May 01, 2024
City of Palo Alto
250
Hamilton Avenue, 4th Floor
Palo Alto,
CA 94301
Re: Contact for Treasury Management Services and Pricing (City of Palo Alto Contract No. C24189061, Amendment No. 1) We are pleased to extend the term of the contract with the City of Palo Alto at the pricing for the de posit a nd treasury ma
nagement services as described on the Wells Fargo Treasury Management Pro posal, Pricing as of Ma y 2024, which is a
ttached hereto as Exhibit 1, for one (1) te rm of one year, effective as of June 1, 2024, through June 30, 2025.
Additional fees will apply to new de posit and treasury management ser vices not described on Exhibit 1, We will provide information regarding those fees in connection with the implementation of any such additional services. We reserve the right to modify pricing to re flect the impact of a ny c hanges in law, reg ulations or interpretations thereof. We also reserve the right to ch
ange our pricing methodology, inc lud ing element IDs for a particular service, so long as th e change does not increase the total price of such service to you (u nless permitted under t he im mediately preced ing sentence).
This
letter agreement along with your Master Agreement for Treasury Management Service signed 10/01/2020, attache d heret
o as Exhibit 2, and other Service Documentation (as tha t term is de fined in the Master Agreement for Treasury Ma
nagement Serv ices) applicable to your accounts and treasury management serv ices provided as described on Exhibit 1, which is incorporated by reference, will constitute the contract governing our deposit a nd treasury management services re
lationship. The Service Documentation, including th e S ervice Descriptions for the treasury mana gement services you are enr
olled in are posted at our Vantage portal. If at the end of thi s e xtended contr act term, the contract is not extended or renewed by your and ou r mutual agreement or othe rwise terminated in accordance with the Service Documentation, the Service Documentation will remain in effect, and we will notify you of change s to pricing for the deposit accounts and treasury management services.
If you agree, please sign, date, and return t his agreement below. Thank you for yo ur b usiness and continued partnership with Wel
ls Fargo Bank. Please feel free to call me with any questions.
Sincer
ely,
Dale Ba
rton
Director, Relationship Manager
415-940-1023
Acknowledged and Agreed:
City of Palo Alto
By:
Name:
Title:
Date:
APPROVED AS TO FORM:
__________________________
City Attorney or designee
Attachment D
1 Exhibit 1
Wells Fargo Treasury Management Proposal, Pricing as of May 2023 (Attached)
2 © 2023 Wells Fargo Bank, N.A. All rights reserved.
Revised: April 4, 2023
Master Agreement for
Treasury Management Services
The Service Documentation contains the terms under which Wells Fargo Bank, N.A. and the banks, branches or subsidiaries listed in Appendix X (collectively, "Bank") provide you treasury management services (each a "Service"). "You," "your" or "yours" refer to the Bank customer identified on the Acceptance of Services that is signed when you enroll in a Service ("Acceptance"). The terms "we," "us," or "our" refer to the Bank. Other capitalized terms used in this Master Agreement for Treasury Management Services ("Agreement") are defined in this document.
You and we agree:
1. Service documentation. The Service Documentation contains the terms governing each Service and includes:
a. The Service Description (which contains terms and conditions applicable to the specific Service), b. The Acceptance (which indicates your acceptance of the Service Documentation), c. This Agreement (which contains terms and conditions applicable to all Services), d. The account agreement governing the account(s) (each, an "Account") you use in connection with the Service, e. The Product Enrollment Form (which contains set-up information for each Service in which you are enrolling), and f. User Guides (which include our vendors' and our documentation related to the installation, set-up function, features, operation, use, pricing or other aspects of the Services, including Terms of Use, software, software licenses, price schedules, specifications, instructions, and notices).
The documents and individual provisions of the Service Documentation are intended to be read together as one agreement between you and us. This Agreement and the Service Descriptions for Services you enroll in are posted on Wells Fargo Vantage
SM ("Vantage") f/k/a Commercial Electronic Office® (CEO®) . If there is a conflict among the documents that are part of the Service Documentation, they will govern in the order listed above. Your use of a Service confirms your receipt of, and agreement to be bound by, this Agreement and all Service Documentation.
2. Services. You and we will agree upon the Services to be provided and the start date for each Service. Each Service is subject to the approval by our applicable branch or subsidiary. We will notify you when you have completed all requirements for enrolling in the Service and the Service is ready for you to use.
3. Changes to services. We may change (or add to) the terms and fees in the Service Documentation at any time. If a change to a Service requires a change to the Service Documentation, we will post the document(s) with the change on Vantage. When required by Applicable Law, we will notify you of the change. If you continue to use a Service after a change takes effect, you will be bound by the change. As used in this Agreement, the term "Applicable Law" means all applicable laws (including common or customary laws), statutes, constitutions, policies, decrees, judgments, treaties, regulations, directives, by-laws, rulings, orders or operating circulars governing our activities and/or any Transaction (see section 6-a) governed by this Agreement, including, but not limited to, the funds transfer system and clearing and settlement house rules.
4. Term and termination. Unless a Service is terminated in accordance with the Service Documentation, this Agreement and each Service will continue in effect until terminated by either party upon 30 days' prior written notice to the other party. When a Service is terminated for any reason, the Service Documentation governing the terminated Service is also terminated.
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We may suspend or terminate any Service:
a. After we notify you of a breach of any provision of the Service Documentation or any other agreement with us, and you fail to cure the breach (if it can be cured) within 15 days of the date of the notice; or b. Without prior notice to you if:
i. We reasonably suspect that an Account associated with a Service has been compromised or otherwise subject to irregular, unauthorized, fraudulent, or illegal activity, ii. You become subject to any insolvency or bankruptcy proceeding, or any receivership, liquidation, reorganization, or other similar proceeding, or you enter into any agreement or proceeding for voluntary liquidation, dissolution, composition with or assignment for the benefit of creditors or other winding up, iii. We determine in our sole discretion that continuing to provide a Service may place us at risk of financial loss or result in an unacceptable credit exposure,
iv. Any guaranty of your obligations to us ("Guaranty") is terminated, revoked, or its validity contested by the guarantor ("Guarantor"),
v. We determine in our sole discretion that a material adverse change has occurred in your ability to perform your obligations under the Service Documentation, or in the ability of a Guarantor to perform its obligations under a Guaranty, or
vi. The Account necessary to provide a Service is closed.
The termination of a Service will not affect your or our respective rights and obligations with respect to the Service(s) provided before the termination including without limitation Transactions. We will not be liable to you for any losses or damages you may incur as a result of any termination of any Service or termination or restriction of any Vantage access rights under section 9(d) below.
5. Service fees. You will pay us the fees described in the Service Documentation and any taxes applicable to each Service, however designated, but excluding taxes based on our net income. We may debit your Account for any fees not covered by earnings credits and any taxes that are due, or we may send you an invoice for these amounts, which you will promptly pay. Our charges and fees are in the applicable fee schedule for Services used in connection with your Account.
6. Security procedures.
a. Unless otherwise agreed, you agree that "Security Procedure" is the applicable security procedure described in the Service Documentation for your Initiation Method for the Service, which we will use to verify the authenticity of a Transaction. The term "Initiation Method" refers to the method we offer in the product enrollment form ("Set-up Form") or other Service Documentation for delivering your Transaction instructions to us with respect to the applicable Service and includes any applicable transmission protocols. The term "Transaction" means (i) any funds transfer, payment order, or payment instruction (including any communication cancelling or amending an instruction), and (ii) any instruction, data or other information which we receive in your name with respect to a funds transfer. The purpose of the Security Procedure is to verify the authenticity of the Transaction. We will not use the Security Procedure to detect an erroneous or duplicate Transaction. You will be responsible for any erroneous or duplicate transaction we receive in your name. You agree to be bound by each Transaction, whether or not authorized by you, issued in your name and accepted by us in compliance with the Security Procedure for the Service.
b. You agree that each Security Procedure for the Initiation Method in the Set-up Form or other Service Documentation for each of the Services (a) best meets your requirements with regard to the size, type and frequency of your Transactions, and (b) is commercially reasonable.
7. Confidential information. Unless otherwise stated in the Service Documentation, "Confidential Information" means all (a) User Guides, (b) Security Procedures, passwords, codes, security devices and related instructions and technical and non-technical information and intellectual property rights relating to our vendors' or our technology, IT infrastructure or data security, including trade secrets, systems information security program or processes, SSAE or SOC reports, and testing procedures or results. You will not acquire any ownership interest in or rights to Confidential Information as a result of your use of any Service.
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You will:
a. Maintain the confidentiality of the Confidential Information, b. Not disclose (or permit your employees or agents to disclose), copy, transfer, sublicense, or otherwise make any of it available to any person or entity, other than your 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 works of any Confidential Information.
You will notify us immediately if you know of or suspect any unauthorized disclosure, possession, use, or knowledge (each, an "Unauthorized Use") of any Confidential Information. If you (or your employees or agents) are responsible for the Unauthorized Use, you will, at your expense, promptly take all actions, including initiating court proceedings to recover possession and prevent further Unauthorized Use of the Confidential Information. You will also compensate us for any injury caused to us as a result of the Unauthorized Use.
8. Currency conversion. When your instructions require us to convert the amount of a Transaction from the currency in which the Account is denominated ("Account Currency") to another currency ("Foreign Currency"), we will do so using the Applicable Exchange Rate in effect at the time we execute your Transaction. "Applicable Exchange Rate" means the exchange rate we set and use for you when we convert one currency to another currency and includes a markup. The markup factors include costs incurred, market risks and our desired return. The exchange rate we provide to you may be different from the exchange rates you see elsewhere. Foreign exchange rates are dynamic, and rates fluctuate over time based on market conditions, liquidity, and risks.
If a financial institution designated to receive the funds does not pay the beneficiary specified in the Transaction, and the funds are returned to us, we will not be liable to you for a sum greater than the amount of the Transaction after we have converted it from the Foreign Currency to the Account Currency using the Applicable Exchange Rate in effect at the time the funds are returned to us. You accept the risks of any change in the Applicable Exchange Rate between the time you request a Transaction and the time the Transaction is either completed or is unwound due to a cancellation, an amendment, a rejection, or a return.
9. Vantage .
a. Description of Vantage. Vantage is our electronic banking platform that is accessed through the Internet. Your Authorized Agents (defined below) may use Vantage to access (i) Services in which you have separately enrolled and (ii) third-party sites we may make available through Vantage. We offer different channels through which you may access Vantage, including personal computers and mobile devices. We may add or eliminate channels at any time. A Service or third party site accessible through one channel may not be accessible through another channel.
b. Access to Vantage. When you enroll in Vantage, and as we may determine is necessary after enrollment, we will provide Log-On Credentials (defined below) to the persons who are authorized to access Vantage on your behalf (each, an "Authorized Agent"). Log-On Credentials mean one or more secure methods we provide to access the Services and may include user IDs, passwords, token IDs, and other methods that we adopt from time to time.
We have no obligation to separately verify or authenticate any communication we receive in your name through Vantage, whether or not it was actually from an Authorized Agent. You assume the entire risk of (i) unauthorized use of your Log-On Credentials and (ii) unencrypted electronic transmissions. c. Administration of Vantage. We offer two options for administering Vantage: (i) Administration and (ii) Bank administration.
i. Administration. If you enroll in the Administration option, there are three categories of Authorized Agents:
Company Administrator, Administrator, or User. Unless you and we separately agree, we will provide Log-On Credentials only to your initial Company Administrator(s) who will (a) assign Log-On Credentials to other individuals and (b) designate those individuals as one of the following:
(1) A Company Administrator, who may perform all functions of your initial Company Administrator,
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(2) An Administrator, who may perform all functions of an Administrator including designating other Administrator(s) and User(s), or
(3) A User, who may access the Services designated by a Company Administrator or an Administrator, as well as those Services in which we permit a User to self-enroll.
Each Company Administrator and Administrator has the authority to enroll you in additional Services. In addition to your use of Administration as described in this subsection, you may request that we assign Log-On Credentials to Users that you designate in writing to us. Your designation to us will specify the Services which the User is authorized to access in addition to those Services in which we permit a User to self-enroll.
ii. Bank administration. For the Bank administration option, there is one category of Authorized Agent:
Users. We will assign Log-On Credentials to each User you designate.
You will promptly revoke the Log-On Credentials of any Authorized Agent or User when that individual is no longer authorized to access Vantage. If you notify us in writing to revoke the Log-On Credentials of an Authorized Agent or User, we will have a reasonable time after receiving your written notification to revoke the individual's access.
d. Terminating access. We may terminate or restrict any Authorized Agent's access to any Service through Vantage if we determine such use:
i. Does not comply with any term applicable to Vantage, ii. Is not permitted by Applicable Law,
iii. Is not authorized by you or any third party whose authorization we believe is necessary, or iv. Should be denied for your or our protection (without us agreeing to or being required to make this determination in any circumstance).
e. Financial information. Financial market data, quotes, news, research, and other financial information developed by third parties and transmitted to us ("Financial Information") may be available to you at Vantage. The posting of any Financial Information or any other information or data at Vantage is not a recommendation by us of any particular Service or action. We do not guarantee the accuracy or completeness of any Financial Information, nor are we responsible for (i) the actions or omissions of the third parties developing or transmitting Financial Information or (ii) any decision you make or action you take by relying on any Financial Information. f. Miscellaneous. For purposes of this section 9 only, "Service" includes each service and product we or any of our affiliates offer that you access through Vantage. This section 9 will survive the termination of any Service or this Agreement.
10. Alerts.
a. Non-subscribed alerts. When you enroll in Vantage or other channels or Services, you consent to receiving by email or other delivery channels, servicing messages that we determine are important or urgent. You do not need to subscribe to receive such alerts and you do not pay additional service fees. b. Subscribed alerts. You may also enroll in fee-based alerts for applicable Services so that you can receive messages you subscribe to at the intervals and through delivery channels that you choose.
11. Liability and indemnification.
a. We are not obligated to honor, in whole or in part, any Transaction or other instruction that:
i. Exceeds the available balance in the Account, unless otherwise provided in the Service Documentation, ii. Does not comply with the Service Documentation or our applicable policies, procedures, or practices made available to you,
iii. We have reason to believe may not have been duly authorized, should not be honored for our or your protection, or involves funds subject to a hold, dispute, restriction, or legal process, or iv. Would possibly result in us not complying with Applicable Law. b. Neither we nor our software vendors make any express or implied representations or warranties with respect to the Services or any software used in connection with the Services, including any warranty as to the merchantability or fitness for a particular purpose, other than those expressly set forth in the Service Documentation.
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c. Any claim, action, or proceeding against us for losses or damages arising from a Service, must be brought within one year from the date of the act or omission, except as otherwise stated in the account agreement governing the Account.
d. We will have no liability for our failure to perform or delay in performing a Service if the failure or delay is due to circumstances beyond our reasonable control. If we determine that any funds transfer or communications network, Internet service provider, or other system used to provide a Service is unavailable, inaccessible, or otherwise unsuitable for use by you or us, we may, upon notice to you, suspend or discontinue the affected Service.
e. We will only be liable to you for actual damages incurred as a direct result of our failure to exercise reasonable care in providing the Services. Reasonable care requires only that we follow standards that do not vary unreasonably from the general standards followed by similarly situated banks. Our policies and procedures are general internal guidelines for our use and do not establish a higher standard of care for us than otherwise established under Applicable Law. A mere clerical error or an honest mistake will not be considered a failure by us to perform any of our obligations. Our liability to you will be limited to an amount not greater than 10 times our fees incurred in the calendar month immediately before the calendar month in which the loss or damages were incurred (or, if no fees were incurred in that month, our fees incurred in the month in which the losses or damages were incurred).
f. Except in the case of our negligence or intentional misconduct, you will indemnify and hold us, our directors, officers, employees and agents ("Representatives") harmless from all losses or damages that arise out of:
i. The performance of a Service in compliance with the Service Documentation, including any warranty we are required to make to a third party in connection with a Service, ii. An act or omission of any of your agents, couriers, or Authorized Agents, and iii. If the Service includes a license or sublicense of any software, any use or distribution of the software by you or any person gaining access to the software through you that is inconsistent with the license or sublicense.
You will promptly provide us with written proof of loss, and notify us if you become aware of any third party claim related to a Service. You will cooperate fully (and at your own expense) with us in recovering a loss. If we reimburse you, we or our designee will be subrogated to all of your rights (i.e., we will be entitled to assert any legal rights you had relating to the claim).
g. Except as expressly provided otherwise in the Service Documentation, neither party nor its Representatives will be liable to the other party for:
i. Any special, consequential, incidental (including court costs and attorneys' fees), indirect, or punitive losses or damages, or
ii. Business interruption, loss of profits, loss of business, loss of revenue, loss of goodwill, loss of opportunity, loss or injury to reputation, or loss of anticipated savings, whether any claim is based on contract or tort, or whether the likelihood of these losses or damages was known to the other party and regardless of the form of the claim or action.
h. When you send payments on behalf of your third party customers, you agree you are solely liable to your customers for any and all losses those customers may suffer. We exclude all and any liability of whatever nature (including those losses detailed in subsection g above) arising out of your relationship with your customer.
12. Governing law. The Service Documentation will be governed by: (a) U.S. federal law and (b) the law of (i) the U.S. state in which the office of Bank that maintains the Account is located or, if there is no such state or no account associated with such Service, (ii) the State of New York, without reference to its principles of conflicts of laws ("Governing Law").
13. Arbitration agreement. Upon demand by you or us, any dispute or claim arising out of or relating to this Agreement, or the breach thereof, must be submitted to arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, and must be heard before three arbitrators if the amount in dispute is U.S. $5,000,000 or more or its equivalent in any other currency, and before one arbitrator for amounts in dispute of less
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than U.S. $5,000,000 or its equivalent in any other currency. Arbitration will proceed in a location selected by AAA in the state of the applicable Governing Law, and if there is no such state, the place of arbitration must be New York, NY. The language of the arbitration must be English. Judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. This arbitration requirement does not limit the right of you or us to: (a) exercise self-help remedies including setoff or (b) 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 you or us to submit any dispute to arbitration hereunder, including those arising from the exercise of the actions detailed in (a) and (b) of this section.
14. Jurisdiction. For any proceedings regarding this Agreement (not subject to arbitration as provided in this Agreement), you hereby irrevocably submit to the jurisdiction of the courts of the Borough of Manhattan, New York City, in the State of New York or the federal courts located there and irrevocably agree that all claims in relating to the proceeding may be heard or determined in those courts.
15. Miscellaneous.
a. Severability. Any portion of the Service Documentation which is inconsistent with Applicable Law or Governing Law will be deemed modified and applied in a manner consistent therewith, and we will incur no liability to you as a result of the inconsistency or modification and application to any dispute regarding the Service Documentation.
If any portion or provision of the Service Documentation is deemed unenforceable, it will not affect the enforceability or validity of the remaining Service Documentation nor the enforceability or validity of that portion or provision under the law of any other jurisdiction.
b. Entire agreement. The Service Documentation (and any documents referred to therein):
i. Constitutes the entire agreement between you and us regarding the Services we provide for all Accounts opened with us, and
ii. Supersedes and extinguishes all prior agreements, understandings, representations and warranties of any nature (including requests for proposals and other sales material), whether oral or written, between you and us relating to any of our Services (including any other Master Agreement for Treasury Management Services, but excluding the current Commercial Account Agreement or Global Commercial Account Agreement, as applicable).
c. Electronic agreement. To facilitate execution, the Service Documentation may be executed by a party in the form of an "Electronic Record" (as defined in the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. ["ESIGN Act"]). The Service Documentation may be executed in as many counterparts as may be required to reflect all parties' approval, and all counterparts will collectively constitute a single agreement. An "Electronic Signature" (as defined in the ESIGN Act) that can be authenticated will constitute an original and binding signature of a party. The fact that a document is in the form of an Electronic Record or is signed using an Electronic Signature will not, in and of itself, be grounds for invalidating such document. d. No waiver. Neither our failure nor any delay by us in exercising any right or remedy will be deemed to be a waiver of the right or remedy. 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. e. Third party beneficiaries. Except as otherwise provided in the Service Documentation, no person or entity other than the parties to this Agreement will be deemed to be a third party beneficiary under the Service Documentation.
f. Financial condition. You will provide us promptly upon our request any existing financial statements or other information pertaining to your financial condition or any previously unprepared financial statements which we may require you to prepare and/or to be audited or reviewed by independent certified public accountants acceptable to us.
g. Your representations and warranties. You represent and warrant that: (i) you will not use any Service in a manner that would violate any Applicable Law by you or us; (ii) if you employ an agent in connection with its use of any Service, you represent and warrant to us that: (1) your governing body has duly authorized the agent; (2) you will exercise appropriate controls to ensure each authorized agent does not exceed the authority granted to it; and (3) you will preserve the confidentiality of the Log-On Credentials and immediately notify us if you become aware or suspect that any Log-On Credential may have been compromised.
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h. Use of names. You and we will not use each other's name or refer to our relationship in any solicitation, marketing material, advertisement, news release, or other written, online or oral communication without specific prior written consent for each such use or release, except that we may use your name as a reference in service proposals if we obtain your prior written approval for such use. i. Notices and communications. Either party may provide notice to the other party by mail, personal delivery, or electronic transmission.
i. You will notify us promptly in writing of any change in your name, Address, legal status, or any other changes relevant to the conduct of the Account or affecting your business relationship with us. ii. The term "Address" as used in this Agreement refers to a mailing or electronic address. iii. You will use the Address where your relationship manager or other manager is located and will address any notice to the attention of the manager.
iv. Each party will have a reasonable time after receipt of any notice to act on it. v. Any communication or notice to us from your agent about your use of a Service will be deemed to be a communication from you, and you authorize us to communicate with your agent about any such communication or Service.
vi. We are entitled to rely on any communication or notice from you that we believe in good faith was authorized by your authorized representative or Authorized Agent and, we will have no obligation to verify or authenticate an identity of a sender or signature on any notice or communication, except as expressly provided in the Service Documentation.
16. Survival. Sections 7, 9, 11 - 15 will survive termination of the Services or this Agreement.
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Appendix X
Applicable Branches or Subsidiaries of Bank
1. Wells Fargo Bank, N.A., UK Branch
2. Wells Fargo Bank, N.A., Canadian Branch
3. Wells Fargo Bank, National Association, Shanghai Branch
4. Wells Fargo Bank, National Association, Hong Kong Branch
10 Exhibit 2
Master Agreement for Treasury Management Services
(Attached)
11 Treasury Management Pro Forma
CITY OF PALO ALTO Pricing as of April 2024
ANALYSIS SUMMARY
Average Positive Collected Balance $ 550,000.00
Reserve Requirement @ 0.00% $ 0.00
Investable Balance Available for Services $ 550,000.00
Monthly Analyzed Charges $ 2,516.20
Earnings Allowance @ 5.24% $ 2,447.73
Net Monthly Analyzed Charges $ (68.47)
*Monthly Fee Based Charges $ 0.00
Total Monthly Analyzed Charges $ (68.47)
*Charges not offset by balances
Investable balance required to offset $1.00 of analyzed charges $ 225.31
SERVICE DETAILS
WF AFP Service
Code Code Service Description Unit Price Volume Charges
BALANCE & COMPENSATION INFORMATION
IAMTH 000230 RECOUPMENT MONTHLY 0.12750 287 36.59
BALANCE & COMPENSATION INFORMATION Subtotal 36.59
GENERAL ACCOUNT SERVICES
22051 010000 ACCT MAINTENANCE 7.00000 1 7.00
CK021 010100 DEBITS POSTED 0.10000 18 1.80
GENERAL ACCOUNT SERVICES Subtotal 8.80
LOCKBOX SERVICES
36769 05011L LBX PAPER PACKAGE BASE 40.00000 1 40.00
03302 050400 LBX TRANSMISSION BASE 150.00000 1 150.00
03711 050136 LBX WEEKEND SERVICE BASE 70.00000 1 70.00
36709 050140 LBX WHOLESALE BASE 150.00000 1 150.00
03611 050000 LBX REMIT PROCESSED EXPRESS MAIL 1.00000 13 13.00 36731 050530 LBX CORRESPONDENCE OR REJECTS 0.30000 8 2.40 36755 050100 LBX STANDARD CHECK PROCESSED 0.30000 435 130.50 03905 050140 LBX DOCUMENT SCANNED 0.05000 5,823 291.15
36791 050600 LBX 7 YEAR IMAGE ARCHIVE 0.03000 5,823 174.69 36745 050129 LBX VALUE ADDED KEYING 0.02000 13,686 273.72 03303 050410 LBX PKG US MAIL DELIVERY 1.00000 5 5.00
48200 050020 LBX WHOLETAIL BASE 100.00000 1 100.00
48210 050100 LBX WT CHECKS 0.00000 2,049 0.00
48220 050122 LBX WT TOTAL PAYMENTS PROCESSED 0.15000 2,574 386.10 48307 059999 LBX WT STD ITEM PROCESSED NON SCAN 0.30000 36 10.80 48221 050122 LBX WT MULTI PAYMENT 0.10000 513 51.30
48222 050002 LBX WT PARTIAL PAYMENT 0.02000 180 3.60
48257 050899 LBX WT MARK SENSE OR ADDRESS CHANGE 0.06000 2,574 154.44 48501 050401 LBX WT TRANSMISSION PER ITEM 0.01000 2,610 26.10 LOCKBOX SERVICES Subtotal 260.00000 2,032.80
Pro Forma 1 of 3
12 WF AFP Service
Code Code Service Description Unit Price Volume Charges
DEPOSITORY SERVICES
CK061 100400 RETURN ITEM - CHARGEBACK 2.00000 8 16.00
CK064 100416 RETURN ITEM SERVICE MTHLY BASE 0.00000 1 0.00 CK069 100401 RETURN ITEM SPECIAL INSTRUCTIONS 0.25000 8 2.00 CK081 100401 RETURN ITEM SPECIAL INST MTHLY BASE 15.00000 1 15.00 08025 100015 MISCELLANEOUS CREDITS POSTED 1.75000 67 117.25 311 100224 WHOLESALE LOCKBOX - DEPOSITED CHECK 0.05000 2,683 134.15 DEPOSITORY SERVICES Subtotal 284.40
PAPER DISBURSEMENT SERVICES
22225 150240 CHECK CASHING THRESHOLD MO BASE 0.00000 1 0.00 22245 150240 CHECKS PAY TO INDIV BLOCK MO BASE 0.00000 1 0.00 22235 150240 OTC DEBIT BLOCK MONTHLY BASE 0.00000 1 0.00 MD091 150240 PYMT AUTH MAX CHECK MTHLY BASE 10.00000 1 10.00 PAPER DISBURSEMENT SERVICES Subtotal 10.00
GENERAL ACH SERVICES
CK018 250201 ELECTRONIC CREDITS POSTED 0.10000 48 4.80
ES349 250220 ACH RECEIVED ADDENDA 0.00000 30 0.00
ES344 250202 ACH RECEIVED ITEM 0.30000 31 9.30
34333 251050 ACH FRAUD FILTER REVIEW MO BASE 5.00000 1 5.00 GENERAL ACH SERVICES Subtotal 19.10
WIRE & OTHER FUNDS TRANSFER SERVICE
ES139 350100 WIRE OUT DOMESTIC VANTAGE/API 3.00000 12 36.00 WIRE & OTHER FUNDS TRANSFER SERVICE Subtotal 36.00
WF AFP Service
Code Code Service Description Unit Price Volume Charges
INFORMATION SERVICES
34123 40022Z ALERTS SERVICE - EMAIL 0.75000 36 27.00
34120 400055 INTRADAY BASE PER ACCT PER REPORT 20.00000 1 20.00 34121 400275 INTRADAY REPORTING ITEMS RPTD 0.07500 134 10.05 34100 400052 PREV DAY BASE PER ACCT PER REPORT 20.00000 1 20.00 34115 400425 PREV DAY REPORTING ITEMS LOADED 0.07500 144 10.80 34216 400832 WIRE TEMPLATE ONLINE 0.33000 2 0.66
INFORMATION SERVICES Subtotal 88.51
Pro Forma 2 of 3
13 Disclosures
We created this proposal for you based on our understanding of your requirements and the services in which you expressed interest. This proposal confirms the deposit and treasury management services and the pricing we plan to provide you based on certain assumptions including projected volumes and other relevant information you provided.
This document is confidential. Please do not share it without first obtaining our written permission. The services and pricing contained in this proposal are valid for 90 days. The pricing is subject to change if the actual volume or scope of services differs from the assumptions upon which we based the pricing.
Please let us know if you believe this proposal does not accurately represent the prices or services we discussed with you. If you have questions about the services in this proposal, please contact your Treasury Management Sales Consultant or visit:
www.wellsfargo.com/accountanalysis for additional information about the services.
Regarding your services
Alerts Service
Charges are assessed against the volume of Alerts per user, per company, per month basis. Users are only charged for the first 80 events/alerts per month, per delivery mechanism (email or text). There is no per company cap for billing.
Wire Book Transfer
A Vantage/API Wire book transfer is between two accounts initiated via Vantage/API Wires Book Transfer workflow. A Payment Manager Book transfer is charged when the debit and credit accounts are setup in a single Vantage Company ID and entitled to Book Transfer.
Services with No Volumes
Services listed with zero volume are not included in the estimated monthly analysis fee but are included in the event the service is used in the future.
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