HomeMy WebLinkAbout2017-016 A TRUE GGPY
CERTIFICATION ON LAST PAGE.
An. It.E G 10NS Customer Profile for Treasury 9a%acJQM r1i-Av%ices
Company Name("Client") Indian River County Board of County Commissioners Federal Taxpayer ID 59-6000674
Contact Name Elissa Nagy Contact Telephone No 772-226-1570
Contact Email Address enagy(&-Clerk.indian-river.org Contact Fax Number
Street Address 1801 27th Street City,State,Zip Vero Beach,FL 32960
Treasury Management Officer Ryan Santeufemio Relationship Manager Steve Woodell
0 ACH Alert ® Integrated Payables
❑ ACH Services ❑ Integrated Receivables
❑ Automated Sweep 0 iTreasury
❑ Biller Xchange ❑ Liquidity Manager
❑ Client Image Cash Letter ❑ Lockbox Association
❑ Commercial Check Imaging Archive ID Lockbox Retail
❑ Commercial Returns Requalification 0 Lockbox Wholesale
❑ Controlled Disbursement 0 Positive Pay
❑ EDI 822 Account Analysis Statement ❑ Reconcilement Services
❑ EDI Collections ❑ RegionsOne
❑ EDI Origination ❑ Regions Quick Deposit
® Electronic Check Recovery(RCK) ❑ SWIFT
❑ Electronic Payment Authorization(EPA) 0 Vault Services
❑ Healthcare Remittance Processing 0 Wire Transfer
® Information Reporting ❑ Zero Balance Accounts
Describe any Amendments to Existing Services or Service Documents:
Client,by and through its undersigned representative,(i)hereby requests Regions Bank("Bank")to provide to Client the products and services selected in
this Customer Profile(the"Services"),(ii)acknowledges receipt of,and agrees to and accepts the terms and provisions of,Bank's Master Agreement for
Treasury Management Services(including,without limitation,the ARBITRATION AND WAIVER OF JURY TRIAL provisions thereof and terms and
provisions thereof relating to the right of Bank to amend Service terms and conditions),as amended(the"Master Agreement"),(iii)acknowledges receipt
of,and agrees to and accepts the terms and provisions of,Bank's Service Schedule(s)and/or other applicable agreements,terms,and provisions for the
Services selected in this Customer Profile,as amended(collectively,the"Service Documents',(iv)acknowledges receipt of Bank's fee schedule(s)for the
Services and agrees to timely pay Bank the fees and charges set forth therein,as adjusted and amended from time to time,(v)represents and warrants to
Bank that the information provided by Client for inclusion in this Customer Profile and/or in any Service Document is true,correct,and complete in all
material respects,(vi)agrees to timely notify Bank and request completion and execution of a revised Customer Profile or Service Document,as
applicable,in the event any information set forth therein shall become inaccurate,incomplete,or incorrect in any material respect,and(vii)represents and
warrants that the person completing and/or executing this Customer Profile has been duly authorized by Client to do so and to fully and legally bind Client
to the terms,conditions,and provisions of this Customer Profile,the Master Agreement,and the Service Documents by and through the execution hereof.
Client further acknowledges that other products and services provided by or accessible through Bank's Treasury Management Services may be subject to
separate terms,conditions,and agreements apart from this Customer Profile,the Service Documents,or the Master Agreement and that Client may be
required to execute other documentation or agreements in order to obtain such products and services.
ACCEPTED BY CLIENT: ACCEPTED BY REGIONS BANK:
Joseph E. Flescher Ran Santeufemio
X ped Name VkK& CO,y Typed Name
COV
Authorized' a�griatu ture
Chairm n resident
Title o � �
ebruary 7, 2017 17
Date F �� %% O FQFRM
ATTEST; Jeffrey R. Smith, Clerk AN FFICIENCY
Of Court and Comptroller
BY: BY
putt' 1 DYLAN REINGC
A TRUE COPY
G'ERTOFICATION, ON LAST PAGE
J.R. SMITH, CLERK
AMENDMENT To REGIONS BANK MASTER TREASURY
MANAGEMENT SERVICES AGREEMENT AND
SERVICES ADDENDA
This Amendment to Regions Bank Master Treasury Management Services Agreement
(the "Amendment") is made as of the 7th day of February, 2017 (the "Effective Date") by and
between Regions Bank (the"Bank"), and Indian River County, Florida("Indian River").
WHEREAS, Indian River and the Bank have previously entered into a Master Treasury
Management Services Agreement (the "Agreement"), together with the Bank's Account Terms
and Conditions, and various service addenda (the "Services Addenda", and together with the
Agreement, collectively referred to herein as the (the "Services Agreements").
WHEREAS, Indian River has designated various deposit accounts for services under the
Agreement(collectively,the "Accounts");
WHEREAS, Indian River is an agency of Florida state government and represents and
warrants to the Bank that all funds held in the Accounts are owned by Indian River and that the
services obtained in connection with the Accounts (the "Services") will be obtained in
connection with official government business of the county; and
WHEREAS, the Bank has submitted a response to a request for proposal for the lockbox
services (the "Lockbox Services") dated September 1, 2016 (the "RFP") and the parties intend
for certain terms of the RFP to be incorporated as part of the Services Agreements with respect
to the Services.
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth
herein, and for other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged,the parties agree as follows:
I. Indemnification. Any indemnification contained in the Services Agreements shall be
only to the extent allowed by and within the limits of liability provided by section
768.28,Florida Statutes, and shall not be deemed a waiver of sovereign immunity.
2. Term. The term of the Services Agreements shall commence on the Effective Date
and continue for three (3) years. On the anniversary date of this Amendment at the
end of the initial three-year term, the Services Agreement shall automatically renew
for a two-year term. On the anniversary date of this Amendment at the end of the
two-year renewal term, the Services Agreements shall automatically renew for a
second two-year term. Such renewals shall be automatic unless either party notifies
the other in writing of its intent to terminate this Amendment at least 30 days prior to
the next scheduled anniversary date. If not terminated early, this Amendment and the
Services Agreement shall terminate on the seventh anniversary date hereof.
1/42006951
3. Lockbox Services. The functionality described in Addendum No. 3 to the RFP
regarding Lockbox Services may only be changed upon written agreement of the
parties.
4. Pricing. The pricing terms set forth in the "Complete Price List" appended to the
RFP shall continue throughout the term hereof.
5. Florida Public Records Law. Any restrictions on the release of information by
Customer, shall not apply to the extent that such release is required by Chapter 119,
Florida Statutes an
d an release of such information b Customer,Y y s omer, as required by
Florida statutes, shall not be deemed a breach of this Amendment or the Services
Agreements. Customer shall provide written notice to Bank of such release, which
shall be given in advance of such release whenever practicable.
6. Conflict. Except as expressly amended hereby, all terms and conditions of the
Services Agreements shall remain unmodified and in full force and effect. In the
event of a direct conflict between the terms of the Services Agreements and the terms
of this Amendment, the terms of this Amendment shall govern and control with
respect to the Services.
7. Governing Law. Except as otherwise provided herein, this Amendment shall be
governed by and construed in accordance with the laws of the State of Alabama,
excluding its conflict of laws rules.
8. Counterparts. This Amendment may be executed in counterparts, each of which shall
be deemed an original, and all of which together constitute one and the same
instrument.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed as of
the Effective Date.
REGIONS BANK INDIAN RIVER COUNTY BOCC
&COMp"
By: B : � `� cou,y co!!�
0
Name: N: Jose
1ph E. Flescher A
Title: Title: Chairman ,
ATTEST: Jeffrey R. Smith, Clerk of Court Dated: February 7, 2017
FR couNTq*�o�`oP
and Comptroller
1 APPROVED AS TO FORM
BY: AND LEGAL SUFFICIE
DeputyOil-
EY -
9,YSNIRT AC RT�OR HIEYHIs Is
A TRUE AND CORRECT COPY OF
THE ORIGINAL ON FILE IN THIS
OFFICE.
2 BY SMITH,CLERK
D C.
1/42006951 DATE