it occurs.

Tax Identifi cation Number Certifi cation.

In most instances, T reasury regulations require Bank to obtain a Tax Identifi cation Number (“TIN”) for each account. T o avoid backup withholding tax on accounts that earn interest or dividends, Company must submit Internal Revenue Service (“IRS”) Form W-9 or Form W-8BEN to Bank. U.S. citizens or other U.S. persons, including resident alien individuals, must provide a Form W-9. If Company is a non-resident alien, Company must provide a Form W-8BEN. Other additional forms may be required if Company is a foreign partnership, foreign government, or is claiming an exemption based on Effectively Connected Income.

Until Bank has received the completed and signed Form(s) W-9 or W-8BEN, Bank may either not pay interest or pay interest and comply with the backup withholding requirements of the IRS. If Company’s Account is an interest-bearing checking or savings account, it will begin earning interest at the rate in effect on the date Bank receives Company’s Form(s) W-9 or W-8BEN. If Company’s Account is a time account, it will earn interest at the rate in effect on the date opened or the date of last maturity , whichever is later. If, at any time, Bank receives information which indicates that someone other than Company is using the same TIN that Company certifi ed as its TIN on Form W-9, and Bank is not able to determine to its own satisfaction that the TIN has been assigned to Company , Bank may at its option and without notice (i) stop paying interest on Company’s Account, (ii) continue paying interest but comply with the backup withholding requirements of the IRS and/or, (iii) take any other action which Bank believes is reasonable in the circumstances. If Company is an individual who owns its Account as a sole proprietor, upon that individual’s death, Bank must be provided with the individual’s estate’s or successor’s TIN or Bank may either refuse to pay interest earned on Company’s Account since the date of the individual’s death or withhold a portion of the interest that has been earned on Company’s Account since the date of the individual’s death.

Commercial Savings Accounts
Bank’s Right to Require Notice.

Bank has the right to require seven (7) days’ written notice before Company withdraws money from Company’s savings Account.

Limitations on Transfers from Company’s Savings Account.

Preauthorized transfers, automatic transfers, online transfers, payments to other persons, and transfers by telephone from Company’s savings Account are limited to six (6) a month. 22 Preauthorized transfers include automatic bill payments, transfers to Company’s other Accounts with Bank, or automatic transfers to other persons that Company has authorized Bank to make. If Bank permits transfers from Company’s savings Account by check, draft, point of sale POS purchases, check card or any similar order for withdrawal, no more than three (3) of the six (6) transfers may be made by such means in a calendar month or statement cycle. If Bank determines that Company is exceeding the limits described above on more than an occasional basis, Bank will, at its option, either close Company’s savings Account, transfer the funds on deposit in Company’s Account to another account that Company is eligible to maintain, or terminate Company’s right to make transfers and write Items against Company’s savings Account.

Commercial Time Accounts
General.

Commercial Time (“time”) Accounts include deposits which are payable, either on a specifi ed date or at the expiration of a specifi ed time, no less than seven (7) calendar days after the date of deposit. Bank may refer to a time account as a “certifi cate of deposit” or a “CD,” even though the time account is not represented by a certifi cate.

Certifi cated Time Accounts.

If Company receives a certifi cate evidencing Company’s time Account, Bank may require Company to present the certifi cate and any amendments to receive payment or transfer ownership.

Maturity Date.

Company’s time Account will mature at the end of the term stated on Company’s receipt, disclosure or certifi cate, as applicable.

Time Requirements.

Company agrees to keep Company’s funds on deposit until the maturity date. Company may make withdrawals from Company’s time Account on the maturity date or within the grace period after that date. Bank will not agree in advance to allow withdrawal before maturity .

Payment of Interest.

If Company has elected a payment of interest other than a credit to Company’s time Account, Bank may in its sole discretion terminate it in favor of crediting Company’s time Account.

Ordinarily , such discretion will be exercised when an interest payment mailed to Company’s Account address has been returned undelivered or when an Account to which Company’s interest payments were automatically credited has been closed, or if the interest payment amount is less than any minimum amount disclosed in the fee and information schedule.

Additional Deposits.

Other than during the grace period, Company may not make additional deposits to Company’s time Account, unless Bank otherwise agrees in writing.

Withdrawal of Interest Prior to Maturity.

A withdrawal of interest prior to maturity will reduce earnings.

Renewal Policies.

If Company’s time Account is automatically renewable, at maturity it will renew (i) for a like term; and (ii) at Bank’s interest rate in effect on the maturity date for a new time deposit of the same term and amount, unless Bank has notifi ed Company that it will not renew Company’s Account. Company may withdraw Company’s funds anytime during the grace period without a fee. If Company does, Bank will not pay interest for that period on the funds withdrawn. If Company’s time Account is not automatically renewable and Company does not withdraw the funds on the maturity date, the funds will no longer earn interest after the maturity date and will be placed in a non-interest-bearing checking Account. 23 III. Funds Transfers
General.

Funds transfers to or from Company’s Account will be governed by the rules of any funds transfer system through which the transfers are made, as amended from time to time, including, without limitation, the National Automated Clearing House Association and any regional association (each, an “ ACH”) and Clearing House Interbank Payments System (“CHIPS”). The following terms are in addition to, and not in place of, any other agreements between Company and Bank regarding funds transfers.

Notice of Receipt of Funds.

Unless Bank has otherwise agreed in writing, it will notify Company of funds electronically debited or credited to Company’s Account through the statement for Company’s Account covering the period in which the transaction occurred. Bank is under no obligation to provide Company with any additional notice or receipt.

Reliance on Identifi cation Numbers.

If a transfer instruction describes the person to receive payment inconsistently by name and account number, payment may be made on the basis of the account number even if the account number identifi es a person different from the named person. If a transfer instruction describes a participating fi nancial institution inconsistently by name and identifi cation number the identifi cation number may be relied upon as the proper identifi cation of the fi nancial institution.

Duty to Report Unauthorized and Erroneous Fund Transfers.

Company agrees to exercise ordinary care to determine whether a fund transfer to or from Company’s Account was either erroneous or not authorized and will notify Bank of the facts within a reasonable time not exceeding fourteen (14) days after Bank sends or makes available to Company the statement for Company’s Account on which the transfer appears or Company otherwise has notice of the transfer, whichever is earlier. Company will be precluded from asserting that Bank is not entitled to retain payment unless Company objects to payment within the fourteen (14) day period.

Erroneous Payment Orders.

Bank has no obligation to detect errors in payment orders (for example, an erroneous instruction to pay a benefi ciary not intended by Company or to pay an amount greater than the amount intended by Company , or an erroneous transmission of a duplicate payment order previously sent by Company). Should Bank detect an error on one or more occasions, it shall not be construed as obligating Bank to detect errors in any future payment order.

Automated Clearing House (ACH) Transactions.

The following terms apply to payments to or from Company’s Account that are transmitted through an ACH:
• Company’s rights as to payments to or from Company’s Account will be governed by the laws that govern Company’s Account.
• Credit given by a receiving bank to its customer for a payment from Company’s Account is provisional until fi nal settlement has been made or until payment is considered received under the laws that govern Company’s Account. • If fi nal settlement or payment is not made or received, the receiving bank will be entitled to a refund from its customer and Company , as the originator of the payment will not be considered to have paid Company’s customer. • If a payment is made to Company’s Account and Bank does not receive fi nal settlement or payment is not received under the laws governing Company’s Account, Company will not be considered to have received payment, and Bank will be entitled to reimbursement from Company for that payment. • Company hereby authorizes any Originating Depositary Financial Institution (ODFI) to initiate, pursuant to ACH Operating Rules, ACH debit entries to Company’s Account for electronic presentment or re-presentment of Items written or authorized by Company .
24 IV. Selected Services
ATM Deposit Service.

Company may elect to utilize Bank’s ATM Deposit Service by completing and returning to Bank an ATM Deposit Service Setup Form. This Service allows Company to make deposits to Company’s Account using a T reasury Express Deposit
® card (“Deposit Card”) and a
designated Wells Fargo® ATM (“ ATM”). Company shall make such deposits according to the instructions Bank provides and shall gain access to the ATM using the Deposit Card and a Personal Identifi cation Number (“PIN”), the risk of misuse of both of which Company assumes. Bank will provisionally credit each deposit to Company’s Account based on the amount Company keys into the ATM. Company will receive same-day availability for cash subject to the standard cut-off time established for the ATM into which the deposit was made and Bank’s funds availability policy applicable to Company’s Account. If the dollar amount of Company’s deposit as determined by Bank differs from Company’s total (as shown on Company’s ATM receipt), Bank will send Company a statement showing the amount of this difference. Company agrees Bank’s count of the dollar amount of Company’s deposit will be conclusive and binding on Company . Company will have full responsibility for each deposit and its contents until the deposit has been completely and physically accepted into the ATM. If Company claims any portion of a deposit was lost or stolen while in Bank’s custody , Company acknowledges Company has the burden of proving its claim. If Company orders supplies for the ATM Deposit Service through the ATM, Company authorizes Bank to initiate debits to Company’s Account and credits to the accounts of third party vendors to cover the cost of such supplies provided to Company . Such transfers may be processed through an automated clearing house or any other means chosen by Bank and will be subject to the rules of the funds transfer system used by Bank. Company’s authorization will remain in full force and effect until Bank has received written notifi cation from Company of its termination in such time and manner as to afford Bank and any third party vendor a reasonable opportunity to act on it.

Treasury Express Deposit
® Service.

If Company elects to utilize Bank’s T reasury Express Deposit (“TED”) Service, Company will prepare, package and deliver TED deposits to Bank in accordance with Bank’s instructions.

Bank will provisionally credit Company’s Account for the currency shown on the deposit ticket enclosed in Company’s TED bag as follows: (i) same day credit for deposits delivered to an offi ce of Bank before that offi ce’s cut-off time on any Business Day or for deposits placed in night depository of Bank before 6:00 a.m. on any Business Day; or (ii) next Business Day credit for deposits delivered to an offi ce of Bank on any Business Day on or after Bank’s offi ce’s cut-off time or on any non-Business Day . All TED deposits are subject to Bank’s acceptance and verifi cation. Bank will verify the currency in Company’s TED bag either at a later time in Bank’s offi ce or when Company’s TED bag is delivered to Bank’s cash vault.

Checks will be verifi ed when they are delivered to Bank’s check processing center. Bank reserves the right to adjust (debit or credit) Company’s Account if Bank determines that the amount shown on Company’s deposit ticket is incorrect. Because the frequency of armored courier transportation from Bank’s offi ces to Bank’s vaults varies from offi ce to offi ce, the time it takes to verify Company’s TED deposit may vary , depending on the offi ce to which Company’s TED bag is delivered. In most cases, adjustments will be made and notifi cation will be sent within three (3) Business Days. Adjustments will be effective when they are processed.
25 © 2005 Wells Fargo Bank, N.A.

Wells Fargo Bank Northwest, N.A.

All rights reserved.

Members FDIC
COM1416 (5/05)

MASTER AGREEMENT FOR TREASURY MANAGEMENT SERVICES

The Service Documentation described below contains the terms under which Wells Fargo Bank, National Association (“Bank”) provides treasury management services (“Services”). The Bank customer to which the Services will be provided (“Company”) is identified in the Acceptance of Services (“Acceptance”).

Bank and Company agree:

1. Service Documentation. The Service Documentation for each Service includes:

1.1. The Service Description.

1.2. The Acceptance.

1.3. This Master Agreement for Treasury Management Services (“Master Agreement”).

1.4. The account agreement for the deposit account(s) (each, an “Account”) that Company or Company’s affiliate or subsidiary maintains at Bank or Bank’s affiliate in connection with a Service. The account agreement includes the Dispute Resolution Program that Company and Bank agree to use to resolve any disagreements between Company and Bank regarding accounts and Services governed by the Service Documentation.

1.5. User Guides which include Terms of Use, software, software licenses, price schedules, specifications, instructions, and notices.

1.6. The set-up form(s) for each Service.

The Service Documentation also applies to a Servic e that is provided by an affiliate of Bank and a Service that is used by an affiliate or a subsidiary of Company. “Bank” includes each such affiliate, and “Company” includes each such affiliate and subsidiary. If there is a conflict among the documents that make up the Service Documentation, the documents will govern in the order set forth above. Company acknowledges receiving a copy of the Service Documentation for each Service Bank provides to Company.

2. Services. Bank and Company will agree upon the Service(s) to be provided.

3. Changes to Services. Bank may change (or add to) the terms and fees in the Service Documentation at any time upon prior written notification to Company . If Company discontinues using the affected Service before the change becom es effective, it will not be bound by the change. If Company continues to use a Service after the change becomes effective, it will be bound by the change.

4. Term and Termination. Unless terminated sooner in accordance with the Service Documentation, this Master Agreement and all Services will continue in effect until terminated by either party upon thirty (30) days prior writt en notice to the other party (unless a Service is terminated sooner in accordance with the Service Documentation). Bank may terminate any Service (a) following notice to Company of a breach of any provision of the Service Documentation and Company’s failure to cure the breach within fifteen (15) days of the date of TM-1450 Master Agreement for Treasury Management Services Page 1 of 4 Revised 09-02-2010
TM-1450 Master Agreement for Treasury Management Services Page 2 of 4 Revised 09-02-2010
such notice, or (b) without notice to Company if (i) Company is subject to a petition under the U.

S. Bankruptcy Code or (ii) Bank determines in its sole discretion that a material adverse change has occurred in Company’s ability to perform its obligations under the Service Documentation.

The termination of a Service will not affect Company’s or Bank’s rights with respect to transactions occurring before termination. Bank will not be liable to Company for any losses or damages Company may incur as a result of any termination of any Service.

5. Service Fees. Company will pay Bank the fees described in the Service Documentation and any taxes applicable to each Service however designated exclusive of taxes based on Bank’s net income. Bank may debit Company’s account(s) with Bank for any fees not covered by earnings credits and any taxes that are due, or it may send an invoice to Company for such amounts, which Company shall promptly pay. Bank may assess finance charges at a rate of

1.5% per month (18% per annum) or the highest rate permitted under applicable law (determined in accordance with section 8.1), whichever is less, on any invoiced fees or taxes not paid within thirty (30) days of the due date and will apply payments and other reductions of amounts owed first to unpaid interest and then to other fees and charges.

6. Confidential Information. Unless otherwise provided in the Service Documentation, all User Guides and software constitute Bank’s or its vendor's confidential information ("Confidential Information"), and Company will not acquire any ownership interest in or rights to Confidential Information as a result of Company’s use of any Service. Company will (a) maintain the confidentiality of the Confidential Information; (b) not disclose (or permit its employees or agents to disclose), copy, transfer, sublicense or otherwise make any of it available to any person or entity, other than Company’s employees who have a need to use the Confidential Information in connection with the applicable Service; and (c) not decompile, reverse engineer, disassemble, modify, or create derivative wor ks of any Confidential Information. Company will notify Bank immediately if it knows or suspects that there has been any unauthorized disclosure, possession, use or knowledge (each, an “Unauthorized Use”) of any Confidential Information. If Company (or its employees or agents) is responsible for the Unauthorized Use, Company will, at its expense, promptly take all actions, including without limitation initiating court proceedings to recover possession and prevent further Unauthorized Use of the Confidential Information and obtain redress for any injury caused to Bank as a result of such Unauthorized Use.

7. Liability and Indemnification.

7.1. Bank will perform each Service in accordance with reasonable commercial standards applicable to Bank’s business; laws, regulations and operating circulars governing the activities of Bank; applicable funds transfer system(s) and clearinghouse rules; and the Service Documentation.

7.2. Bank is under no obligation to honor, in whole or in part, any entry, file, batch release, transfer instruction, payment order, transaction or instruction that (a) exceeds the available balance in the Account, unless otherwise provided in the Service Documentation; b) is not in accordance with the Service Documentation or Bank’s applicable policies, procedures or practices as made available to Company; c) Bank has reason to believe may not have been duly authorized, should not be honored for its or Company’s protection, or involves funds subject to a hold, dispute, restriction or legal process; or d) would possibly result in Bank violating any applicable rule or regulation of any federal or state regulatory authority in cluding without limitation any Federal Reserve guidelines such as the limitations on Bank’s intra-day net funds position.

7.3. All uses of Services through Company’s ID codes, passwords, token cards, PINs, or passcodes (each, a “Code”) will be deemed to be authorized by and binding on Company. Company’s failure to protect Codes may allow an unauthorized party to (a) TM-1450 Master Agreement for Treasury Management Services Page 3 of 4 Revised 09-02-2010
use the Services, (b) access Company’s electronic communications and financial data, and (c) send or receive information and communications to Bank. Company assumes the entire risk of unauthorized use of Codes and unencrypted electronic transmissions.

7.4. Neither Bank nor any software vendor makes any express or implied representations or warranties with respect to the Services or any software used in connection with the Services including without limitation any warranty as to the merchantability or fitness for a particular purpose, other than those expressly set forth in the Service Documentation.

7.5. Company will promptly furnish written proof of loss to Bank and notify Bank if it becomes aware of any third party claim related to a Service. Company will cooperate fully (and at its own expense) with Bank in recovering a loss. If Company is reimbursed by or on behalf of Bank, Bank or its designee will be subrogated to all rights of Company.

7.6. Any claim, action or proceeding against Bank for losses or damages arising from a Service, including Bank’s honoring or dishonor ing a check covered by a Service, must be brought within one (1) year from the date of the act or omission or in the case of a check from the date the check was first paid or returned by Bank.

7.7. Bank will have no liability for failure to per form or delay in performing a Service if the failure or delay is due to circumstances beyond Bank’s reasonable control. If Bank determines that any funds transfer or communications network, Internet service provider, or other system(s) it has selected to provi de a Service is unavailable, inaccessible or otherwise unsuitable for use by Bank or Company, Bank may, upon notice to Company, suspend or discontinue the affected Service.

7.8. Except in the case of Bank’s negligence or intentional misconduct, Company will indemnify and hold Bank, its directors, offi cers, employees and agents harmless from all losses or damages that arise out of (a) the performance of a Service in accordance with the Service Documentation including without limitation any warranty Bank is required to make to a third party in connection with a Service; (b) an act or omission of any agent, courier or authorized representative of Company; and (c) if the Service includes a license or sublicense of any software to Company, the use or distribution of the software by Company or any person gaining access to the software through Company that is inconsistent with the license or sublicense.

7.9. Bank will only be liable to Company for Com pany’s direct monetary losses due to Bank’s negligence or intentional misconduct. Except in the case of Bank’s gross negligence or intentional misconduct, Bank’s liability to Company will be limited to an amount not to exceed ten (10) times Bank fees incurred during the calendar month immediately preceding the calendar month in which such loss or damages were incurred (or, if no Bank fees were incurred in such month, Bank fees incurred in the month in which the losses or damages were incurred). Except as expressly provided otherwise in the Service Documentation, neither party to this Master Agreement will be liable to the other party for any special, consequential, incidental (including without limitation court costs and attorneys’ fees), indirect, or punitive losses or damages, whether any claim is based on contract or tort, or whether the likelihood of such losses or damages was known to the other party and regardless of the form of the claim or action.

8. Miscellaneous.

8.1. The Service Documentation will be governed by substantive federal laws, regulations and rules and, to the extent such laws, regulations and rules are not applicable, those of the state in which the office of Bank that maintains the Account is located, without regard to conflicts of laws principles. Any portion of the Service Documentation which is inconsistent with applicable laws, regulations or rules will be deemed modified and applied in a manner consistent therewith, and B ank will incur no liability to Company as a result of the inconsistency or modification and application. If any portion of the Service Documentation is deemed unenforceable, it will not affect the enforceability of the remaining Service Documentation.

8.2. The Service Documentation is the entire agreement between Bank and Company and supersedes all prior representations, conditions, warranties, understandings, proposals or agreements regarding a Service. No course of dealing or waiver of any right on one occasion will constitute a modification of the Service Documentation or be a waiver of that right on a subsequent occasion.

8.3. Company will provide Bank promptly upon Bank’s request any existing financial statements or other information pertaining to Company’s financial condition or any previously unprepared financial statements which Bank may require Company to prepare and/or to be audited or reviewed by independent certified public accountants acceptable to Bank.

8.4. Company warrants it will not use any Service in a manner which violates any federal or state law including without limitation any sanction or control administered by the Office of Foreign Assets Control or Bureau of Export Administration.

8.5. If Company employs an agent in connection with its use of any Service, Company represents and warrants to Bank that (a) Company’s governing body has duly authorized the agent and (b) Company will exercise appropriate controls to ensure each agent so authorized does not exceed the authority so granted to it. Any communication to Bank regarding Company’s use of a Service fr om Company’s agent will be deemed to be a communication from Company, and Company authorizes Bank to communicate with Company’s agent regarding any such communication or Service.

8.6. Either party may provide notice to the other party by mail, personal delivery, or electronic transmission. Bank will use the most recent address for Company in Bank’s records, and any notice from Bank will be effective when sent. Company will use the address where Company’s relationship manager or other manager is located and address any notice to the attention of such manager. Any notice from Company will be effective when actually received by Bank. Bank w ill be entitled to rely on any notice from Company that it believes in good faith was authorized by an authorized representative of Company and, except as expressly stated in the Service Documentation, will have no obligation to verify the signature (including an electronic signature). Each party will have a reasonable time after receipt of any notice to act on it.

8.7. Sections 1, 4, 5, 6, 7, and 8 will survive termination of this Master Agreement.

TM-1450 Master Agreement for Treasury Management Services Page 4 of 4 Revised 09-02-2010
© 2010 Wells Fargo Bank, N.A. All rights reserved.

TM-1521 Acceptance of Services – ACH, Wires and Stagecoach Sweep Page 1 of 6 Revised 06-07-2011

Part I – Certification.

The person(s) signing this Acceptance of Services (“Acceptance”) certifies/certify that:

(a) the company identified in the signature block of this Acceptance (“Company”) has received and agrees to be bound by the Service Documentation, as defined in Wells Fargo Bank, N.A.’s (“Bank”) Master Agreement for Treasury Management Services;

(b) Company has granted the person(s) signing this Acceptance the authority on Company’s behalf to (i) execute this Acceptance, (ii) enter into other agreements with Bank for treasury management services Bank offers on or after the Effective Date of this Acceptance (each, a “Service”) and (iii) amend, terminate or otherwise act on behalf of Company with respect to this Acceptance and such other agreements and Services; and

(c) Company’s use of any Service, including without limitation each Service Company begins using after the Effective Date of this Acceptance, confirms Company’s receipt of and agreement to be bound by the Service Documentation relating to that Service.

Part II – ACH Origination Services.

A. Description of Security Procedure.

1. General. An “Entry” is an automated clearing house (“ACH”) debit or credit entry issued in Company’s name, and a “File” is the data file or batch release used to transmit one or more Entries (or a communication amending or canceling an Entry or File) to Bank. Bank will verify each File Bank receives in Company’s name solely in accordance with the S ecurity Procedure(s) Company elects in this Acceptance (“Sec urity Procedure” is defined in Bank’s ACH Origination Service Description). The purpose of the Security Procedure is to verify the authenticity of a File, not to detect an erroneous or duplicate Entry or File.

2. Commercially Reasonable. Company has determined the Security Procedure Company has elected (a) best meets Company’s requirements with regard to the size, type and frequency of Files issued by Company to Bank and (b) is commercially reasonable.

Company refuses to have its Files verified by any security procedure other than the Security Procedure Company has elected.

3. Binding Instructions. Company will be responsible for any erroneous or duplicate Entry or File Bank receives in Company’s name. Company agrees to be bound by each Entry and File, or request to cancel or amend an Entry or File, whether or not authorized by Company, issued in Company’s name and accepted by Bank in compliance with the Security Procedure Company has elected.

4. Confidentiality. Company and Bank will preserve the c onfidentiality of the Security Procedure and any passwords, codes, security devices and related instructions provided by Bank. If Company becomes aware of a breach, or suspects a breach may occur, it will immediately notify Bank.

ACCEPTANCE OF SERVICES
TM-1521 Acceptance of Services – ACH, Wires and Stagecoach Sweep Page 2 of 6 Revised 06-07-2011

5. Authorized Person(s). Company will promptly notify Bank in writing of the identity of each person authorized to receive information regarding the Security Procedure (each, an “Authorized Person”) and when a person is no longer an Authorized Person. Company will maintain effective internal procedures to safeguard against unauthorized Entries or Files and warrants that no individual will be allowed to initiate an Entry or File without proper supervision and safeguards.

B. Election of Initiation Methods and Security Procedures.

The Initiation Methods and Security Procedures Company has elected for ACH origination are:

Commercial Electronic Office® (CEO®) Initiation Method.

CEO is Bank’s electronic banking portal that is accessed via the Internet. Authorized users may access Bank's CEO Internet ACH Service through the portal. CEO security procedures include log-on credentials specified by Bank ( that may include a Company ID, user ID and password) and any other authentication or authorization process Bank requires from time to time. Bank will use the CEO security procedures to authenticate each File received through CEO in Company’s name.

Payment Manager® Initiation Method.

Secure Application Fi le Exchange Transmission (“SAFE -T”). This transmission platform offers a variety of transmission protocols including hypertext transfer protocol secured (https), FTP over SSL (FTP/S), secure FTP (S-FTP), and Applicability Statement 2 (AS2) that Bank uses to authenticate each File transmitted to Bank in Company’s name.

Machine-to-Machine (“M2M”). This transmission method uses an XML message interface that is based on the Interactive Financial eXchange (IFX) message s tandard using SOAP structured messages. Data is communicated via the Internet using 128- bit encryption and Secure Socket Layers (SSL). Bank uses digital certificates to authenticate each File transmitted to Bank in Company’s name.

IBM® Connect:Direct® with Secure Plus+. Secure Plus+ is an add -on to Connect Direct to enhance security by means of Secure Socket Layer (“SSL”) or Transport Layer Security (“TLS”). Connect Direct® is a registered trademark of Sterling C ommerce, Inc. an IBM Company.

Value-Added Network (“VAN”). With this transmission method, a third party serves as an intermediary for transmitting data between Company and Bank. Procedures for transmitting files may vary by VAN. B ank follows the procedures of the VAN selected by Company to authenticate each File transmitted to Bank through the VAN in Company’s name.

Direct Origination Initiation Method.

Secure Application File Exchange Transmission (“SAFE -T”). This transmission platform offers a variety of transmission protocols including hypertext transfer protocol secured (https), FTP over SSL (FTP/S), secure FTP (S-FTP), and Applicability Statement 2 (AS2) that Bank us es to authenticate each File transmitted to Bank in Company’s name.

IBM® Connect:Direct® with Secure Plus+. Secure Plus+ is an add -on to Connect Direct to enhance security by means of Secure Socket Layer (“SSL”) or Transport Layer Security (“TLS”). Connect Direct® is a registered trademark of Sterling Commerce, Inc. an IBM Company.

TM-1521 Acceptance of Services – ACH, Wires and Stagecoach Sweep Page 3 of 6 Revised 06-07-2011

SWIFT® Initiation Method.

SWIFT has established procedures for controlling access to SWIFT m essaging services (each, an “Access Control”) that may include without limitation access codes, message authentication codes, secure card readers, digital signatures, and Hardware Security Modules. In addition, SWIFT authenticates certain messages includi ng without limitation Files based on SWIFT message type prior to accepting them for routing as SWIFT messages (each, an “Authenticated Message”). This authentication may include confirming that the sender and recipient of the message have exchanged bilate ral keys (“BKE”), entered into a relationship management application (“RMA”) agreement, or taken other steps to secure the transmission of SWIFT messages between them as SWIFT requires from time to time (each, an “Authentication Procedure”).

Security Procedure Elected by Company’s Third Party Service Provider.

Company is utilizing a Third Party Service Provider (“TPSP”) as defined in the ACH Rules to originate Entries and Files on Company’s behalf. Bank will authenticate each File transmitted to Bank in Company’s name in accordance with the security procedure the Company’s TPSP has elected. Company will notify Bank of any change to Company’s TPSP in a manner affording Bank a reasonable opportunity to act on the information. Company’s TPSP is:

Third Party Service Provider: _________________

Contact Person: _________________

Telephone: ______________ Fax: ______________________

Non-Standard Security Procedure.

Company has refused to utilize any of the security procedures described above and has elected to use the Security Procedure set forth in Attachment B.

Part III – Wire Transfer Services.

A. Description of Security Procedure.

1. General. Bank will verify instructions to transfer funds from Company’s Account that Bank receives in Company’s name (each, a “Payment Order”) solely in accordance with the Security Procedure(s) Company elects in this Acceptance (“Security Procedure” is defined in Bank’s Wire Transfer Service Description). The purpose of the Security Procedure is to verify the authenticity of a Payment Order, not to detect an erroneous or duplicate Payment Order.

2. Commercially Reasonable. Company has determined the S ecurity Procedure Company has elected (a) best meets Company’s requirements with regard to the size, type and frequency of Payment Orders issued by Company to Bank and (b) is commercially reasonable. Company refuses to have its Payment Orders verified by any security procedure other than the Security Procedure Company has elected.

3. Binding Instructions. Company will be responsible for any erroneous or duplicate Payment Order Bank receives in Company’s name. Company agrees to be bound by each Payment Order, or request to cancel or amend a Payment Order, whether or not authorized by Company, issued in Company’s name and accepted by Bank in compliance with the Security Procedure Company has elected.

TM-1521 Acceptance of Services – ACH, Wires and Stagecoach Sweep Page 4 of 6 Revised 06-07-2011

4. Confidentiality. Company and Bank will preserve the confidentiality of the Security Procedure and any passwords, codes, security devices and related instructions provided by Bank. If Company becomes aware of a breach, or suspects that a breach may occur, it will immediately notify Bank.

5. Authorized Person(s). Company will promptly notify Bank in writing of the identity of each person authorized to receive information regarding the Security Procedure (each, an “Authorized Person”) and when a person is no longer an Authorized Person. Company will maintain effective internal procedures to safeguard against unauthorized Payment Orders and warrants that no individual will be allowed to initiate a Payment Order without proper supervision and safeguards.

B. Election of Initiation Method(s) and Security Procedure(s).

The Initiation Method(s) and Security Procedure(s) Company has elected for Wire Transfers are:

Voice Initiation Method.

Bank's voice initiation security procedure consists of confirming that the personal identificat ion number ("PIN") accompanying a Payment Order corresponds with a valid PIN assigned to Company for voice-initiated Payment Orders.

Telephone Verification Service. If Bank receives a voice -initiated, non -repetitive Payment Order of $______ or more, Bank will make one attempt to telephone person(s) designated by Company on the most current setup form for Company in Bank’s records to authenticate the Payment Order. If Bank is unable to complete the call, Bank will not process the Payment Order.

Commercial Electronic Office® (CEO®) Initiation Method.

CEO is Bank’s electronic banking portal that is accessed via the Internet. Authorized users may access Bank's CEO Wire Transfer Service through the portal. CEO se curity procedures include log-on credentials specified by Bank that may include a Company ID, user ID and password and any other authentication or authorization process Bank requires from time to time. Bank will use the CEO security procedures to authenti cate each Payment Order received through CEO in Company’s name.

Payment Manager® Initiation Method.

Secure Application File Exchange Transmission (“SAFE -T”). This transmission platform offers a variety of transmission protocols including hypertext transfer protocol secured (https), FTP over SSL (FTP/S), secure FTP (S-FTP), and Applicability Statement 2 (AS2) that Bank uses to authenticate each Payment Order transmitted to Bank in Company’s name.

Machine-to-Machine (“M2M”). This transmission method uses an XML message interface that is based on the Interactive Financial eXchange (IFX) message standard using SOAP structured messages. Data is communicated via the Internet using 128- bit encryption and Secure Socket Layers (SSL). Bank uses digital certificates to authenticate each Payment Order transmitted to Bank in Company’s name.

IBM® Connect:Direct® with Secure Plus+. Secure Plus+ is an add -on to Connect Direct to enhance security by means of Secure Socket Layer (“SSL”) or Transport Layer Security (“TLS”). Connect Direct® is a registered trademark of Sterling Commerce, Inc. an IBM Company.

TM-1521 Acceptance of Services – ACH, Wires and Stagecoach Sweep Page 5 of 6 Revised 06-07-2011

Value-Added Network (“VAN”). With this transmission method, a third party serves as an intermediary for transmitting data between Company and Bank. Procedures for transmitting Payment Orders may vary by VAN. Bank follows the procedures of the VAN selected by Company to authenticate each Payment Order transmitted to Bank through the VAN in Company’s name.

Direct Origination Initiation Method.

Secure Application File Exchange Transmission (“SAFE -T”). This transmission platform offers a variety of transmission protocols including hypertext transfer protocol secured (https), FTP over SSL (FTP/S), secure FTP (S-FTP), and Applicability Statement 2 (AS2) that Bank uses to authenticate each Payment Order transmitted to Bank in Company’s name.

IBM® Connect:Direct® with Secure Plus+. Secure Plus+ is an add -on to Connect Direct to enhance security by means of Secure Socket Layer (“SSL”) or Transport Layer Security (“TLS”). Connect Direct
® is a registered trademark of Sterling Commerce, Inc.
an IBM Company.

SWIFT® Initiation Method.

SWIFT has established procedures for controlling access to SWIFT messaging services (each, an “Access Control”) that may include without limitation access codes, message authentication codes, secure card readers, digital signatures, and Hardware Security Modules. In addition, SWIFT authenticates certain messages based on SWIFT message type prior to accepting them for routing as SWIFT messages (each, an “Authenticated Message”). This authentication may include confirming that the sender and recipient of the message have exchanged bilateral keys (“BKE”), entered into a relationship management application (“RMA”) agreement, or taken other steps to secure the transmission of SWIFT messages between them as SWIFT requires from time to time (each, an “Authentication Procedure”).

Non-Standard Security Procedure.

Company has refused to utilize any of the security procedures described above and has elected to use the Security Procedure set forth in Attachment B.

Remainder of page intentionally left blank
TM-1521 Acceptance of Services – ACH, Wires and Stagecoach Sweep Page 6 of 6 Revised 06-07-2011
© 2011 Wells Fargo Bank, N.A. All rights reserved.

Part IV – Designation of Wells Fargo Stagecoach Sweep
®
Option.

A. Investment Sweep Options.

Company elects the following Option (check one box only):

Wells Fargo Stagecoach Sweep Preferred Option.

Wells Fargo Stagecoach Sweep Preferred Option with secondary Wells Fargo Stagecoach Sweep, Repurchase Agreement Option.

Wells Fargo Stagecoach Sweep Commercial Paper Option.

Wells Fargo Stagecoach Sweep Repurchase Agreement Option with secondary Wells Fargo Stagecoach Sweep, Preferred Option.

Wells Fargo Stagecoach Sweep Repurchase Agreement Option.

Wells Fargo Stagecoach Sweep Money Market Mutual Fund Option. (Check one box only.)
Wells Fargo Advantage Money Market Fund - Fund 3951.

California Municipal Money Market Fund - Class A - Fund 29.

Treasury Plus Money Market Fund - Class A - Fund 453.

National Tax-Free Money Market Fund - Class A - Fund 452.

100% Treasury Money Market Fund - Service Class - Fund 8.

B Savings Account Sweep Option.

Company elects the Wells Fargo Money Market Savings Account Sweep Option.

C. Credit Sweep Option.

Company elects Bank’s Credit Sweep Option.

● Company’s LOC number is ________________.

D. Additional Information.
● Company’s Checking Account Number: .

● Statements and/or Confirmations will be sent to Company by electronic means unless otherwise requested by Company. Electronic means include Bank’s Commercial Electronic Office®, facsimile and/or Secure E-Mail.

Part V – Signature and Effective Date.

Agreed To and Accepted By:

Company:

By:

Name:

Title:

Effective Date: