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<strong>Title</strong> <strong>Page</strong><br />

Proposal from JPMorgan Chase Bank, N.A. to<br />

Provide Banking Services to<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Solicitation No. 12C-009C<br />

May 7, 2012<br />

JPMorgan Chase Bank, N.A.<br />

Government, Not-for-Pr<strong>of</strong>it & Healthcare Division<br />

Ralph Hildevert, Relationship Manager<br />

1450 Brickell Ave, 33 rd Floor<br />

Miami, FL 33131<br />

(305) 579.9320<br />

Email: ralph.hildevert@chase.com


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Disclosure Statement<br />

This document was prepared exclusively for the benefit and internal use <strong>of</strong> the party to whom it is directly addressed and delivered<br />

(the “Agency”) in order to assist the Agency in evaluating certain products or services that may be provided by J.P. Morgan.<br />

J.P. Morgan is a marketing name for the Investment Banking, Asset Management and Treasury & Securities Services businesses<br />

as well as the Commercial Banking, Mid-Corporate and Real Estate client segments <strong>of</strong> JPMorgan Chase & Co. and its subsidiaries<br />

worldwide. Securities, syndicated loan arranging, financial advisory and other investment banking activities are performed by J.P.<br />

Morgan Securities Inc. and its securities affiliates. Lending, derivatives and other commercial banking activities are performed by<br />

JPMorgan Chase Bank, N.A. and its banking affiliates (“JPMorgan Chase Bank”). J.P. Morgan deal team members may be<br />

employees <strong>of</strong> any <strong>of</strong> the foregoing entities.<br />

All cash management arrangements, including pool implementations, are subject to the satisfaction <strong>of</strong> legal, tax, and credit due<br />

diligence. <strong>The</strong> Agency will be required to sign an agreement with J.P. Morgan. J.P. Morgan does not provide advice on the fiscal<br />

issues related to treasury structures and recommends that the Agency consult with its legal and tax advisors prior to entering into<br />

any pooling arrangement. <strong>The</strong> Agency is responsible for its own independent assessment as to the suitability and appropriateness<br />

<strong>of</strong> the services and any <strong>of</strong> the investments hereunder for the needs and requirements <strong>of</strong> its business.<br />

With respect to investments in mutual funds, the Agency is responsible for reviewing the current prospectus, which contains<br />

information about the fund(s) including management fees and expenses. Affiliates <strong>of</strong> JPMorgan Chase Bank provide services to the<br />

fund(s) and receive fees from the fund(s) for such services as described in the prospectus, including acting as investment advisor,<br />

administrator, custodian, distributor and shareholder servicing agent. JPMorgan Chase Bank receives fees from its affiliates for<br />

providing services to the J.P. Morgan’s clients that invest in the fund(s). J.P. Morgan does not <strong>of</strong>fer any advice or recommendation<br />

on investing in a fund to its clients. An investment account established with respect to a fund(s) is not a deposit account and neither<br />

such account nor shares in the fund(s) are insured by the Federal Deposit Insurance Corporation, and shares in the fund(s) are not<br />

the obligations <strong>of</strong>, and are not guaranteed by JPMorgan Chase Bank or the U.S. government. <strong>The</strong>re is no assurance that a fund will<br />

be able to maintain a stable net asset value <strong>of</strong> $1.00 per share. Investments in mutual funds involve risk, including possible loss <strong>of</strong><br />

principal. <strong>The</strong> Agency should make its own independent investment assessment as to the suitability and appropriateness <strong>of</strong> the<br />

services and the investments hereunder for the needs and requirements <strong>of</strong> its business, and assumes all risk <strong>of</strong> loss resulting from<br />

any decision it makes to purchase, exchange or sell shares <strong>of</strong> the fund(s), or to authorize the same on its behalf.<br />

NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE<br />

Call 1-800-766-7722 for a fund prospectus. You can also visit us online at www.jpmorganfunds.com. Investors should<br />

carefully consider the investment objectives and risk as well as charges and expenses <strong>of</strong> the mutual fund before investing.<br />

<strong>The</strong> prospectus contains this and other information about the mutual fund. Read the prospectus carefully before investing.<br />

J.P. Morgan Funds are distributed by J.P. Morgan Distribution Services, Inc., which is a subsidiary <strong>of</strong> JPMorgan Chase & Co.<br />

Affiliates <strong>of</strong> JPMorgan Chase & Co. receive fees for providing various services to the funds. Securities may be provided by J.P.<br />

Morgan Institutional Investments, Inc., member FINRA/SIPC.<br />

An investment in a money market fund is not insured and is not guaranteed by the FDIC or any other government agency. <strong>The</strong>y are<br />

not obligations <strong>of</strong> or guaranteed by JPMorgan Chase Bank, J.P. Morgan Institutional Investments, Inc. or their affiliates. Securities,<br />

including money market funds involve investment risk. Past performance is not indicative <strong>of</strong> future performance. Yields will fluctuate.<br />

Although the fund seeks to preserve the value <strong>of</strong> your investment at $1.00 per share, it is possible to lose money by investing in the<br />

Fund. Some investors may be subject to the Federal Alternative Minimum Tax and to certain state and local taxes.<br />

J.P. Morgan is licensed under U.S. Pat Nos. 5,910,988 and 6,032,137.<br />

This proposal is subject to and conditioned upon a mutually agreeable contract between the Agency and J.P. Morgan. J.P. Morgan<br />

also requires execution <strong>of</strong> all applicable product and service agreements.<br />

This document may contain information that is confidential and/or proprietary to JPMorgan Chase & Co. Such information is marked<br />

“confidential” and may not be copied, published or used, in whole or in part, for any purpose other than as expressly authorized by<br />

JPMorgan Chase Bank, N.A.<br />

<strong>The</strong> following is required pursuant to regulations adopted under Section 326 <strong>of</strong> the Uniting and Strengthening America by<br />

Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (USA PATRIOT Act) <strong>of</strong> 2001:<br />

To help the United States government fight the funding <strong>of</strong> terrorism and money laundering activities, U.S. law requires banks and<br />

certain other financial institutions to obtain, verify, and record information that identifies each client that opens an account. What this<br />

means for our clients: Before opening a new account, we will require you to provide name, address, taxpayer identification number,<br />

and other information and/or documentation that will allow us to identify the account owner(s), as required by law.<br />

All trademarks, trade names and service marks appearing herein are the property <strong>of</strong> their respective owners.<br />

© 2012 JPMorgan Chase Bank, N.A. All Rights Reserved. Member FDIC.<br />

J.P. Morgan supports sustainable business practices and adheres to the principles <strong>of</strong><br />

environmental sustainability wherever possible.<br />

<strong>Page</strong> i


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Table <strong>of</strong> Contents:<br />

<strong>Title</strong> <strong>Page</strong> ................................................................................................................................ 1<br />

Table <strong>of</strong> Contents: .................................................................................................................. ii<br />

Letter <strong>of</strong> Transmittal: ............................................................................................................. 1<br />

Request for Proposal: ............................................................................................................ 3<br />

REQUESTED MODIFICATION OF TERMS .......................................................................... 4<br />

Experience and Qualifications <strong>of</strong> the Firm: ......................................................................... 8<br />

Qualifications <strong>of</strong> Staff: ......................................................................................................... 11<br />

Approach / Methodology: .................................................................................................... 14<br />

10.0 SCOPE OF SERVICES ............................................................................................ 14<br />

Time <strong>of</strong> Completion: ............................................................................................................ 36<br />

Executive Summary: ............................................................................................................ 37<br />

Cost <strong>of</strong> Services: .................................................................................................................. 39<br />

Cost and M/WBE: ................................................................................................................. 40<br />

Insurance: ............................................................................................................................. 41<br />

MEMORANDUMS OF INSURANCE .................................................................................... 43<br />

13.0 Information Requested From All Proposers ............................................................. 48<br />

13.37 GENERAL BANKING SERVICES AND SCHOOL ACTIVITY ACCOUNTS ........ 69<br />

14.0 References .................................................................................................................. 143<br />

15.0 Sample Reports and Contracts ................................................................................ 147<br />

16.0 MWBE/SBE ................................................................................................................. 148<br />

Forms<br />

Form 1. Debarment Certification<br />

Form 2. Area Representative<br />

Form 3. Drug Free Workplace Certification<br />

Form 4. Beneficial Interest and Disclosure <strong>of</strong> Ownership Affidavit<br />

Appendices<br />

Appendix 1. Availability Schedules<br />

Appendix 2. Account Analysis User Guide<br />

Appendix 3. Chase At Work Program<br />

Appendix 4. Purchasing Card Proposal<br />

Appendix 5. Sample Project Plan<br />

Appendix 6. Chase Branch Network<br />

Appendix 7. Business Resiliency Program<br />

<strong>Page</strong> ii


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 8. J.P. Morgan CRA Commitment<br />

Appendix 9. Deposit Preparation Guides<br />

Appendix 10. Deposit Bag Specifications<br />

Appendix 11. J.P. Morgan ACCESS Sample Reports<br />

Appendix 12. Chase Access Prepaid Card<br />

Appendix 13. Sample Service Agreements<br />

Appendix 14. Sample Account Analysis Invoice<br />

Appendix 15. Insurance Coverage<br />

Appendix 16. Custody Pricing Sources<br />

Appendix 17. Account Reconcilement Program<br />

Appendix 18. Sample DDA Statement<br />

Appendix 19. Sample Custody Statement<br />

Appendix 20. Sample Collateral Statement<br />

<strong>Page</strong> iii


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Letter <strong>of</strong> Transmittal:<br />

May 7, 2012<br />

Carol Moore, Purchasing Department<br />

<strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> <strong>School</strong> <strong>District</strong><br />

3300 Forest Hill Blvd, Ste A-323<br />

West <strong>Palm</strong> <strong>Beach</strong>, Florida 33406-5813<br />

RE: Request for Proposal: Solicitation No. 12C-009C<br />

Dear Ms. Moore:<br />

J.P. Morgan Chase Bank, N.A. (“J.P. Morgan”) would like to thank the <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

(“the <strong>District</strong>”) for the opportunity to respond to its Request for Proposal (RFP) for Banking Services. J.P.<br />

Morgan is pleased to have this opportunity to present innovative banking solutions to the <strong>School</strong> <strong>District</strong>.<br />

J.P. Morgan has the scope and scale necessary to provide leading solutions to the full range <strong>of</strong> banking<br />

services requested in this RFP and will work diligently with you to provide and implement a comprehensive<br />

solution for the complete scope <strong>of</strong> banking services that meet or exceed your requirements should the<br />

opportunity be presented. We have provided comprehensive banking services for more than 100 years.<br />

Beginning with quality management programs and annual investments in product development and<br />

technology, we have committed significant resources to continuously improve service quality and product<br />

lines.<br />

Our Treasury Services business is a top-ranked, full-service provider <strong>of</strong> innovative payment, collection,<br />

liquidity and investment management, trade finance, commercial card and information solutions to<br />

governments and municipalities, financial services institutions, middle market companies and small<br />

businesses worldwide. With more than 135,000 clients and operations in 60 countries, J.P. Morgan Treasury<br />

Services is one <strong>of</strong> the world's largest providers <strong>of</strong> treasury management services.<br />

J.P. Morgan differentiates itself through excellent implementation and project management, as well as client<br />

service. <strong>The</strong>se are critical components to ensuring the successful rollout and adoption <strong>of</strong> centralized cash<br />

management systems, since the <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> <strong>School</strong> <strong>District</strong> will need to have confidence in the<br />

capabilities <strong>of</strong> your selected bank to understand and respond in a timely fashion to your requirements.<br />

J.P. Morgan is proud <strong>of</strong> the reputation it has built for outstanding service delivery in the marketplace. We are<br />

glad to provide the <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> with a dedicated Banker, Treasury Sales Manager<br />

and Client Service Pr<strong>of</strong>essional located in South Florida.<br />

We would like to <strong>of</strong>fer the <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> a waiver <strong>of</strong> charges for the first three (3)<br />

account analysis statement cycles incurred during the implementation and post implementation period, not to<br />

exceed $45,000. This waiver is intended to assist the <strong>District</strong> to circumvent possible duplicate charges as you<br />

transition from your current financial institution to J.P. Morgan.<br />

<strong>Page</strong> 1


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Requested Modification <strong>of</strong> Terms<br />

J.P. Morgan has delineated below the terms or conditions that we respectfully request be modified along with<br />

our recommended revisions. We are, <strong>of</strong> course, willing to discuss mutually agreeable modifications to the<br />

contract terms. Our proposal is not contingent upon the following requested changes.<br />

<strong>The</strong> proposed changes are indicated by additions in italic, underlined, red text and deletions by strikethrough,<br />

red text.<br />

All information contained herein is completed and certified to the best knowledge <strong>of</strong> the undersigned.<br />

25.0 LEGAL REQUIREMENTS<br />

25.1 It shall be the responsibility <strong>of</strong> the proposer to be knowledgeable <strong>of</strong> all federal, state,<br />

county and local laws, ordinances, rules and regulations and Board Policies that in any<br />

manner affect the items covered herein. Specifically, proposer(s) is to adhere to Board<br />

Policies 3.12 and 3.13, with respect to any criminal arrests and convictions, and is on<br />

notice that any employees failing the employee screening under Chapter 435, Florida<br />

Statutes, are precluded from providing services to the <strong>District</strong> and must be replaced. <strong>The</strong><br />

proposer’s failure to comply may result in the immediate termination <strong>of</strong> the contract at the<br />

sole discretion <strong>of</strong> the Board. Lack <strong>of</strong> knowledge by the proposer(s) will in no way constitute<br />

cause for relief from responsibility.<br />

J.P. Morgan warrants and represents that all J.P. Morgan employees who will specifically perform<br />

services for the <strong>District</strong> will have successfully passed the requirements for employment under<br />

applicable federal law and J.P. Morgan criminal convictions policy. <strong>The</strong>se requirements include,<br />

but are not limited to, restrictions under Section 19 <strong>of</strong> the Financial Institution Reform and Recovery<br />

Act ("FIRREA") wherein no individual can be involved in a position <strong>of</strong> influence or control <strong>of</strong> the<br />

management or affairs <strong>of</strong> an insured institution if that individual has a conviction for a criminal<br />

<strong>of</strong>fense involving breach <strong>of</strong> trust, crime <strong>of</strong> dishonesty, money laundering, embezzlement, fraud,<br />

theft, criminal conspiracy or the sale, distribution, manufacture <strong>of</strong> or trafficking in controlled drugs<br />

and substances.<br />

27.0 CONFLICT OF INTEREST<br />

27.1 All proposers must disclose the name <strong>of</strong> any <strong>of</strong>ficer, director, or agent who is also an<br />

employee <strong>of</strong> the <strong>District</strong>. All proposers must disclose the name <strong>of</strong> any <strong>District</strong> employee<br />

who owns, directly or indirectly, any interest in the proposers' business or any <strong>of</strong> its<br />

branches.<br />

JPMorgan Chase Bank, N.A. has banking and other business relationships in the normal course <strong>of</strong><br />

business with various persons or entities, which may include employees <strong>of</strong> the <strong>District</strong>, who may<br />

also own stock in our parent company. Such relationships generally are governed by our usual and<br />

customary terms and conditions. While the undersigned has no actual knowledge that any <strong>of</strong>ficer,<br />

director or agent is also a <strong>District</strong> employee, without a comprehensive list <strong>of</strong> all employees <strong>of</strong> the<br />

<strong>District</strong>, it is not possible to say with any certainty that there are no such relationships nor is it<br />

possible to do the due diligence required to respond. However, the JPMorgan Chase Code <strong>of</strong><br />

Conduct prohibits any employee in general from acting on behalf <strong>of</strong> the bank in any transaction or<br />

business relationship involving such employee, members <strong>of</strong> his/her family, or other persons or<br />

organizations with which such employee or his/her family have any significant personal connection<br />

or financial interest.


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

29.0 INDEMNIFICATION / HOLD HARMLESS AGREEMENT<br />

29.1 Awarded proposers shall, in addition to any other obligation to indemnify <strong>The</strong> <strong>School</strong><br />

Board <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>, Florida and to the fullest extent permitted by law, protect,<br />

defend, indemnify and hold harmless the <strong>School</strong> Board, its agents, <strong>of</strong>ficers, elected<br />

<strong>of</strong>ficials and employees from and against all claims, actions, liabilities, losses (including<br />

economic losses), costs arising directly out <strong>of</strong> any actual or alleged;<br />

A. bodily injury, sickness, disease or death, or injury to or destruction <strong>of</strong> tangible property<br />

including the loss <strong>of</strong> use resulting therefrom, or any other damage or loss arising out <strong>of</strong>,<br />

or claimed to have resulted in whole or in part from any actual or alleged negligent act<br />

or omission <strong>of</strong> the awarded proposer, Contractor, subcontractor, anyone directly or<br />

indirectly employed by any <strong>of</strong> them, <strong>of</strong> anyone for whose acts any <strong>of</strong> them may be liable<br />

in the performance <strong>of</strong> the work; or<br />

B. violation <strong>of</strong> law, statute, ordinance, governmental administration order, rule or<br />

regulation by Contractor in the performance <strong>of</strong> the work; or<br />

C. liens, claims or actions made by the awarded proposer or any subcontractor or other<br />

party performing the work.<br />

29.2 <strong>The</strong> indemnification obligations hereunder shall not be limited to any limitation on the<br />

amount, type <strong>of</strong> damages, compensation or benefits payable by or for the awarded<br />

proposer relating to <strong>of</strong> any subcontractor under workers' compensation acts; disability<br />

benefit acts, other employee benefit acts or any statutory bar. . With respect to all other<br />

indemnification obligations, awarded proposer shall not be liable for special,<br />

consequential, indirect, exemplary, punitive or incidental damages, including lost pr<strong>of</strong>its,<br />

for any loss or damages arising from or relating to the contract or the services provided<br />

(including without limitation all <strong>of</strong> the indemnities and other liabilities referred to herein)<br />

regardless <strong>of</strong> the form <strong>of</strong> action or theory <strong>of</strong> recovery, even if it has been advised <strong>of</strong> the<br />

possibility <strong>of</strong> those damages. For all claims under any the contract, and regardless <strong>of</strong> the<br />

basis on which the claim is made, the awarded proposer’s liability shall be limited in the<br />

aggregate in any year to the fees collected by the awarded proposer for the services<br />

provided by the awarded proposer to the <strong>School</strong> Board in that year, provided that, in no<br />

event shall the awarded proposer’s aggregate liability exceed two times the fees collected<br />

by the awarded proposer for the services provided over the term <strong>of</strong> the contract.<br />

29.3 This article will survive the termination <strong>of</strong> the contract.<br />

31.0 PERMITS AND LICENSES<br />

31.1 <strong>The</strong> awarded proposer(s) will be responsible for obtaining any necessary permits and<br />

licenses and will comply with laws, rules, and regulations whether state or federal and<br />

with all local codes and ordinances without additional cost to the Board.<br />

J.P. Morgan agrees to be responsible for obtaining any necessary permits and licenses and will<br />

comply with all laws, rules, and regulations whether state or federal and with all local codes and<br />

ordinances that are applicable to the bank as provider <strong>of</strong> the services that are the subject <strong>of</strong> the<br />

RFP.


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

32.0 INTELLECTUAL PROPERTY RIGHTS<br />

32.1 <strong>The</strong> awarded proposer(s) will indemnify and hold harmless, the Board from liability <strong>of</strong> any<br />

nature or kind, including costs and expenses for or on account <strong>of</strong> any copyrighted,<br />

service marked, trademarked, patented or un-patented invention, process, article or work<br />

manufactured or used in the performance <strong>of</strong> the contract, including its use by the <strong>District</strong>.<br />

If the proposer(s) uses any design, device, materials or works covered by letters, service<br />

mark, trademark, patent, copyright or any other intellectual property right, it is mutually<br />

agreed and understood without exception that the proposal prices will include all royalties<br />

<strong>of</strong> costs arising from the use <strong>of</strong> such design, device, or materials in any way involved in<br />

the work.<br />

This article will survive the termination <strong>of</strong> any contract with the Board.<br />

J.P. Morgan does not provide intellectual property indemnities for financial services but we are<br />

willing to discuss any specific concerns the <strong>District</strong> may have.<br />

38.0 CONTRACTOR RFP REQUIREMENTS<br />

38.1 As part <strong>of</strong> its proposal, proposer shall provide to the <strong>District</strong> a list <strong>of</strong> all instances within the<br />

past ten years where a complaint was filed or pending against proposer in a legal or<br />

administrative proceeding alleging that proposer discriminated on the basis <strong>of</strong> race,<br />

gender, gender identity or expression, religion, national origin, ethnicity, sexual orientation,<br />

age, or disability against its subcontractors, vendors, suppliers, or commercial customers,<br />

and a description <strong>of</strong> the status or resolution <strong>of</strong> each such complaint, including any<br />

remedial action taken.<br />

JP Morgan Chase Bank, N.A., (the "Firm") and/or its subsidiaries have been named from time to<br />

time as a respondent in a number <strong>of</strong> administrative charges filed by various individuals with federal,<br />

state and/or local equal employment opportunity agencies, as a defendant in various legal actions<br />

and administrative proceedings arising in connection with its respective businesses and also have<br />

been involved in investigations and other proceedings by governmental agencies. In view <strong>of</strong> the<br />

inherent difficulty <strong>of</strong> predicting the outcome <strong>of</strong> such matters, the Firm cannot state the eventual<br />

outcome <strong>of</strong> pending matters. After consultation with counsel and based on current knowledge, the<br />

Firm believes that it has asserted meritorious defenses in each such matter and that the aggregate<br />

liability or loss, if any, resulting therefrom will not have a material adverse effect on its financial<br />

condition, but may be material to its operating results for any particular period, depending on the<br />

level <strong>of</strong> income for such period. <strong>The</strong> Firm does not believe that any pending action would have any<br />

material effect on the subject matter or its performance <strong>of</strong> the services contemplated by the<br />

Request for Proposal. (For example, in a significant number <strong>of</strong> cases, the administrative agencies<br />

have dismissed the claims, concluding that there is no probable cause to believe that a violation<br />

has occurred.) For further discussion, please refer to the JPMC’s forms 10K.<br />

40.0 THE JESSICA LUNSFORD ACT<br />

40.1 All contractors who are permitted access on school grounds when students are present,<br />

individuals who may have direct contact with children or any student <strong>of</strong> the <strong>District</strong>, or<br />

who may have access to or control <strong>of</strong> school funds must be fingerprinted and background<br />

checked. Vendor agrees to undergo a background check and fingerprinting if he/she is an<br />

individual who meets any <strong>of</strong> the above conditions and to require that all individuals in the<br />

organization who meet any <strong>of</strong> the conditions to submit to a Level 2 FDLE background


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

check, and FBI screening including fingerprinting by the <strong>School</strong> <strong>District</strong>’s Police<br />

Department, at the sole cost <strong>of</strong> Vendor. <strong>The</strong> report <strong>of</strong> the results to be immediately<br />

transmitted to the <strong>School</strong> <strong>District</strong>’s Police Department which shall be the sole determiner<br />

<strong>of</strong> clearance. Vendor shall not begin providing services contemplated by this Agreement<br />

until Vendor receives notice <strong>of</strong> clearance by the <strong>School</strong> <strong>District</strong> and is issued <strong>School</strong><br />

<strong>District</strong> badges. Compliance requiring all vendors to register as a visitor before entering<br />

school property and proper display <strong>of</strong> <strong>School</strong> <strong>District</strong> badges will be strictly enforced. <strong>The</strong><br />

<strong>School</strong> Board, nor its members, <strong>of</strong>ficers, employees, or agents, shall not be liable under<br />

any legal theory for any kind <strong>of</strong> claim whatsoever for the rejection <strong>of</strong> Vendor (or<br />

discontinuation <strong>of</strong> Vendor’s services) on the basis <strong>of</strong> these compliance obligations.<br />

Vendor agrees that neither the Vendor, nor any employee, agent nor representative <strong>of</strong><br />

the Vendor who has been convicted or who is currently under investigation for a crime<br />

delineated in section §435.04 Florida Statutes will be employed in the performance <strong>of</strong> this<br />

contract.<br />

This paragraph shall serve as a warranty and representation that all JPMorganChase employees<br />

who are specially performing services for the <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> have<br />

successfully passed the requirements for employment under applicable federal law and<br />

JPMorganChase criminal convictions policy. <strong>The</strong>se requirements include, but are not limited to,<br />

restrictions under Section 19 <strong>of</strong> the Financial Institution Reform and Recovery Act ("FIRREA")<br />

wherein no individual can be involved in a position <strong>of</strong> influence or control <strong>of</strong> the management or<br />

affairs <strong>of</strong> an insured institution if that individual has a conviction for a criminal <strong>of</strong>fense involving<br />

breach <strong>of</strong> trust, crime <strong>of</strong> dishonesty, money laundering, embezzlement, fraud, theft, criminal<br />

conspiracy or the sale, distribution, manufacture <strong>of</strong> or trafficking in controlled drugs and<br />

substances. Furthermore, J.P. Morgan closely scrutinizes all crimes <strong>of</strong> violence, including crimes <strong>of</strong><br />

moral turpitude. Finally, as a term <strong>of</strong> employment, each JPMorganChase employee must annually<br />

certify adherence to the firm's Code <strong>of</strong> Conduct which among other requirements contains a<br />

requirement to notify the firm <strong>of</strong> any felony or misdemeanor conviction <strong>of</strong> such employee.<br />

42.0 USE OF OTHER CONTRACTS<br />

42.1 <strong>The</strong> <strong>District</strong> reserves the right to utilize any other <strong>District</strong> contract, any State <strong>of</strong><br />

Floridacontract, any contract awarded by any other city or county governmental agencies,<br />

any other school board, any other community college/state university system cooperative<br />

RFP agreement, or to directly negotiate/purchase per <strong>School</strong> Board policy and/or State<br />

Board <strong>of</strong> Education Rule 6A-1.012(6) in lieu <strong>of</strong> any <strong>of</strong>fer received or award made as a<br />

result <strong>of</strong> this RFP, if it is in the best interest to do so. <strong>The</strong> <strong>District</strong> also reserves the right to<br />

separately solicit any single order or to purchase any item on this RFP if it is in its best<br />

interest to do so.<br />

Any agreement used for the provision <strong>of</strong> services provided by J.P. Morgan must be mutually agreed<br />

to by J.P. Morgan.


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Experience and Qualifications <strong>of</strong> the Firm:<br />

State the experience your firm has had in the last three years with Banking Services.<br />

J.P. Morgan Treasury Services business is a top-ranked, full-service provider <strong>of</strong> innovative payment,<br />

collection, liquidity and investment management, trade finance, commercial card and information solutions.<br />

With more than 135,000 clients and operations in 60 countries, J.P. Morgan Treasury Services is one <strong>of</strong> the<br />

world's largest providers <strong>of</strong> treasury management services.<br />

J.P. Morgan has the scope and scale necessary to provide leading treasury solutions to the <strong>School</strong> <strong>District</strong> <strong>of</strong><br />

<strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> as requested in the RFP. Our leadership position in key services is evidence <strong>of</strong> J.P.<br />

Morgan’s experience and qualifications, and<br />

demonstrates our ability to continue to deliver the<br />

services required by the <strong>District</strong>.<br />

J.P. Morgan has provided depository, disbursement,<br />

and cash management services for more than 100<br />

years. We understand the challenges you face in<br />

balancing the daily financial management <strong>of</strong> the <strong>District</strong><br />

with your fiduciary responsibility.<br />

J.P. Morgan created a specialized national practice<br />

within the Commercial Bank known as Government,<br />

Not-for–Pr<strong>of</strong>it, and Healthcare banking (GNPH).<br />

<strong>The</strong> goals <strong>of</strong> the GNPH segment are:<br />

• Develop a world-class franchise<br />

• Be client driven, consistently delivering the best<br />

products and services<br />

• Innovation<br />

• Commitment to quality and integrity<br />

Leadership in Treasury Services<br />

#1 Information Reporting (Total Accounts & Internet<br />

Accessed Accounts) E&Y Survey 2009 – 2011<br />

#1 CHIPS & Same Day (Transactions)<br />

E&Y Survey 2000 – 2011<br />

#1 ACH Origination (Debit, Credit, & Total<br />

Transactions) E&Y Survey 2004 – 2011<br />

#1 EDI Initiated Payments (Electronic & Total)<br />

E&Y Survey 2004 – 2011<br />

#1 Sweep Accounts Reporting (Accounts & Average<br />

Daily Balances) E&Y Survey 2008 – 2011<br />

Ernst & Young Product Ranking Report<br />

Our GNPH division employs over 460 people across<br />

the country dedicated to this segment, including bankers, treasury service pr<strong>of</strong>essionals, credit specialists,<br />

client service experts, and administrative and sales support personnel. Our clients benefit from our extensive<br />

experience and the commitment to develop products and services to meet the unique needs <strong>of</strong> these<br />

industries.<br />

Dedicated municipal and tax-exempt credit specialists work closely with the <strong>District</strong>’s relationship team to<br />

provide credit products designed to meet your needs. J.P. Morgan has differentiated itself widely as a premier<br />

credit provider to governments, not-for-pr<strong>of</strong>it entities, and healthcare providers. Our financial strength,<br />

capacity, experience, and consultative approach have allowed us to consistently provide cost effective credit<br />

products to our clients throughout varying economic cycles.<br />

<strong>Page</strong> 8


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

A map <strong>of</strong> our national GNPH practice follows to illustrate the breadth <strong>of</strong> our commitment to this important<br />

segment.<br />

J.P. Morgan Government, Not-for-Pr<strong>of</strong>it and Healthcare National Banking Coverage<br />

Figure 1<br />

Based on the 2011 year-end revenue, J.P. Morgan has banking relationships with more than 3,700 public<br />

sector clients across the country. Of those, we bring our experience and understanding <strong>of</strong> providing banking<br />

services for 1,064 local school districts.<br />

Since 2009, JPMorgan Chase has provided nearly $19 billion in financing to educational institutions and<br />

school districts. In the summer <strong>of</strong> 2010 JPMorgan Chase and its Community Development Financial<br />

Institution partners announced a $325 million initiative to build<br />

and renovate high-performing charter schools across America.<br />

In addition, Chase was named “Best Overall Bank for Cash<br />

Management in North America” for the 5th year in a row — 2010<br />

by Global Finance.<br />

J.P. Morgan understands that careful attention to quality and<br />

customer service excellence is the primary difference in<br />

maintaining a strong relationship with our clients. By selecting J.P.<br />

Morgan as your banking services provider, the <strong>District</strong> can be<br />

confident that you will be supported by experienced personnel,<br />

advanced technology, a consultative approach and a strong<br />

commitment to the <strong>District</strong>’s business.<br />

GNPH Leadership in Education Sector<br />

#1 in Customer Satisfaction in the<br />

Education Sector<br />

#1 in Finding Creative Solutions to Meet<br />

Customers’ Needs in the Education<br />

Sector,<br />

Barlow GNPHE Research, 2010<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> can expect the highest levels <strong>of</strong> service to be delivered by your<br />

J.P. Morgan team. Our people are committed to building solutions that lead to your success.<br />

Financial Stability<br />

In a turbulent economic environment, the health <strong>of</strong> your banking institution can directly impact the health <strong>of</strong><br />

your business. We want to <strong>of</strong>fer you reassurance that J.P. Morgan’s approach to financial management has<br />

<strong>Page</strong> 9


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

allowed us to achieve our objective <strong>of</strong> maintaining liquidity, preserving capital and providing current income<br />

throughout both historical cycles and past market events. Although current market conditions clearly pose<br />

very significant challenges, we believe we are coming into this period well prepared to weather a substantial<br />

financial storm. Importantly: J.P. Morgan continues to be well capitalized under regulatory definitions. Our<br />

deposit base represents a stable source <strong>of</strong> funding for the bank.<br />

• Total deposits <strong>of</strong> approximately US $1.1 trillion represent balances both in our retail and wholesale<br />

businesses<br />

• We have total assets <strong>of</strong> US $2.3 trillion with exposures to a diverse group <strong>of</strong> wholesale and consumer<br />

markets<br />

• We have large reserve levels across all <strong>of</strong> our wholesale and consumer businesses<br />

• <strong>The</strong> team running J.P. Morgan is solid and experienced. Together this team has successfully weathered a<br />

number <strong>of</strong> macro financial crises. We are confident that they have made, and will continue to make,<br />

measured and sound decisions.<br />

<strong>Page</strong> 10


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Qualifications <strong>of</strong> Staff:<br />

Include the names <strong>of</strong> individuals who will be assigned to the contract, if awarded to proposer. Also, include their<br />

resumes with your proposal. Please expand on their experience in the area they will be serving.<br />

J.P. Morgan recognizes the importance <strong>of</strong> providing a premier client experience. <strong>The</strong> <strong>District</strong>’s designated<br />

relationship team manages every facet <strong>of</strong> our partnership from customer service, implementation and treasury<br />

services to credit, finance and investments. We take a consultative and team approach in building<br />

relationships with our clients. Our partnership with the <strong>District</strong> will be rooted with a dedicated relationship<br />

team responsible for addressing your inquiries and requests for services, while attending to daily activities<br />

regarding the management <strong>of</strong> the <strong>District</strong>’s accounts.<br />

<strong>The</strong> <strong>District</strong>’s assigned Relationship Manager, Ralph Hildevert, will be your primary contact responsible for<br />

the overall satisfaction <strong>of</strong> the banking relationship. <strong>The</strong> assigned Treasury Sales Manager will be Marcos<br />

Cordero. He will assist in designing the most efficient account structure and will notify the <strong>District</strong> <strong>of</strong><br />

enhancements to our products and services. Additionally, the <strong>District</strong> will be assigned a designated Client<br />

Service Pr<strong>of</strong>essional (CSP), Carol Leonard, who will be your primary contact for your day-to-day inquiries<br />

and will engage the appropriate J.P. Morgan department on your behalf.<br />

Ralph Hildevert, Relationship Manager & Banker<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 1450 Brickell Ave, Floor 33, Miami, FL, 33131-3444<br />

Phone Number 305.579.9320<br />

Fax Number 305.351.8451<br />

e-mail address<br />

ralph.hildevert@jpmorgan.com<br />

Experience<br />

Ralph Hildevert joined JPMorgan Chase Bank in 1997 and is a vice president in our Government, Not-for-Pr<strong>of</strong>it,<br />

Higher Education, and Healthcare (GNPH) group in Miami. As a GNPH banker, he is responsible for proactively<br />

assisting government entities, public and private schools, colleges, universities, and nonpr<strong>of</strong>it organizations based<br />

in South Florida with their financial needs, particularly credit, cash management, and treasury services solutions.<br />

Prior to becoming a GNPH banker, Ralph was a Relationship Manager, credit analyst and senior client service<br />

pr<strong>of</strong>essional for J.P. Morgan’s Commercial Bank International Agencies Team, assisting some <strong>of</strong> the largest<br />

international, non-governmental, multilateral, humanitarian, and micr<strong>of</strong>inance organizations. Ralph has been with<br />

the organization and its predecessor banks working in various roles for over 15 years.<br />

Education<br />

Ralph holds an Executive MBA degree in International Business from the University <strong>of</strong> Miami and a B.S. in<br />

Administrative Studies and Legal Studies from St. John’s University in New York, where he graduated Magna<br />

Cum Laude. He also completed the Chase Commercial Banking Credit Analyst program. Ralph is pr<strong>of</strong>icient in<br />

Spanish and has conversational knowledge <strong>of</strong> Portuguese.<br />

Leif Chase, Division Manager<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 450 S Orange Avenue, Floor 10, Orlando, FL, 32801<br />

Phone Number 407-236-5464<br />

Fax Number 407-218-5355<br />

e-mail address<br />

leif.g.chase@jpmorgan.com<br />

<strong>Page</strong> 11


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Leif Chase, Division Manager<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Experience<br />

Leif joined Chase in March 2010, before which he worked for over 14 years in public finance, including local<br />

government, a financial advisory firm, regional underwriters, and a regional bank focused exclusively on<br />

governmental banking. During this time, he focused primarily on publicly underwritten and privately placed entities<br />

such as utilities, municipalities, school boards, universities, and not-for-pr<strong>of</strong>it organizations.<br />

Leif spent the past four years working for regional investment banks. He has extensive involvement with credit<br />

evaluation and structure for Certificate <strong>of</strong> Participation issues, serving as financial advisor to Orange <strong>County</strong><br />

<strong>School</strong>s, Duval <strong>County</strong> <strong>School</strong>s, Citrus, Charlotte, and Marion <strong>County</strong> <strong>School</strong>s<br />

Education<br />

Leif received his Undergraduate degree from the University <strong>of</strong> Central Florida and a Master's degree in Public<br />

Administration from the University <strong>of</strong> Central Florida. Leif is currently Series 7 & 63 licensed.<br />

Marcos Cordero , Treasury Sales Manager<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 1450 Brickell Ave, Floor 33, Miami, FL, 33131-3444<br />

Phone Number 305.579.9494<br />

Fax Number 866.308.9942<br />

e-mail address<br />

marcos.x.cordero@chase.com<br />

Experience<br />

Marcos Cordero is a Treasury Sales Manager in J.P. Morgan’s Treasury Services division, focused on serving the<br />

needs <strong>of</strong> clients in the public sector. He has over 15 years <strong>of</strong> banking experience and a thorough understanding <strong>of</strong><br />

cash management products, sales and service. In this role, his responsibilities include business development and<br />

relationship management for Public Sector clients located in South Florida.<br />

Education<br />

Marcos graduated from Nova Southeastern University, receiving a Bachelor <strong>of</strong> Business Administration with a<br />

specialty in Business Pr<strong>of</strong>essional Management.<br />

Carol Leonard, Senior Client Service Pr<strong>of</strong>essional<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 100 North Tampa Street, Floor 33, Tampa, FL, 33602<br />

Phone Number 305.579.9637<br />

Fax Number 866.914.9910<br />

e-mail address<br />

carol.a.leonard@jpmorgan.com<br />

Experience<br />

Carol Leonard is a Sr. Client Service Pr<strong>of</strong>essional with the local client service team. She has 22 years <strong>of</strong> Banking<br />

experience which includes deposit operations, 16 years <strong>of</strong> which have been dedicated to providing outstanding<br />

customer service to our middle market and government clients.<br />

She has received several accolades based on her performance. <strong>The</strong>se include 3 National awards, team recognition<br />

and client applause. Most recently she has been recognized for her coaching, mentoring and acting as a subject<br />

matter expert nationwide.<br />

<strong>Page</strong> 12


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Carol Leonard, Senior Client Service Pr<strong>of</strong>essional<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Education<br />

Carol received her High <strong>School</strong> Diploma from Ouachita Parish High <strong>School</strong>, Monroe, LA, and attended Tarrant<br />

<strong>County</strong> Junior College – Business Management for two years.<br />

Additional Education – Supervisory Training and Banking courses with the American Institute <strong>of</strong> Banking.<br />

Mayra Perez, Client Service Pr<strong>of</strong>essional (Backup)<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 100 North Tampa Street, Floor 33, Tampa, FL, 33602<br />

Phone Number 813-483-8257<br />

Fax Number 866.914.9910<br />

e-mail address<br />

mayra.s.perez@jpmorgan.com<br />

Experience<br />

Mayra Perez is a Client Service Pr<strong>of</strong>essional with the local client service team. She has four years <strong>of</strong> Banking<br />

experience which includes technical support and client service to our middle market and government clients.<br />

Education<br />

Mayra received her High <strong>School</strong> Diploma from Loyola High <strong>School</strong>, and attended IVYTECH State College and the<br />

Tucker <strong>School</strong> <strong>of</strong> Business.<br />

Additional Education – Business Program Certification, IndyPendence Job Corps Center<br />

<strong>Page</strong> 13


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Approach / Methodology:<br />

At a minimum, show how you will . . . . . . . . . . . .<br />

10.0 SCOPE OF SERVICES<br />

10.1 <strong>The</strong> following is a description <strong>of</strong> the services requested by the <strong>District</strong>. Section 3.0 pertains to all<br />

proposers. Section 10.15 pertains to General Banking Services. Section 10.29 pertains to <strong>School</strong> Activity<br />

Accounts. Section 10.33 pertains to Custodial Services. Please see the Prices and Services Table for<br />

services and volumes fiscal year 2011. Proposers should clearly indicate which service(s) they are<br />

interested in providing.<br />

J.P. Morgan is interested in providing General Banking, <strong>School</strong> Activity Accounts and Custody<br />

Services for the <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>.<br />

10.2 Qualified Public Deposits: All <strong>District</strong> bank accounts must be Qualified Public Depositories and need to<br />

be identified and collateralized as required by F.S. Ch. 280: Security for Public Deposits. Banks selected<br />

to provide services for the <strong>School</strong> <strong>District</strong> shall notify the <strong>District</strong> <strong>of</strong> any change in collateral requirement<br />

from Florida’s Department <strong>of</strong> Collateral Management within 30 days.<br />

JPMorgan Chase Bank, N.A. obtained their certificate for QPD status in Florida on 10/13/2011.<br />

10.3 Bank Representative: <strong>The</strong> bank will be required to appoint one bank representative that will be<br />

responsible for the entire relationship with the <strong>School</strong> <strong>District</strong>. If the bank utilizes a customer service<br />

desk approach, contact will be designated for the <strong>School</strong> <strong>District</strong>.<br />

Please refer to the Qualifications <strong>of</strong> Staff section <strong>of</strong> this RFP for details about the <strong>District</strong>’s<br />

relationship team.<br />

Designated Client Service Pr<strong>of</strong>essional<br />

<strong>The</strong> <strong>District</strong> will be assigned a dedicated Client Service One point <strong>of</strong> contact for all<br />

Pr<strong>of</strong>essional (CSP) for all customer service issues. Your inquiries – all the time<br />

CSP, Carol Leonard, will respond to any <strong>of</strong> your requests or<br />

resolve any problems the <strong>District</strong> may experience with the services provided by the bank. Mayra<br />

Perez, will be assigned to support the <strong>District</strong>’s relationship as a back-up Client Service Pr<strong>of</strong>essional<br />

in Carol’s absence. Carol will counsel with Mayra to keep her abreast <strong>of</strong> the <strong>District</strong>’s relationship.<br />

We strive for a 24-hour turnaround time for research and inquiry requests from our clients. However,<br />

in those instances where your assigned CSP requires additional support, several processes are in<br />

place to assist in resolving your issue.<br />

While serving as the central point <strong>of</strong> contact for service-related requests, Carol will have immediate<br />

access to your relationship team and key operational management contacts in the event an issue or<br />

request requires escalation.<br />

Beyond regular business hours, Carol is supported by a fully integrated service center staffed with a<br />

team that shares the same level <strong>of</strong> commitment to providing outstanding service. As well as <strong>of</strong>fering<br />

extended hours <strong>of</strong> operations, our service center provides accelerated resolution <strong>of</strong> issues if your<br />

CSP is unavailable. It also <strong>of</strong>fers an escalation point, if your systems are down or if your staff is<br />

unavailable, so that you can continue to operate effectively.<br />

<strong>Page</strong> 14


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

10.4 Availability <strong>of</strong> Funds: <strong>The</strong> bank shall process all deposits to obtain the most expeditious availability <strong>of</strong><br />

funds for wire transfer or other use. <strong>The</strong> <strong>District</strong> requests the following specific availability/deposit<br />

procedures:<br />

a. Same day credit for U.S. Treasury checks.<br />

Please refer to Appendix 1 for a copy <strong>of</strong> our “Availability Schedules.”<br />

b. Insurance drafts will be processed the same as other checks deposited. No "holds" on funds will be<br />

permitted.<br />

We can <strong>of</strong>fer accelerated funds availability, as we have one <strong>of</strong> the largest check-clearing<br />

networks in the country, clearing more than 90% <strong>of</strong> all deposited checks as images, reaching<br />

more than 21,500 endpoints. For special processing or select items, our International and<br />

Domestic Collections Unit can process outgoing and incoming domestic and international<br />

collection items.<br />

Please refer to Appendix 1 for a copy <strong>of</strong> our “Availability Schedules.”<br />

c. Canadian and other foreign checks will be processed as deposited in U.S. Dollars. A foreign<br />

exchange discount or other processing charge will not be permitted.<br />

J.P. Morgan will work with the <strong>District</strong> to establish a check collection “Courtesy Limit” that will<br />

allow for ledger credit <strong>of</strong> eligible U.S. Dollars checks drawn on Canadian banks. All other foreign<br />

currency denominated checks or U.S. Dollars checks drawn on banks outside <strong>of</strong> the United<br />

States will be subject to standard international collection procedures. Depending on check<br />

collection volumes and frequency, the <strong>District</strong> may want to take advantage <strong>of</strong> other check<br />

collection services <strong>of</strong>fered by the Bank, such as our Multicurrency Deposit and Collection<br />

Services.<br />

d. Funds associated with the redemption or maturity <strong>of</strong> securities in the safekeeping account is<br />

available for use by the <strong>District</strong> on that day.<br />

Funds associated with the redemption and/or maturity <strong>of</strong> securities are available for use by the<br />

<strong>District</strong> on payable date.<br />

e. <strong>The</strong> bank does not delay transactions for daylight overdrafts by the <strong>District</strong>.<br />

J.P. Morgan actively manages its positions within all clearing systems throughout the day. Our<br />

goal is to expedite the delivery <strong>of</strong> each transaction processed through the clearing system.<br />

As the largest combined CHIPS and Fedwire participant, J.P. Morgan is well-positioned to<br />

efficiently execute your payment flows. We currently process, on average, more than 395,000<br />

transactions a day with an aggregate value that exceeds $3.1 trillion. Through the combination <strong>of</strong><br />

sophisticated technology, client credit facilities and one <strong>of</strong> the largest net debit caps in the<br />

industry, we are confident we can provide the <strong>District</strong> with the intraday liquidity necessary to<br />

execute your payments promptly.<br />

10.5 Account Analysis: Account analysis statements should be provided on-line showing the activity in each<br />

<strong>of</strong> the <strong>District</strong>’s accounts for the prior calendar month should be available to the <strong>District</strong> by the 10th<br />

business day. A transmission <strong>of</strong> the data shall also be provided to the <strong>District</strong>. <strong>The</strong> accounts should be<br />

grouped as follows:<br />

Group1: <strong>District</strong> <strong>School</strong> Fund, Disbursement Account, Payroll Account, Electronic Payments and Third<br />

Party Account<br />

Group 2: <strong>School</strong> Food Service<br />

Group 3: <strong>School</strong> Activity Accounts<br />

Group 4: Custodial Account<br />

<strong>Page</strong> 15


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

<strong>The</strong> Account Analysis Groups described above shall roll up to a Master Group.<br />

<strong>The</strong> analysis shall itemize all services provided as described in the response to this RFP. Any additional<br />

services must be approved by the <strong>District</strong> prior to the assessment <strong>of</strong> any fees. Included in the analysis<br />

statement should be: items and quantity processed, unit charges, extended totals, the total <strong>of</strong> all<br />

charges and the earnings credit rate. <strong>The</strong> <strong>District</strong> will not accept descriptors, such as “Other or<br />

Miscellaneous.”<br />

J.P. Morgan will provide the above referenced account analysis groups. All accounts in each group<br />

will roll up to a master group account for billing purposes. Account Analysis statements can be<br />

delivered via paper, online via the J.P. Morgan ACCESS portal and electronically via EDI 822 file<br />

format.<br />

J.P. Morgan supports 822 EDI version 4010, which can be delivered via:<br />

• Direct Transmission – the monthly file is available by the 6 th business day for download once a<br />

secure FTP connection has been established.<br />

• Secure E-Mail Distribution – an embedded link within a secure e-mail can be used to download<br />

the file via a Web browser.<br />

All sections <strong>of</strong> the Account Analysis statement may be viewed, printed and exported through the<br />

Electronic Statements module <strong>of</strong> J.P. Morgan ACCESS. Up to 13 months <strong>of</strong> statements are made<br />

available online.<br />

Please refer to Appendix 2 for a sample analysis statement within our “Account Analysis User Guide.”<br />

10.6 Furnished Supplies: <strong>The</strong> bank shall provide deposit slips (pre-encoded for accounts with deposit<br />

reconciliation services) in triplicate for all accounts and checks for school activity accounts at no<br />

J.P. Morgan can assist the <strong>District</strong> with the purchase <strong>of</strong> bank supplies with our preferred vendors.<br />

Supplies will be provided to the <strong>District</strong> at vendor cost, by contacting your Client Service Pr<strong>of</strong>essional<br />

(CSP). If payment is through account analysis, all invoices must be in the Bank’s name and directed<br />

to the Client Service Pr<strong>of</strong>essional (CSP).<br />

We can provide, and recommend the use <strong>of</strong>, deposit slips that are preprinted with a Unique Location<br />

ID (ULID) for each school/location. With these deposit slips, deposit history information is sorted by<br />

account and ULID. <strong>The</strong> <strong>District</strong> will be able to view and sort deposits by ULID via J.P. Morgan<br />

ACCESS Information Reporting.<br />

10.7 Bank Statements: <strong>The</strong> cut<strong>of</strong>f date for statement purposes, for all <strong>District</strong> accounts shall be the last day <strong>of</strong><br />

each calendar month. <strong>The</strong> <strong>District</strong> must receive statements within seven banking days following the<br />

cut<strong>of</strong>f. <strong>The</strong> <strong>District</strong> reserves the right to receive interim statements or to change the cut<strong>of</strong>f date.<br />

<strong>The</strong> Bank must have the capability to provide full reconciliation services with positive-pay protection<br />

services for the Disbursement Account. <strong>The</strong> <strong>School</strong> <strong>District</strong> will provide a transmission <strong>of</strong> check issue<br />

information for each check run. <strong>The</strong> <strong>School</strong> <strong>District</strong> also requires the ability to add issue information for<br />

on-demand checks that may be presented for payment that same day. Images <strong>of</strong> all paid items should be<br />

provided to the <strong>District</strong> on CD-ROM.<br />

<strong>The</strong> <strong>District</strong> will receive monthly statements for each account from J.P. Morgan. J.P. Morgan’s<br />

monthly account statements are available via secure Internet delivery using J.P. Morgan ACCESS<br />

thereby providing the <strong>District</strong> with comprehensive reporting in the most timely and efficient manner.<br />

Our Internet statements are identical to the paper statements mailed to clients and are available<br />

within 2 to 3 business days after the statement cut<strong>of</strong>f date.<br />

<strong>The</strong> <strong>District</strong> can search for transactions listed on the statement as well as click on a check number in<br />

the statement to see an image <strong>of</strong> the front and back <strong>of</strong> the cancelled check.<br />

<strong>Page</strong> 16


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Online history and images are available on J.P. Morgan ACCESS for up to seven years, going back<br />

to whenever the <strong>District</strong> first started using Internet statements. In addition, the <strong>District</strong> can save and<br />

print the statement in PDF format as well as export data to a Micros<strong>of</strong>t Excel spreadsheet or in CSV<br />

format.<br />

J.P. Morgan <strong>of</strong>fers clients a complete range <strong>of</strong> account reconciliation services described in Section<br />

10.27 <strong>of</strong> this RFP. Paid images are available via both CD-ROM and online. <strong>The</strong>se services are<br />

described in further detail in Section 13.116 <strong>of</strong> this RFP.<br />

10.8 Bank Fees: Given the low interest rate environment, all <strong>District</strong> bank balances shall be used to <strong>of</strong>fset<br />

fees. Proposers should indicate the Earnings Credit Rate that will be applied to balances maintained in<br />

<strong>District</strong> bank accounts. <strong>The</strong> earning rate on either such agreement shall be determined on a 360-day year<br />

basis. At that time, the Bank Positive or negative compensating balances will carry forward month to<br />

month and will be settled at the end <strong>of</strong> each calendar shall submit an invoice to the <strong>District</strong> for payment<br />

or if there is a positive balance, the <strong>District</strong> shall submit an invoice to the Bank for payment.<br />

We agree given today’s current low rate environment using available balances to <strong>of</strong>fset account<br />

services with the Earnings Credit Rate (ECR) is best for the <strong>District</strong>. J.P. Morgan is pleased to <strong>of</strong>fer<br />

the <strong>District</strong> our Market Managed Earnings Credit Rate (ECR) <strong>of</strong> 0.40% with a floor <strong>of</strong> 0.40%. As an<br />

alternative, the <strong>District</strong> may choose to switch to an indexed based rate <strong>of</strong> T-Bill Rate: 4-week average<br />

<strong>of</strong> the 91-day T-Bill discount rate +10 bps. <strong>The</strong> method <strong>of</strong> calculating the earnings credit rate will be<br />

the industry standard 365-day basis. <strong>The</strong> <strong>District</strong>’s dedicated Relationship Manager, Ralph Hildevert<br />

and Treasury Management Officer, Marcos Cordero, will meet with the <strong>District</strong> at least semi-annually<br />

or more <strong>of</strong>ten, if desired, for a thorough relationship review, which will include review <strong>of</strong> month to<br />

month interest earnings and <strong>District</strong>’s current earnings credit position. We will regularly evaluate<br />

approaches to deliver customized solutions, energize your operations, and maximize the value <strong>of</strong><br />

your cash flow through automation and other enhancements.<br />

J.P. Morgan’s standard billing arrangement is monthly. Excess balances, if required, can be carried<br />

forward up to 12 months, but not more than one calendar year, for quarterly carry-forward billing<br />

setup only. Although J.P. Morgan’s policy is to utilize earnings credit in the billing period in which<br />

they were earned, we will comply with the <strong>District</strong>’s request to have excess earnings credits from<br />

compensating balances carried forward month to month with settlement at the end <strong>of</strong> each calendar<br />

year.<br />

When the level <strong>of</strong> balances does not fully cover the total fees, the <strong>District</strong> will be charged by invoice<br />

for the difference or any deficiencies. Excess earnings credit is an allowance that can be applied to<br />

<strong>of</strong>fset account analysis fees, and does not denote hard dollar compensation from the bank.<br />

J.P. Morgan is also pleased to <strong>of</strong>fer the <strong>District</strong> the following throughout the term <strong>of</strong> the contract:<br />

• Change your base rate up to one time per initial contract period and within each renewal period.<br />

For example, if you select our proposed Managed Rate today because rates are higher, you will<br />

have the opportunity to change your ECR to the index rate described above, if that rate is higher.<br />

You can request a rate change up to one time within the initial term <strong>of</strong> the contract and within<br />

each renewal period.<br />

• Once per year, we propose to meet with you and re-evaluate the available investment options<br />

and determine what structure or combination <strong>of</strong> products will allow you to maximize your interest<br />

income. We will provide the on-going support necessary to assist with your critical decisions<br />

relative to investing your funds and maximizing interest earnings.<br />

<strong>Page</strong> 17


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Should interest rates improve during the course <strong>of</strong> this contract; the <strong>District</strong> will expect the balances to<br />

earn interest on a daily basis. Proposers should indicate the interest rate, based on an index, which will<br />

be available. Proposers shall include in their proposal, minimum and incremental investable balance<br />

amounts.<br />

J.P. Morgan recommends a sweep mechanism to invest “excess” cash that is not required to stay in<br />

an operating account to cover known and unexpected disbursements. We are proposing that the<br />

<strong>District</strong> use our Repo sweep product for overnight investments. <strong>The</strong> current rate <strong>of</strong>fering for our<br />

internally managed Repo sweep is 0.10%. <strong>The</strong>re are no minimal or maximum investments with our<br />

Repo investment option.<br />

Additional Investment Option- Stable Balance High Yield Savings<br />

For qualifying balances that have no known disbursement need over the next 18 to 24 months, Chase<br />

<strong>of</strong>fers a Stable Balance High Yield Savings Account that earns a premium rate over other overnight<br />

deposit alternatives. Many <strong>of</strong> our clients have reserve cash that has a long-term characteristic but<br />

must be invested in an overnight instrument either due to investment policy or in order to effectively<br />

manage maximum weighted average maturity (WAM) requirements <strong>of</strong> their overall cash portfolio.<br />

<strong>The</strong> Chase Stable Balance High Yield Savings Account is a short term deposit obligation <strong>of</strong><br />

JPMorgan Chase Bank, N.A., which enjoys a current credit rating <strong>of</strong> A-1 (Standard & Poor), P-1<br />

(Moody’s), F-1+ (Fitch). This savings account provides a unique solution that minimizes the<br />

opportunity cost <strong>of</strong> holding funds in a traditional overnight instrument that would earn significantly<br />

lower yields. Funds held in this stable balance account are fully available on a same day basis<br />

without prepayment penalty should an unforeseen need arise. However, if the remaining balance<br />

falls below (or ever goes above) the initial target balance amount by more than 10% (+/- 10%), the<br />

bank reserves the right to drop the rate down to a more appropriate overnight rate for volatile<br />

balances.<br />

Beginning on the date <strong>of</strong> your first deposit, and for an average minimum balance <strong>of</strong> $10 million, JP<br />

Morgan Chase Bank N.A. agrees to pay a premium rate for funds expected to remain stable for a<br />

minimum <strong>of</strong> fifteen to twenty-four months (see the program details outlined below). This currently<br />

represents a 0.10% - 0.25% yield enhancement over other comparable overnight investment<br />

accounts commonly used for more volatile cash. <strong>The</strong> current rate <strong>of</strong>fering for our Stable Balance<br />

High Yield Savings Account is 0.20%.<br />

Stable balance account parameters: Stable balances are <strong>of</strong>ten found in the reserve or “low water<br />

mark” portion <strong>of</strong> cash assets and have no anticipated disbursements during the next 18 to 24<br />

months. When balances in the stable balance account remain within a range between 90 percent<br />

and 110 percent <strong>of</strong> a mutually agreed upon target balance, Chase agrees to pay a yield enhancement<br />

over the standard published account rates. If, however, balances fall outside <strong>of</strong> the 90 to 110 percent<br />

threshold, the bank reserves the right to adjust the rate for future periods to a more appropriate level<br />

associated with volatile or overnight funds without regard to a set interest rate floor.<br />

<strong>Page</strong> 18


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

If an overnight repurchase agreement is proposed, the <strong>District</strong> requires collateral on repurchase<br />

balances. Collateral must be U.S. Treasuries and Agencies with market value equal to at least 102% <strong>of</strong><br />

the repurchase agreement. Market value must be determined daily by the Bank and collateral increased<br />

accordingly. Further, collateral must be in the <strong>District</strong>'s name and held by a third party custodian, or the<br />

Bank's Trust Department, in the case <strong>of</strong> open repurchase investments. A safekeeping receipt, which fully<br />

describes the securities, shall be issued directly to the <strong>District</strong> by the third party institution. <strong>The</strong><br />

safekeeping receipt and the terms <strong>of</strong> the repurchase agreement shall show clear evidence <strong>of</strong> ownership<br />

by the <strong>District</strong>. <strong>The</strong> evidence <strong>of</strong> ownership, types <strong>of</strong> securities, sufficiency <strong>of</strong> market value, and length <strong>of</strong><br />

maturities are subject to examination and acceptance by the <strong>District</strong>. <strong>The</strong> <strong>District</strong> reserves the right to<br />

transact overnight repurchase agreements with financial institutions other than the Bank using the<br />

available collected balance.<br />

J.P. Morgan adjusts the market value every “business” day, which doesn’t include weekends or<br />

holidays. In the case <strong>of</strong> an open repurchase agreement we utilize a custody account at the Federal<br />

Reserve. Safekeeping receipts, which describe the securities, are issued by J.P. Morgan and not a<br />

third party institution.<br />

<strong>The</strong> Bank is not permitted to debit or charge any <strong>of</strong> the <strong>District</strong>’s accounts for any <strong>of</strong> the fees associated<br />

with any <strong>of</strong> the services provided to the <strong>District</strong> by the Bank. In addition, the account analysis statement<br />

should show average balances and average net collected balances, along with itemizes monthly activity<br />

<strong>of</strong> each account and services activity cost associated with each. Each proposer is required to provide an<br />

analysis comparing service fees paid by compensating balances verses direct fees for each <strong>of</strong> the<br />

proposed services.<br />

J.P. Morgan will invoice the <strong>District</strong> for account analysis service charge fees. J.P. Morgan generates<br />

account analysis/billing statements on a monthly cycle that contain detailed account balance<br />

information, product usage and transaction volumes, unit price and total service fees. Please refer to<br />

Appendix 2 for a sample account analysis statement in our “Account Analysis User Guide.”<br />

Please refer to the Cost <strong>of</strong> Services form for fees and compensating balances required to <strong>of</strong>fset fees.<br />

<strong>The</strong> Cost <strong>of</strong> Services form will be uploaded as a separate document to DemandStar as requested by<br />

the <strong>District</strong>.<br />

10.9 Employee Accounts: All proposers must agree to cash all <strong>School</strong> <strong>District</strong> checks payable to <strong>District</strong><br />

employees at no charge to the <strong>District</strong> or the employee, upon the employee’s presentation <strong>of</strong> a photo<br />

identification card. <strong>The</strong> employee’s personal account relationship will not prevent the employee from<br />

cashing a payroll check issued by the <strong>District</strong>.<br />

J.P. Morgan understands and acknowledges the requirements stated in the section above. Based on<br />

historical volumes provided by the <strong>District</strong>, J.P. Morgan will provide check cashing services for the<br />

<strong>District</strong> and its employees at no charge.<br />

Proposers should include any specialized packages that will be available for <strong>District</strong> employees. <strong>The</strong><br />

packages should include checking and savings accounts with no maintenance fees or minimum balance<br />

requirements. <strong>The</strong> Bank should also provide information regarding educational opportunities available<br />

to <strong>District</strong> employees such as planning for retirement, managing credit, and general financial<br />

management.<br />

J.P. Morgan is pleased to <strong>of</strong>fer the <strong>District</strong> Chase At Work a powerful program that can help the<br />

<strong>District</strong> better manage payrolls, while helping the <strong>District</strong>’s employees bank conveniently and receive<br />

great discounts, as well as, providing financial education at your workplace/at the branch – all at no<br />

cost to the <strong>District</strong>.<br />

Benefits for the <strong>District</strong>’s employees:<br />

Receive better rates, more rewards and bigger discounts in one convenient banking package<br />

<strong>Page</strong> 19


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Receive financial education on key topics (i.e. identity theft, credit and debt management, mortgages,<br />

investments, etc.) in a group or one-on-one setting with a J.P. Morgan representative<br />

And as a leading global financial services provider, we <strong>of</strong>fer strength and stability to both the <strong>District</strong><br />

and <strong>District</strong> employees.<br />

Please refer to Appendix 3 for detailed information on our “Chase At Work” program.<br />

10.10 Merchant Services, P-Card and E-Payables: <strong>The</strong>se services are currently utilized by the <strong>District</strong> via a<br />

separate contract and are not included in this Request for Proposals. However, proposers may provide<br />

information regarding these services. <strong>The</strong> <strong>District</strong> is under no obligation to award a contract for these<br />

services at this time.<br />

Chase Paymentech<br />

Merchant services would be provided by Chase Paymentech Solutions, a subsidiary <strong>of</strong> JPMorgan<br />

Chase Bank, N.A. (JPMC), and a leading provider <strong>of</strong> payment processing and merchant acquiring<br />

pursuant to the terms <strong>of</strong> a separate payment instrument agreement with Chase Paymentech with<br />

appropriate terms and conditions to be supplied by Chase Paymentech. <strong>The</strong> company’s proprietary<br />

platforms enable integrated solutions for all payment types, including credit, debit, prepaid stored<br />

value, electronic check processing and alternative payment options. We provide a full set <strong>of</strong> solutions<br />

aimed at accelerating cash flow and managing transaction data. On the Internet or at the point <strong>of</strong><br />

sale, Chase Paymentech’s unique combination <strong>of</strong> outstanding service, innovative solutions and<br />

financial strength <strong>of</strong>fers solid benefits to merchants <strong>of</strong> all sizes. In 2011, Chase Paymentech<br />

processed more than 24 billion transactions with a value exceeding $553 billion. With a legacy <strong>of</strong><br />

innovation and vision in electronic payments, Chase Paymentech promoted the growth <strong>of</strong> ecommerce<br />

worldwide. <strong>The</strong> company continues to fuel the success <strong>of</strong> the Internet’s largest brands, as for the<br />

sixth consecutive year, Chase Paymentech ranks as the number one provider in the Payments<br />

Processor category in Internet Retailer’s Top 500 Guide. In addition to the ability to authorize<br />

transactions in more than 130 currencies, the company provides business analytics and information<br />

services, fraud detection and data security solutions. More information can be found at<br />

www.chasepaymentech.com.<br />

Chase Paymentech <strong>of</strong>fers the following advantages:<br />

• Strategy – Chase Paymentech’s growth is guided by our strategic vision to be the premier<br />

electronics payments provider. We take great pride in our reputation for innovation,<br />

responsiveness and flexibility in meeting our clients’ needs and remaining at the forefront <strong>of</strong> the<br />

merchant acquiring industry, both within North America and in International markets where our<br />

clients operate.<br />

• Commitment – Chase Paymentech demonstrates our commitment to the merchant community<br />

and payments industry by serving as a proactive participant in organizations advocating positive<br />

change for merchant causes. We participate as Board Directors and committee chairs at the<br />

Merchant Risk Council, Direct Response Forum, Visa, MasterCard, Interac committees and other<br />

important roles in industry organizations. In addition, we host merchant advisory events and<br />

retain a robust webinar educational series for our merchants and partners.<br />

• Scale – Our scale provides us the ability to perpetually process high transaction volume while<br />

consistently improving our margins. <strong>The</strong> Chase Paymentech philosophy is built on the foundation<br />

<strong>of</strong> optimal performance while expanding our scale. We do this by maintaining a target capacity at<br />

140 percent <strong>of</strong> anticipated volume.<br />

• Service – Great importance is placed on service so that we retain clients and optimize organic<br />

growth. We deploy a two-tiered service model that includes highly specialized proactive Account<br />

<strong>Page</strong> 20


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Executives, as well as a regionalized, mass market service approach. <strong>The</strong> regional service<br />

program includes ongoing service automation, consistent call monitoring, formal feedback<br />

collection, and response programs and analysis to assess and attain merchant satisfaction. In<br />

2011, we renewed our service commitment across Chase Paymentech globally with the launch <strong>of</strong><br />

“Project M.E.” (“Merchant Experience…it starts with M.E.”). This program has heightened the<br />

company-wide sense <strong>of</strong> urgency to provide unparallel service for our clients at all functions<br />

across Chase Paymentech. We anticipate that this program will drive improved retention and<br />

incremental revenue.<br />

• Technology – Chase Paymentech makes significant investments in technology, and in the<br />

proactive planning and research required to support emerging payment types. <strong>The</strong>se investments<br />

assure us the capacity required to maintain our leadership position as the largest point-<strong>of</strong>-sale<br />

transaction processor in the industry. We believe Chase Paymentech’s technical performance by<br />

any measure – redundancy, security, speed and uptime – is unequalled in the industry.<br />

• Innovation – Chase Paymentech is a leader in pioneering payment innovations, including<br />

merchant acceptance <strong>of</strong> new payment methods such as PayPal, Bill Me Later and Green Dot.<br />

Chase Paymentech is currently involved in a number <strong>of</strong> strategic product initiatives, including:<br />

mobile acceptance projects, mobile ewallets, merchant funded <strong>of</strong>fer initiatives, streamlining the<br />

merchant application process, and extending our EMV/NFC experience to the U.S. market.<br />

Chase Paymentech’s customer base includes 222,500 merchants with 442,500 locations, including<br />

many <strong>of</strong> the top brands. Our portfolio boasts merchants from almost every industry, including airlines,<br />

automotive, billers (telecommunications, insurance and utilities), ecommerce, hospitality, mail<br />

order/telephone order, petroleum, associations and franchises, retail, supermarket and the public<br />

sector.<br />

Chase Paymentech has approximately 2,530 employees and operates a portfolio <strong>of</strong> proprietary<br />

payment platforms, products and services. <strong>The</strong> company’s executive team consists <strong>of</strong> pr<strong>of</strong>essionals<br />

with an average <strong>of</strong> more than 20 years experience in the industry. In addition, our employees<br />

participate in and influence the payments industry through representation on the boards <strong>of</strong> the<br />

primary payment brands and networks. We also host an independent Merchant Advisory Group to<br />

advance and evolve the interest <strong>of</strong> our clients. As a subsidiary <strong>of</strong> JPMorgan Chase Bank, N.A., we<br />

are able to leverage the assets <strong>of</strong> our owner. Chase Paymentech has been the leading processor in<br />

the electronic payments industry since 1985 and dominates the merchant acquiring market.<br />

Chase Paymentech would require a separate agreement with the <strong>District</strong>, based on Chase<br />

Paymentech’s standard agreement (provided upon request). Chase Paymentech has not reviewed<br />

and, therefore, cannot agree to specific terms and conditions within the RFP. <strong>The</strong> <strong>District</strong> contracts<br />

directly with Chase Paymentech for merchant processing with mutually agreed upon terms and<br />

conditions.<br />

We would welcome the opportunity to discuss the needs and requests for payment processing for the<br />

<strong>District</strong> and create a customized technology and pricing solution to best enable the <strong>District</strong> to<br />

maximize their payment processing service.<br />

Purchasing Card<br />

<strong>The</strong> J.P. Morgan Chase Purchasing Card provides a streamlined means for organizations to<br />

authorize, track, pay, and reconcile many <strong>of</strong> the small-dollar purchases that don’t require manual<br />

purchase orders, as well as higher-dollar items like capital purchases, utility payments, and temporary<br />

labor expenses. Additionally, recent changes in 1099-MISC reporting have made shifting payments<br />

from check to purchasing card even more attractive.<br />

<strong>Page</strong> 21


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Our purchasing card program <strong>of</strong>fers significant benefits, such as improving cycle times and<br />

reducing—if not eliminating—certain expenses and tasks related to the procurement process (e.g.,<br />

invoice processing and check payments). Combined with enhanced reporting and processing<br />

efficiencies, purchasing cards are becoming the payment method <strong>of</strong> choice for progressive<br />

organizations worldwide.<br />

Importantly, the J.P. Morgan solution can be customized to deliver all the information your<br />

organization needs to monitor and control employee expenditures, boost departmental efficiency, and<br />

maximize your pr<strong>of</strong>itability. Advantages <strong>of</strong> the J.P. Morgan Purchasing Card include:<br />

• Choice <strong>of</strong> Visa- and MasterCard-branded cards<br />

• JPMorgan Chase’s state-<strong>of</strong>-the-art, proprietary card management program at no cost<br />

• Enhanced data capture, including line-item detail from merchants that pass that information<br />

• Daily online reporting and Query Wizard tools in PaymentNet<br />

• Online, real-time account maintenance through PaymentNet<br />

• Comprehensive spend controls to help prevent fraud and employee misuse<br />

• Convenient payment options, including electronic bill presentment and payment<br />

• Expert management and an implementation support team specifically assigned to your program<br />

• 24-hour customer service completely dedicated to the commercial card product<br />

• No-fee central liability waiver protection<br />

MCC and Limit Controls<br />

PaymentNet features numerous real-time account and cardholder controls, including MCC and dollar<br />

and velocity limit controls. Specifically, our numerous card controls include full hierarchy support, realtime<br />

adjustments <strong>of</strong> spend controls online, and denial at the point <strong>of</strong> sale for transactions that do not<br />

meet your requirements. <strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>’s Program Administrator can<br />

establish limits at any level <strong>of</strong> your hierarchy: by individual, by department, or for your entire<br />

organization.<br />

PaymentNet’s intuitive interface enables program administrators to quickly and easily adjust a wide<br />

range <strong>of</strong> card controls online at any time.<br />

Furthermore, managers, administrators, and other authorized personnel can use PaymentNet reports<br />

to monitor spend limits and track purchase history, making it simple to determine whether<br />

cardholders’ limits are sufficient for their needs. In providing PaymentNet, J.P. Morgan’s objective is<br />

to meet the <strong>School</strong> <strong>District</strong>’s unique organizational needs and program goals in the most efficient,<br />

comprehensive, and user-friendly manner possible. We would be pleased to discuss PaymentNet’s<br />

numerous features with you in greater detail at any time.<br />

Single-Use Accounts<br />

J.P. Morgan’s industry-leading Single-Use account program (SUA) is an electronic payment platform<br />

that replaces paper checks and other payment processes with a unique sixteen-digit card number.<br />

Single-use accounts eliminate many <strong>of</strong> the costs associated with traditional accounts payable<br />

processes while <strong>of</strong>fering greater security and control than traditional purchasing cards. SUAs will<br />

enable the <strong>School</strong> <strong>District</strong> to increase your rebate opportunity, as all single-use account spend<br />

qualifies for rebate just like the Purchasing Card. Single-use accounts mirror your existing accounts<br />

payable process—and because they carry no special requirements, all <strong>of</strong> your card-accepting<br />

vendors can readily accept single-use account payments.<br />

<strong>Page</strong> 22


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Because the initial payment processes for checks and single-use accounts are so similar, no major<br />

changes to the <strong>School</strong> <strong>District</strong>’s existing accounts payable process are required in order to begin<br />

benefiting from the reduced costs, greater efficiency, and enhanced security <strong>of</strong>fered by our e-<br />

payment solution.<br />

<strong>The</strong> J.P. Morgan Single-Use Account solution <strong>of</strong>fers numerous benefits over competitor products,<br />

including:<br />

• Automated reconciliation—Because each single-use account is uniquely matched to a specific<br />

approved transaction document, such as an invoice or purchase order, J.P. Morgan automatically<br />

matches the merchant transaction to the invoice information. All <strong>of</strong> the matched invoice and<br />

transaction information can be downloaded to your financial system, and is also available to be<br />

viewed and reported on in PaymentNet. Contrast this automated process with manual<br />

reconciliation, which is inefficient, time-consuming, and labor-intensive. Many competitors’<br />

products do not <strong>of</strong>fer automated reconciliation.<br />

• Superior payment control—Each single-use account has a credit limit equal to the approved<br />

invoice amount, and there is only one account per invoice—ensuring that the merchant has<br />

access only to the approved funds for that invoice. Many competitor models use an account for<br />

each supplier, rather than for each purchase document or transaction. <strong>The</strong> supplier’s aggregate<br />

credit limit is increased or decreased each time an invoice is approved, rather than being tied to a<br />

specific invoice.<br />

• Direct integration—Single-use account data can be integrated directly into the <strong>School</strong> <strong>District</strong>’s<br />

financial system without requiring that you use another piece <strong>of</strong> s<strong>of</strong>tware for control or reporting.<br />

This level <strong>of</strong> integration allows you to retain a single touch-point in your accounts payable<br />

processing. J.P. Morgan’s PaymentNet s<strong>of</strong>tware is available if robust reporting and querying<br />

functions are needed. Many competitor solutions are not as tightly embedded in clients’ systems<br />

when it comes to controlling, reporting, and reconciling transactions.<br />

• With no setup fees from J.P. Morgan, no special requirements for your suppliers already<br />

accepting card payments, and the increased rebate opportunity <strong>of</strong>fered by capturing additional<br />

spend, the J.P. Morgan Single-Use Account solution presents a compelling value proposition for<br />

enhancing your commercial card program.<br />

Please refer to Appendix 4 for J.P. Morgan’s “Purchasing Card Proposal.”<br />

10.11 Automated Balance-Reporting Services: Provide automated balance-reporting services for all the<br />

<strong>District</strong>’s accounts. Ledger and collected balances should be available for prior and current day.<br />

Transaction details for prior and current day should include debit and credits (i.e. wire transfers, ACH<br />

transactions, bankcard deposits, ZBA transfers). Positive Pay Services, input and reporting, shall also be<br />

provided via an online service.<br />

<strong>The</strong> <strong>District</strong> will receive a complete range <strong>of</strong> banking services from J.P. Morgan. <strong>The</strong>se services will<br />

help you meet your objectives:<br />

• Web based balance and transaction reporting including export capabilities<br />

• Electronic payments with multiple security controls including dual approval<br />

• Bank products that integrate with ERP systems<br />

• State <strong>of</strong> the art fraud prevention tools<br />

• Knowledgeable central point <strong>of</strong> contact with assigned backup for efficient responses<br />

We <strong>of</strong>fer on-line access to these services through J.P. Morgan ACCESS. Complete on-us check<br />

processing services is provided through Payables Web Services SM . J.P. Morgan supports the FTP<br />

<strong>Page</strong> 23


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

exchange <strong>of</strong> encrypted files. Question 13.105 provides overviews <strong>of</strong> these key services which will<br />

allow the <strong>District</strong> to leverage technology to streamline your treasury operations.<br />

10.12 Testing: Support system tests as needed due to new services or changes to <strong>District</strong> systems such as<br />

MICR tests, ACH tests and prenotes, transmission tests, etc.<br />

<strong>The</strong> <strong>District</strong>’s Client Service Pr<strong>of</strong>essional, Carol Leonard, will act as a central point <strong>of</strong> contact to<br />

coordinate system tests as necessary with the appropriate operations departments.<br />

Carol has the authority to engage all levels <strong>of</strong> management and escalate within the J.P. Morgan<br />

service organization. In addition, Carol regularly communicate with clients’ commercial banker and<br />

treasury management <strong>of</strong>ficer to verify that all parties supporting a client are familiar with your<br />

business and banking activity.<br />

10.13 Credit Facilities: <strong>The</strong> <strong>School</strong> <strong>District</strong> may require letters <strong>of</strong> credit or other credit facilities over the term <strong>of</strong><br />

this contract. Please describe the Bank’s ability to provide credit facilities to the <strong>School</strong> <strong>District</strong>.<br />

J.P. Morgan would be pleased to discuss in detail the specific credit requirements <strong>of</strong> the <strong>District</strong>. Our<br />

firm ranks among the largest providers <strong>of</strong> credit facilities in the municipal market today, as well as one<br />

<strong>of</strong> the largest issuer <strong>of</strong> standby letters <strong>of</strong> credit, handling not only traditional financial standby letters<br />

<strong>of</strong> credit (for insurance, non-payment <strong>of</strong> invoices, leases, etc.) but also direct-pay letters <strong>of</strong> credit<br />

(used to support municipal and other bond issuance). J.P. Morgan’s letters <strong>of</strong> credit are acceptable<br />

and desirable by the beneficiaries (recipients) because <strong>of</strong> our consistently high credit ratings and<br />

strong financial performance.<br />

Our deep familiarity with this sector is viewed as a strong benefit by the public sector clients with<br />

whom we do business. We believe that our experience in providing credit support, coupled with our<br />

long experience in deal execution, will help ensure an efficient and cost-effective transaction for the<br />

<strong>District</strong>.<br />

10.14 Additional Services: Proposer may provide information and fee schedules for additional services that<br />

may be <strong>of</strong> benefit to the school <strong>District</strong>.<br />

Please refer to Section 13.0, Question #13.119 for J.P. Morgan’s recommended services.<br />

10.15 SCOPE OF SERVICES – GENERAL BANKING SERVICES<br />

<strong>The</strong> following is a description <strong>of</strong> the major services requested by the <strong>District</strong>. Please see the Prices and<br />

Services Table for services and volumes fiscal year 2011.<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong>’s banking needs necessitate multiple transactional accounts including but not<br />

limited to; <strong>District</strong> <strong>School</strong> Fund, Disbursement Account, Payroll Account, Electronic Payment Account,<br />

and <strong>School</strong> Food Service Account. Ideally, all transactional accounts will be at a single bank. <strong>The</strong> <strong>District</strong><br />

plans to maintain depository accounts at one or more additional banks. <strong>The</strong> current account structure is<br />

illustrated in the chart in section XIV <strong>of</strong> this RFP. Services and pricing <strong>of</strong>fered for employee banking is<br />

also part <strong>of</strong> the scope <strong>of</strong> services.<br />

<strong>Page</strong> 24


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

10.16 BANK ACCOUNTS<br />

10.17 <strong>District</strong> <strong>School</strong> Fund: <strong>The</strong> <strong>District</strong> <strong>School</strong> Fund Account is the <strong>School</strong> <strong>District</strong>’s main account and is<br />

used to collect all receipts. Major revenues delivered from the State <strong>of</strong> Florida and other agencies via<br />

wire or ACH are sent to this account. Deposits are prepared by the <strong>District</strong> and are delivered to the bank<br />

via a courier. <strong>The</strong> <strong>District</strong> is interested in using remote deposit services for this account. All wire<br />

transfers are initiated from this account. This account serves as the ZBA parent account for the<br />

Disbursement, Electronic Payments and <strong>School</strong> Food Service accounts. No checks will be issued from<br />

this account and all ACH debits must be blocked.<br />

J.P. Morgan will work with the <strong>District</strong> to setup various accounts and all ancillary supporting services,<br />

including ZBA, ACH Debit Block, remote deposit and wire transfers, to effect the most efficient<br />

process to facilitate the <strong>District</strong> daily cash management requirements. It will be our goal to partner<br />

with you to help ensure automation and efficient processes are established to save the <strong>District</strong> time<br />

and expense, while at the same time maintain tight controls and security over daily cash operations.<br />

We are committed to delivering an implementation experience that cooperates with the <strong>District</strong><br />

requirements. Detailed information about J.P. Morgan’s products and services can be found in<br />

Section 13.0.<br />

J.P. Morgan <strong>of</strong>fers to the <strong>District</strong> our Post No Checks Block to guard the <strong>District</strong>’s accounts. This<br />

service blocks checks from your J.P. Morgan depository account or account used for electronic debits<br />

only.<br />

10.18 Disbursement Account: <strong>The</strong> Disbursement Account is used for vendor payments. Vendors are paid via<br />

check or ACH (only charter school FEFP payments and employee 403-B contributions). <strong>The</strong> account is a<br />

zero balance sub account with an imprest balance <strong>of</strong> $100,000. Approximately 1,000 checks and 60 ACH<br />

items are issued each month. <strong>The</strong> Bank is expected to provide the <strong>District</strong> with online notifications <strong>of</strong><br />

changes and ACH returns information. No deposits will be made to this account and ACH debits, with<br />

the exception <strong>of</strong> the ACH items originated by the <strong>School</strong> <strong>District</strong>, should be blocked. Full Reconcilement<br />

and Positive Pay are utilized.<br />

J.P. Morgan is able to meet the requirements as indicated above. Detailed information about J.P.<br />

Morgan’s products and services can be found in Section 13.0.<br />

Zero Balance Accounts<br />

Operating from a ZBA bank account structure, the <strong>District</strong> will have all available funds concentrated in<br />

a single concentration account. At the end <strong>of</strong> the day, this account will either collect all excess cash<br />

held in the lower tier accounts or automatically fund accounts with a deficit. <strong>The</strong> structure operates<br />

with same day value and can be integrated to any combination <strong>of</strong> disbursement accounts or<br />

lockboxes/collection accounts allowing for optimal working capital management.<br />

Features<br />

• Target balancing: You can choose a target balance to maintain in your subaccounts.<br />

• Frequency <strong>of</strong> transfers: Daily<br />

• Balance type(s): Gross balances and float are transferred to the master account.<br />

• Backvaluations: Backvalued transactions are automatically transferred to the master account and<br />

shown on your DDA statement.<br />

• Account tiers: Up to 10 tiers<br />

• Movement <strong>of</strong> funds: Funds move in two directions — to and from the master account to achieve<br />

your desired target balance in the subaccounts. Both depository and disbursement accounts may<br />

be included in your zero balance account structure.<br />

<strong>Page</strong> 25


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Timing: Concentration occurs at the end <strong>of</strong> the day, as the last transaction <strong>of</strong> the day. During the<br />

day, transactions in the subaccounts are memo-posted in the master account prior to the end-<strong>of</strong>day<br />

hard post. Teller transactions during the day are performed based on the current funds<br />

availability across all <strong>of</strong> the accounts in your zero balance account structure at the time <strong>of</strong> the<br />

transaction.<br />

• Reporting: Account information is available on the monthly DDA statements or BAI service. With<br />

the J.P. Morgan ACCESS Cash Balances and Transaction Module, you will also be able to view<br />

reports electronically.<br />

10.19 Payroll Account: <strong>The</strong> Payroll Account is used for payment to employees. <strong>The</strong> <strong>District</strong> is on a two week<br />

payroll schedule, paying over 21,000 employees every other Friday. Employee payments are deposited<br />

to one or two accounts at the financial institution(s) or their choosing. When necessary, <strong>of</strong>f cycle checks<br />

are issued. Most <strong>District</strong> employees are currently paid via direct deposit. It is the <strong>District</strong>’s intention that<br />

all employees will be paid via ACH either to their bank account or to a pay card by August 1, 2012.<br />

Proposers shall provide information on pay card services as well as initiatives that will assist in the<br />

implementation process.<br />

<strong>The</strong> account is a manually funded via online book transfers in advance <strong>of</strong> the payroll date.<br />

Approximately 2,000 checks and 60,000 ACH items are currently issued each month. <strong>The</strong> Bank is<br />

expected to provide the <strong>District</strong> with online notifications <strong>of</strong> changes and ACH returns information. No<br />

deposits will be made to this account and ACH debits, with the exception <strong>of</strong> the ACH items originated by<br />

the <strong>School</strong> <strong>District</strong>, should be blocked. Full Reconcilement and Positive Pay are utilized.<br />

J.P. Morgan is able to meet the requirements as indicated above. Detailed information about J.P.<br />

Morgan’s products and services can be found in Section 13.0.<br />

10.20 <strong>School</strong> Food Service Account: <strong>The</strong> <strong>School</strong> Food Service account accepts cash, check and credit card<br />

payments for meals served at all <strong>District</strong> locations. <strong>The</strong>re are currently 205 locations with new locations<br />

being added each year. Funds are concentrated daily during the school year to the <strong>District</strong> <strong>School</strong> Fund<br />

account via a zero balance service. Deposits are delivered to the main branch or money center <strong>of</strong> the<br />

Bank via <strong>District</strong> contracted armored car service. Deposits for the <strong>School</strong> Food Service Account will be<br />

identified by the individual school location number and must be reflected as such in deposit<br />

reconciliation. <strong>The</strong> <strong>District</strong> is interested in using remote deposit services for this account. <strong>The</strong> data must<br />

be available electronically to the district. <strong>The</strong>re are approximately 3,300 deposits and 8,800 checks<br />

deposited monthly to this account. No checks will be issued from this account and all ACH debits must<br />

be blocked.<br />

J.P. Morgan is able to meet the requirements as indicated above. Detailed information about J.P.<br />

Morgan’s products and services can be found in Section 13.0.<br />

We will work with the <strong>District</strong> to create the appropriate account structure.<br />

10.21 Electronic Payment Account: As a rule, the <strong>District</strong> does not allow ACH debits to post to any bank<br />

account. This account is used to facilitate payments that can only be made via ACH debits that are<br />

initiated by the <strong>School</strong> <strong>District</strong>. As such, ACH filters will be needed. At this time, those payments are<br />

limited to Payroll Taxes, Unemployment and Sales Tax Payments due to the IRS or the State <strong>of</strong> Florida<br />

and Health Insurance Payments currently administered by United Health Care.<br />

To protect the <strong>District</strong> from unauthorized ACH transactions, J.P. Morgan provides both ACH debit<br />

blocking and more specific ACH Transaction Review products.<br />

ACH Debit Block enables the <strong>District</strong> to specify which companies are authorized to post ACH debits<br />

to the <strong>District</strong>’s accounts, blocking those that are not authorized. You can also set dollar limit ceilings<br />

or block all debits from posting.<br />

With ACH Debit Block Transaction Report, the <strong>District</strong> receives a daily report that provides a listing <strong>of</strong><br />

all transactions that are blocked. Data is transmitted via Secure eMail SM to indicate blocked<br />

<strong>Page</strong> 26


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

transactions, or an optional e-mail indicating that no transactions are blocked. Detailed information<br />

about J.P. Morgan’s products and services can be found in Section 13.0.<br />

10.22 Imprest Accounts: <strong>The</strong> <strong>District</strong>'s third party administrator for Workman’s Compensation has an imprest<br />

account with the <strong>District</strong>'s Bank. That account is included in the <strong>District</strong>'s analysis group and earns<br />

service credits for the <strong>District</strong>. Other third party administrators for the <strong>District</strong> have imprest accounts but<br />

not with the <strong>District</strong>'s Bank. Partial Reconcilement and remote deposit are utilized for this account.<br />

Proposers should include in their proposal a section discussing their ability to mirror or improve upon<br />

the current arrangement.<br />

J.P. Morgan is able to meet the requirements as indicated above. Detailed information about Partial<br />

Reconciliation can be found in Question 10.27 below. Remote deposit service is described in<br />

Question 13.51 below.<br />

10.23 Deposits: <strong>The</strong> <strong>District</strong> will present two copies <strong>of</strong> the deposit slip with each deposit. <strong>The</strong> Bank will return<br />

one validated deposit slip by mail to the <strong>District</strong>’s originator <strong>of</strong> the deposit slip. Bulk coins will be<br />

deposited on a daily basis and they will be bagged. <strong>The</strong> Bank will recount and forward any adjustment<br />

information to the <strong>District</strong>’s Accounting department. <strong>The</strong> fees associated with any special orders for<br />

cash deposits must be stated in the proposed fee schedule. At this time, the <strong>District</strong> does not currently<br />

wish the Bank to redeposit any returned items but reserves the right to alter that practice in the future.<br />

<strong>The</strong> <strong>District</strong> is interested in utilizing remote deposit. Proposers should include information and pricing<br />

regarding this service.<br />

J.P. Morgan is able to meet the requirements as indicated above. <strong>The</strong> depository banking solutions<br />

that we propose combine both traditional and advanced technology treasury management services.<br />

<strong>The</strong> <strong>District</strong> will have access to a variety <strong>of</strong> depository services <strong>of</strong>fered by J.P. Morgan; including cash<br />

vault services and remote deposit <strong>of</strong> checks.<br />

Check Processing<br />

Currently, the <strong>District</strong> receives both checks and currency via various collection channels. We<br />

recommend implementing remote deposit <strong>of</strong> check payments. Image Deposit Direct (IDD), J.P.<br />

Morgan’s remote check capture/scanning solution will enable each location to deposit checks and<br />

money orders from their location by scanning them into images and transmitting the images to the<br />

bank for clearing. All <strong>of</strong> the deposit activity is easily available through a set <strong>of</strong> reports and electronic<br />

check images, both on-screen and downloadable. Remote deposit capture will mitigate risk, provide<br />

more timely deposit capabilities, and <strong>of</strong>fer the ability to leverage the ACH network for expedited<br />

clearing and collection <strong>of</strong> funds. More information about IDD can be found in Section 13.0 below.<br />

Cash Deposits<br />

<strong>The</strong> <strong>District</strong> currently also collects and deposits cash as part <strong>of</strong> their normal operations. It is our<br />

understanding that cash deposits are currently transported via armored car. We recommend the use<br />

<strong>of</strong> our Cash Vault processing solution for the <strong>District</strong>’s cash deposits. Please refer to Question 13.61<br />

for Cash Vault information.<br />

10.24 Change Orders: <strong>The</strong> <strong>District</strong> will make a change order request at the start <strong>of</strong> the school year for each <strong>of</strong><br />

the school cafeterias. <strong>The</strong> change fund is mostly self-replenished during the school year. <strong>The</strong> funds are<br />

closed at the end <strong>of</strong> the school year. Change order requests within the school year are minimal.<br />

J.P. Morgan <strong>of</strong>fers automated coin and currency ordering services (change order services). <strong>The</strong>se<br />

options are available through all vaults and branches. <strong>The</strong> <strong>District</strong> may request change orders as the<br />

need for coin and currency arises or establish a standing order online or via telephone using the voice<br />

response unit (VRU) or through our Web Currency Services ordering platform.<br />

<strong>Page</strong> 27


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

10.25 Transfers: <strong>The</strong> <strong>District</strong> makes certain payments via wire transfers. While the intent is to initiate only<br />

repetitive wires, non-repetitive wires may be initiated with dual control. All wires will be initiated<br />

electronically via an online system. Only in the event <strong>of</strong> an emergency, such as a natural disaster, will<br />

wire transfers be requested via telephone. Outgoing wire transfer instructions must be accepted up to<br />

5:00 p.m. for the same day transmittal.<br />

<strong>The</strong> Bank shall be liable for its failure to timely record incoming wire transfers or transmit outgoing wire<br />

transfers. <strong>The</strong> Bank shall pay the <strong>District</strong> for any loss <strong>of</strong> income or costs and penalties incurred.<br />

Confirmation <strong>of</strong> completed transfers shall be provided to the <strong>District</strong> via the bank’s online system. <strong>The</strong><br />

Bank shall follow-up on incoming and outgoing wire transfers to the full extent <strong>of</strong> its authority.<br />

If needed, the Bank will accept instructions to transfer funds from one account to another within the<br />

Bank “book transfers” up to 6:00 p.m. on the day the instructions are given unless a different day is<br />

indicated. Instructions may be given electronically, by telephone, or in writing with all telephone<br />

instructions confirmed in writing by the originating authorized <strong>District</strong> representative.<br />

Using J.P. Morgan ACCESS, the <strong>District</strong> will be able to originate online wire transfers as required<br />

above. Telephone wire transfers are also available as described in Section 13.80 below.<br />

J.P. Morgan agrees to be responsible for direct damages (loss <strong>of</strong> interest earned) in event the bank<br />

fails to timely process payment instructions.<br />

Book Transfers can be initiated by the <strong>District</strong> via the J.P. Morgan ACCESS Account Transfer (AT)<br />

module. AT allows authorized J.P. Morgan ACCESS users to move funds quickly and easily between<br />

accounts, build and reuse transfer templates and access current-day and historical transactions:<br />

• Create, save and reuse templates with the Quick Entry feature<br />

• Enter transfers 24 hours a day, seven days a week; transactions after 11:00 p.m. ET are applied<br />

the following business day<br />

• Access historical information<br />

10.26 Stop Payments: All stop payment orders will be made electronically. On rare occasions, it may be<br />

necessary to initiate a stop payment by telephone. When the <strong>District</strong> places stop payment orders, the<br />

Bank will immediately inform the <strong>District</strong> electronically if the check has been cashed and provide an<br />

image <strong>of</strong> the cashed item to the <strong>District</strong>. If not cashed, the Bank will provide an electronic confirmation <strong>of</strong><br />

the stop payment. Stop payments shall be effective for a period <strong>of</strong> not less than eighteen months.<br />

Cancellation <strong>of</strong> a stop payment order will be processed in the same way as the stop payment order. All<br />

checks paid by the Bank after the above procedure has been adhered to will be the responsibility <strong>of</strong> the<br />

Bank.<br />

<strong>The</strong> <strong>District</strong> may place (or revoke) stop payments online through Payables Web Services (PWS), the<br />

disbursement module <strong>of</strong> the J.P. Morgan ACCESS portal. <strong>The</strong> <strong>District</strong> may also inquire on the realtime<br />

status <strong>of</strong> an individual or range <strong>of</strong> checks, retrieve images, request photocopies and take action<br />

according to each check’s status.<br />

<strong>Page</strong> 28


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

J.P. Morgan ACCESS Stop Payment Screen<br />

Figure 2<br />

<strong>The</strong> system will search 90 days transaction history to identify if the check has been paid (extended<br />

retention periods are available). If the record shows the check has been paid, the system will report<br />

the date the item was paid. <strong>The</strong> <strong>District</strong> can use this information to retrieve an image <strong>of</strong> the paid item.<br />

Once the stop payment is submitted the system can provide confirmation online <strong>of</strong> successful stop<br />

payment. You may print or download details as needed. Furthermore, stop payment activity reports<br />

are available through J.P. Morgan ACCESS.<br />

Stop payment requests remain in effect for one year and are renewable for an additional six years.<br />

<strong>The</strong> <strong>District</strong> will have the ability to remove the automatic renewal.<br />

Clients also have a fallback option. Simply contact your dedicated Client Service Pr<strong>of</strong>essional (CSP)<br />

to issue a stop payment.<br />

10.27 Bank Reconciliation Services: <strong>The</strong> bank shall have the capability to effect account reconciliation<br />

between the Bank and the <strong>District</strong> by direct transmissions furnished by the <strong>District</strong> detailing checks<br />

issued. Specific details <strong>of</strong> such data transmission will be coordinated with the <strong>District</strong>’s technical staff,<br />

upon selection. <strong>The</strong> <strong>District</strong> utilizes positive pay services on the <strong>District</strong>’s Disbursement Account and<br />

Payroll Account. <strong>The</strong> proposer is required to provide the <strong>District</strong> with all <strong>of</strong> the necessary information<br />

regarding full account reconciliation with positive pay features. Additionally, time schedules including<br />

deadlines for these services should be included in the proposal.<br />

J.P. Morgan <strong>of</strong>fers clients a complete range <strong>of</strong> account reconciliation services. All ARP services are<br />

optional and are designed to enhance reconciliation efficiencies. From statement cut<strong>of</strong>f to receipt <strong>of</strong><br />

account statements, checks and full reconcilement information, J.P. Morgan’s normal turnaround time<br />

spans up to five business days. <strong>The</strong>se services are described in further detail below.<br />

Partial Reconciliation<br />

Partial Reconciliation provides the <strong>District</strong> with a detailed listing <strong>of</strong> checks paid against a<br />

disbursement account over a client-defined period <strong>of</strong> time. This service also details certain other<br />

<strong>Page</strong> 29


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

categories, such as stopped checks. Checks are typically listed in check serial number sequence with<br />

the amount and date each check was paid.<br />

Deposit Reconciliation<br />

Deposit Reconciliation provides clients with a listing <strong>of</strong> all deposits identified by department/location<br />

number as well as miscellaneous debit/credit deposit adjustments on a hard copy report. Reports can<br />

be sorted by account and department/location. This allows deposits from multiple locations to be<br />

made into a single account. Deposit slips are preprinted with a Unique Location ID (ULID) for each<br />

department/location, and deposit history information is sorted by account and ULID.<br />

Full Reconciliation<br />

J.P. Morgan <strong>of</strong>fers the <strong>District</strong> a complete reconciliation <strong>of</strong> outstanding and paid checks with the<br />

option <strong>of</strong> reconciling accounts by the week, month, fiscal or calendar year in format tailored to meet<br />

your needs. You provide us with detailed check issue data, including account numbers, check<br />

numbers, issue dates, dollar amounts and reference information. <strong>The</strong> <strong>District</strong> chooses how you wish<br />

to supply this data: either in a file transmission, an upload to the J.P. Morgan ACCESS Payables Web<br />

Services (PWS) module, or by manual key entry into PWS, as warranted by the check activity in each<br />

account.<br />

Clients can manually key issues or deletes via PWS, submit them via direct transmission or contact<br />

operations to have bank personnel manually key the items. Manual issues and file uploads can be<br />

sent via PWS until 8:00 p.m. ET or transmitted up until 11:00 p.m. ET. Any entries or files received<br />

and accepted after the deadlines are included in the next day’s ARP batches.<br />

With check issued data, J.P. Morgan will perform a full reconciliation <strong>of</strong> activity in the account,<br />

delivering a Reconciliation Report Package via the Internet. <strong>The</strong> Standard Full Reconciliation<br />

package includes an account statement, balance sheet, paid and outstanding check listing, plus a<br />

summary including check number, issue date, amount paid and paid date.<br />

<strong>Page</strong> 30


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

<strong>The</strong> <strong>District</strong> can receive Account Reconciliation Reports via the Internet.<br />

Figure 3<br />

Payables Web Services (PWS)<br />

<strong>The</strong> <strong>District</strong>’s reconciliation reports and data files will be available online via Payables Web Services<br />

(PWS), our Internet-based reconciliation product, within five business days after the close <strong>of</strong> a cut<strong>of</strong>f<br />

cycle.<br />

Data Download<br />

Clients can use the Data Download feature in PWS to reconcile accounts or perform extensive<br />

research on activity:<br />

• Data Download enables clients to download disbursement transaction detail information in a<br />

Comma Separated Value (CSV) or Quickbook format file (QBO).<br />

• Transactions available for ARP accounts include outstanding and cancelled check status<br />

transactions along with paid, stop payment and return transactions.<br />

• Non-ARP accounts will only have paid, stop payment and return transactions. Filters include<br />

account number, transaction status category, date paid, effective date.<br />

• Clients determine filter options; each request is tracked and fulfilled within their own PWS Inbox.<br />

• Transaction types available for download include:<br />

• All Item Download<br />

• Debits<br />

• Credits<br />

• Paid Check Returns<br />

• Stops<br />

<strong>Page</strong> 31


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Additionally, clients can modify Data Download results by applying transaction type, date ranges and<br />

account filters.<br />

File Incoming/Outgoing<br />

Clients can upload issue files into PWS in Fixed Text, CSV, or XML formats.<br />

10.28 Overdrafts: It is not the intention <strong>of</strong> the <strong>District</strong> to overdraw any account. In the event <strong>of</strong> an overdraft, all<br />

checks presented for payment shall be paid. <strong>The</strong> Treasurer or designee shall confirm wires or ACH<br />

transfers that will result in an overdraft. <strong>The</strong> bank shall complete the wire/ACH transfer after<br />

confirmation. No service fee shall be charged to the <strong>District</strong> for overdrafts.<br />

J.P. Morgan understands the great importance <strong>of</strong> timely payments to your vendors and employees<br />

and that unintended situations occur and as such, overdrafts are reviewed daily in careful<br />

consultation with our clients. J.P. Morgan does not charge for either intra-day credit (IDL) or intra-day<br />

liquidity (Fed daylight overdraft) usage arising in the context <strong>of</strong> normal clearing activities at this time.<br />

<strong>The</strong> Bank routinely discusses significant use <strong>of</strong> intra-day liquidity with clients with a view to better<br />

managing this usage, and we reserve the right to potentially charge. Overdrafts in general are subject<br />

to J.P. Morgan’s credit approval process and are evaluated on a case-by-case basis. We welcome<br />

the opportunity to work with the <strong>District</strong> to define and establish any overdraft facilities needed to<br />

support your banking operations.<br />

10.29 SCOPE OF SERVICES – SCHOOL ACTIVITY ACCOUNTS<br />

10.30 <strong>School</strong> Activity Accounts: <strong>The</strong>re are currently 176 school centers and each school has one checking<br />

account. <strong>The</strong> <strong>District</strong> intends to select one or more bank(s) to provide banking services to our schools.<br />

<strong>The</strong> <strong>District</strong>’s elementary schools typically have the lowest account balances and high schools have the<br />

highest account balances. While the balances maintained in these accounts vary during each school<br />

year, as <strong>of</strong> June 30, 2011 the aggregate balance was approximately fourteen million dollars. <strong>The</strong><br />

<strong>District</strong>’s Treasurer must authorize the establishment all bank accounts. Proposers shall propose an<br />

account and pricing structure for these accounts. Pricing should be independent <strong>of</strong> the proposer being<br />

awarded the <strong>District</strong>’s business. Services required include but are not limited to basic depository<br />

services, online access to view account activity.<br />

<strong>The</strong> <strong>District</strong> may, in the future, consider consolidation <strong>of</strong> these accounts to a single bank account. At<br />

that time, deposit reconciliation with transmission output, positive pay with full reconciliation and<br />

transmission output, and online access would be required.<br />

J.P. Morgan’s particular expertise lies in adapting and aligning its vast breadth <strong>of</strong> solutions to the<br />

specific operating requirements and unique environments <strong>of</strong> our clients. We accomplish this by<br />

listening to our customers to develop an understanding <strong>of</strong> their operating environments. We then<br />

move ahead by constructing a solution that not only meets our clients’ existing operational needs, but<br />

that also challenges them to consider operational improvements. Our solutions are geared toward<br />

increasing the level <strong>of</strong> automation in banking account structures while limiting the number <strong>of</strong> accounts<br />

contained within those structures. We endeavor to isolate areas where paper processes can be<br />

eliminated and where manual processes can be reduced. We also look for the best utilization <strong>of</strong><br />

operating cash, both day-to-day operating balances, as well as any excesses. It is our intent to bring<br />

this same approach to the <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> as we endeavor to strengthen and<br />

grow our relationship.<br />

<strong>The</strong> Bank is in agreement with the <strong>District</strong>’s future plans to consolidate all school accounts into a<br />

single depository account with deposit reconciliation. In preparation for this consolidated account<br />

model, consideration should be given to grouping schools by specific territories first where one<br />

checking account can be used to support multiple schools. This future model as well as the <strong>District</strong>’s<br />

proposed account structure in this request for proposal would be complimented with the use <strong>of</strong><br />

<strong>Page</strong> 32


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Remote Deposit Capture in all schools and electronic location reporting for check and cash deposits.<br />

For billing purposes, J.P. Morgan Chase is recommending that the <strong>District</strong> manage a separate billing<br />

group for all school accounts or multiple billing groups depending on the desired group structure. We<br />

are <strong>of</strong>fering the schools our Market Managed Earnings Credit Rate (ECR) <strong>of</strong> 0.40% with a floor <strong>of</strong><br />

0.40% to help <strong>of</strong>fset related account fees. As an alternative, the <strong>District</strong> may choose to switch to an<br />

indexed based rate <strong>of</strong> T-Bill Rate: 4-week average <strong>of</strong> the 91-day T-Bill discount rate + 10 bps.<br />

J.P. Morgan is also pleased to <strong>of</strong>fer the <strong>District</strong> the following throughout the term <strong>of</strong> the contract:<br />

• Change your base rate up to one time per initial contract period and within each renewal period.<br />

For example, if you select our proposed Managed Rate today because rates are higher, you will<br />

have the opportunity to change your ECR to the index rate described above, if that rate is higher.<br />

You can request a rate change up to one time within the initial term <strong>of</strong> the contract and within<br />

each renewal period.<br />

• Once per year, we propose to meet with you and re-evaluate the available investment options<br />

and determine what structure or combination <strong>of</strong> products will allow you to maximize your interest<br />

income. We will provide the on-going support necessary to assist with your critical decisions<br />

relative to investing your funds and maximizing interest earnings.<br />

10.31 Deposits: <strong>The</strong> <strong>District</strong> will present two copies <strong>of</strong> the deposit slip with each deposit. <strong>The</strong> Bank will return<br />

one validated deposit slip by mail to the <strong>District</strong>’s originator <strong>of</strong> the deposit slip. Bulk coins will be<br />

deposited on a daily basis and they will be bagged. <strong>The</strong> Bank will recount and forward any adjustment<br />

information to the <strong>District</strong>’s originator <strong>of</strong> the deposit slip. <strong>The</strong> fees associated with any special orders for<br />

cash deposits must be stated in the proposed fee schedule. At this time, the <strong>District</strong> does not wish the<br />

Bank to redeposit any returned items but reserves the right to alter that practice in the future. <strong>The</strong><br />

<strong>District</strong> is interested in utilizing remote deposit. Proposers should include information and pricing<br />

regarding this service.<br />

J.P. Morgan <strong>of</strong>fers a variety <strong>of</strong> check and cash deposit methods. Please refer to Question 10.23 for<br />

J.P. Morgan’s recommendation for cash and check deposits.<br />

10.32 Checks: Each school will have four authorized signers and two signatures will be required on each<br />

check. <strong>The</strong> Principal or Area Superintendent must be one <strong>of</strong> the signers on each check. <strong>The</strong> other two<br />

authorized signers will be the <strong>School</strong> Treasurer and an Alternate that is appointed by the <strong>School</strong><br />

Principal. <strong>The</strong> <strong>District</strong> Treasurer will provide the bank with the list <strong>of</strong> approved signatories and will<br />

coordinate the delivery <strong>of</strong> revised signature cards as needed to the selected bank.<br />

Signature verification is not a standard service <strong>of</strong>fered by J.P. Morgan. We recommend positive pay<br />

or reverse positive pay to combat fraud and manage signature controls. With reverse positive pay a<br />

dollar threshold can be established by the <strong>District</strong> and e-mail alerts can be set-up for checks that are<br />

presented over a certain dollar threshold. This will then <strong>of</strong>fer the <strong>District</strong> the opportunity to make a<br />

return decision on an item that does not meet the <strong>District</strong>’s signature requirements.<br />

10.33 SCOPE OF SERVICES – CUSTODIAL SERVICES<br />

10.34 Custodial Services: Custodial services are limited to handling the settlement <strong>of</strong> fixed-income trades for<br />

short-term cash positions; however, services will not involve any investment management functions for<br />

the <strong>District</strong>.<br />

JPM acknowledges that Custody will not involve any investment management functions.<br />

<strong>Page</strong> 33


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

10.35 <strong>The</strong> <strong>District</strong> maintains an investment portfolio for its general operating needs. This portfolio is generally<br />

limited to a short-term investment horizon with a maximum maturity for any security being five years. To<br />

a large degree, the maturity structure is oriented toward meeting cash flow requirements dictated<br />

primarily by debt service obligations, bi-weekly payroll obligations, and the seasonal pattern <strong>of</strong> property<br />

tax collections. Accordingly, a sizable portion <strong>of</strong> the <strong>District</strong>’s general investment portfolio is made up <strong>of</strong><br />

direct obligations <strong>of</strong> the United States government and federal agency securities with maturities <strong>of</strong> one<br />

year or less. Investments beyond one year are generally associated with bond proceeds and certain<br />

funds, which have historically carried a stable level <strong>of</strong> cash reserves.<br />

J.P. Morgan acknowledges the above mentioned investment strategy and will have no difficulty<br />

providing custody services under this strategy.<br />

10.36 <strong>School</strong> <strong>District</strong> securities, which must settle delivery vs. payment for delivery through the Federal<br />

Reserve Bank in book entry form, will credit to the Bank’s Federal Reserve Account for further credit to<br />

the <strong>School</strong> <strong>District</strong>. <strong>The</strong> Federal Reserve receipt and safekeeping receipt must identify the “CUSIP”<br />

number and the <strong>School</strong> <strong>District</strong> as the beneficial owner. All securities held by the custodian shall be<br />

segregated from the assets <strong>of</strong> others and shall remain the sole property <strong>of</strong> the <strong>School</strong> <strong>District</strong>. <strong>The</strong><br />

custodian shall have only the bare custody there<strong>of</strong>.<br />

J.P. Morgan acknowledges this requirement and in the course <strong>of</strong> normal business utilizes the Federal<br />

Reserve Bank’s Federal Book Entry system to settle and hold securities on behalf <strong>of</strong> our clients.<br />

10.37 <strong>The</strong> Bank should provide the <strong>District</strong> with a pricing schedule for safekeeping services. <strong>The</strong> <strong>District</strong><br />

reserves the right to contract for safekeeping services outside <strong>of</strong> the Banking Services contract.<br />

Our fee schedule is included the Cost <strong>of</strong> Services document.<br />

10.38 <strong>The</strong> custodian will collect all coupons and other periodic income on securities held and process any<br />

instructions received by authorized <strong>District</strong> personnel.<br />

Income collection is a normal and customary part <strong>of</strong> the custody services we intend on delivering to<br />

the <strong>District</strong>.<br />

10.39 <strong>The</strong> Proposer shall monitor and record the collection <strong>of</strong> funds in <strong>District</strong> accounts.<br />

All funds collected by the Bank on behalf <strong>of</strong> the <strong>District</strong> shall be monitored and recorded in the<br />

appropriate accounts.<br />

10.40 Create, maintain, and retain all records relating to securities held in custody in the <strong>District</strong>’s accounts to<br />

meet the requirements and obligations under generally accepted accounting principles.<br />

J.P. Morgan will create and maintain all records related to securities / assets held on behalf <strong>of</strong> the<br />

<strong>District</strong>. Our accounting reports meet generally accepted accounting principles.<br />

10.41 <strong>The</strong> Proposer shall provide monthly reports describing all activities within the custodial account. Online<br />

access to the information, including current day balances and activity, shall also be available.<br />

Monthly reports including activity and holdings in both hard copy and on-line access will be provided<br />

for all custody accounts.<br />

10.42 Calculate the market value <strong>of</strong> all collateral securities pledged on the <strong>District</strong>’s accounts and report this<br />

information, along with a detailed report listing the accounts and deposit balances so secured, to the<br />

<strong>District</strong> each month. This report must verify the adequacy <strong>of</strong> collateral as specified in the <strong>District</strong>'s<br />

deposit collateralization requirements.<br />

JP Morgan Chase Bank, N.A. will provide collateral in the form <strong>of</strong> bank owned securities to cover the<br />

<strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> <strong>School</strong> <strong>District</strong> public fund deposits in excess <strong>of</strong> FDIC insurance.<br />

Collateralization <strong>of</strong> public fund deposits is provided through our National Collateral Management<br />

<strong>Page</strong> 34


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Group (NCMG). NCMG is responsible for meeting the collateralization requirements <strong>of</strong> J.P. Morgan<br />

Chase Bank, N.A. clients.<br />

According to Florida regulations, the Bank is required to collateralize all deposits using a pooled<br />

method (contingent liability) and report all collateral and deposits pledged to the Florida CFO.<br />

Because <strong>of</strong> this, the Bank is unable to report market value <strong>of</strong> securities pledged specifically for <strong>Palm</strong><br />

<strong>Beach</strong> <strong>County</strong> <strong>School</strong> <strong>District</strong> because the collateral will cover all public fund deposits within the State<br />

<strong>of</strong> Florida and will not be segregated to a specific customer.<br />

A third-party, joint custody account will be established with <strong>The</strong> Bank <strong>of</strong> New York (BONY). NCMG<br />

will monitor the account balances <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> <strong>School</strong> <strong>District</strong> and the other public<br />

depositors in the Florida collateral pool on a daily basis. When balances in the Florida collateral pool<br />

exceed the required collateral pledging level applicable to J.P. Morgan, NCMG will provide additional<br />

collateral to secure deposits up to the applicable collateral pledging level. <strong>The</strong> Market Value <strong>of</strong><br />

securities is updated on a daily basis by an independent third party vendor. Adjustments to collateral<br />

are made daily to compensate for fluctuations in market prices.<br />

10.43 Provide monthly activity statements and reports for all accounts. <strong>The</strong> statement cut <strong>of</strong>f should be the<br />

last day <strong>of</strong> the month. Statements must be sent by no later than the 10th business day <strong>of</strong> the following<br />

month.<br />

Monthly reports including activity and holdings in both hard copy and on-line access will be provided<br />

for all custody accounts. Statement cut<strong>of</strong>f will be the last day <strong>of</strong> the month. Statements will be<br />

available on-line and be mailed no later than the 10th business day following period end.<br />

10.44 <strong>The</strong> <strong>District</strong> will transfer funds to and from the account as needed via an online system.<br />

J.P. Morgan will require properly authorized notification for all fund transfers.<br />

10.45 During the one-year period ending March 1, 2012, the <strong>District</strong> maintained an average balance in its<br />

general investment portfolio <strong>of</strong> approximately $84 million, exclusive <strong>of</strong> overnight Repurchase<br />

Agreements.<br />

J.P. Morgan acknowledges the average balance in the general investment portfolio <strong>of</strong> approximately<br />

$84mm.<br />

10.46 <strong>The</strong> Proposer shall be required to provide a SAS 70 or an equivalent that will be accepted by the <strong>School</strong><br />

<strong>District</strong>’s External Auditors and the Florida Auditor General annually as <strong>of</strong> June 30.<br />

J.P. Morgan will provide SAS 70 or equivalent upon request, at least annually as <strong>of</strong> June 30.<br />

<strong>Page</strong> 35


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Time <strong>of</strong> Completion:<br />

State your ability to meet the time requirements.<br />

Over many years we have developed a robust project management methodology that is designed to deliver<br />

an accurate implementation for our clients within pre-agreed time frames. It is important that we establish up<br />

front what the <strong>District</strong>’s timeline requirements are. We will be able to contribute our experience <strong>of</strong> delivering<br />

many similar solutions so that realistic deadlines are established at the outset.<br />

<strong>The</strong> <strong>District</strong>’s sample implementation project plan, attached in Appendix 5, clearly illustrates the individual<br />

tasks involved in the implementation and how they fit in to the overall timeline. Regular meetings/calls to<br />

discuss issues and provide status updates are key to ensuring that the project remains on track.<br />

<strong>Page</strong> 36


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Executive Summary:<br />

Highlight key areas <strong>of</strong> proposal and summarize on not more than two (2) pages why the bank should be selected<br />

for award.<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> will receive exemplary banking services from JPMorgan Chase<br />

Bank, N.A.’s local government banking team. We are excited about the opportunity to form a treasury<br />

services partnership with the <strong>District</strong>. <strong>The</strong> proposed solution is comprised <strong>of</strong> both core and suggested<br />

services, which represent our understanding, ability and commitment to this important project, as detailed in<br />

the following response to the <strong>District</strong>’s Request for Proposal (RFP) for Banking Services. We have the<br />

financial strength, technology and service organization to<br />

provide the required services in this RFP.<br />

Advantage J.P. Morgan<br />

Our Commitment to the Public Sector and Florida<br />

Our National Public Sector practice represents the largest<br />

industry segment <strong>of</strong> our Commercial Banking line <strong>of</strong> business<br />

and receives significant ongoing capital investments so that<br />

these relationships are well supported. Further, we are now a<br />

JPMorgan Chase named “Best<br />

Bank in North America, “Best<br />

Banks by Region<br />

Global Finance Magazine - 2012<br />

State Depository Bank; cementing our commitment to the State <strong>of</strong> Florida and especially, to the unique needs<br />

<strong>of</strong> its counties, cities and municipalities. JPMorgan Chase Bank, N.A. is a Qualified Public Depository (QPD)<br />

in Florida.<br />

Within the Treasury Services business, the public sector is a key industry segment in which J.P. Morgan<br />

continues to invest and enjoy ongoing growth. Our Public Sector Division supports more than 3,500 public<br />

sector clients at the Federal, State, and municipal levels with solutions for tax processing, electronic benefits<br />

transfer, unemployment insurance, workers compensation and general banking services.<br />

With more than 135,000 clients and operations in 60 countries, J.P. Morgan Treasury Services is one <strong>of</strong> the<br />

world's largest providers <strong>of</strong> treasury management services. Across the country, more than 5,200 schools and<br />

universities bank with J.P. Morgan.<br />

Improving Treasury Processes<br />

At J.P. Morgan, our approach is one <strong>of</strong> alliance - a partnership. We resolve to bring solutions to complex<br />

treasury management issues, to provide comprehensive support and technical assistance, and to harness<br />

every appropriate resource that our global organization has to <strong>of</strong>fer. Although we are a global organization,<br />

we are also very dedicated to serving our local community. J.P. Morgan employs more than 17,500 people in<br />

Florida, with approximately 800 people working in <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>. Last year we provided more than $7.1<br />

million in contributions to charities across the state.<br />

J.P. Morgan <strong>of</strong>fers you the convenience <strong>of</strong> access to more than 5,500 bank branches and 17,000 ATMs<br />

across our 23-state footprint from New York to California. <strong>The</strong> closest full service branch to the <strong>School</strong> <strong>District</strong><br />

<strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> is our Forest Hill West <strong>Palm</strong> <strong>Beach</strong> branch, which is located at 4660 Forest Hill Blvd,<br />

West <strong>Palm</strong> <strong>Beach</strong>, FL.<br />

Solution Overview<br />

<strong>The</strong> <strong>District</strong> can securely utilize J.P. Morgan’s range <strong>of</strong> cash management products and services to improve<br />

operational efficiencies.<br />

ACH<br />

As a financial institution organized under the laws <strong>of</strong> the United States, J.P. Morgan has been a founding<br />

member <strong>of</strong> the National Automated Clearinghouse Association (NACHA) since 1972. In 1985, we<br />

<strong>Page</strong> 37


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

incorporated as an ACH bank demonstrating our commitment to the business and our ongoing banking<br />

service relationship to our clients.<br />

Full Account Reconciliation and Positive Pay<br />

Our Full Reconciliation Service <strong>of</strong>fers a complete reconciliation <strong>of</strong> both outstanding and paid checks in a<br />

format tailored to meet your needs.<br />

As part <strong>of</strong> J.P. Morgan’s suite <strong>of</strong> fraud protection services, positive pay examines and addresses each<br />

component <strong>of</strong> the check presentment process, including emailed exception notification.<br />

Web-Based Integration <strong>of</strong> Treasury Services<br />

<strong>The</strong> <strong>District</strong> staff will find the J.P. Morgan ACCESS portal to be an efficient means <strong>of</strong> executing their daily job<br />

functions, including generating and reviewing standard and detailed reports; initiating wires, account transfers,<br />

ACH transactions; and managing the full breath <strong>of</strong> check disbursements through the Payables Web Services<br />

module.<br />

Chase at Work<br />

A program designed to help the <strong>District</strong> better manage payrolls, while helping employees bank conveniently<br />

and receive great discounts – all at no cost to the <strong>District</strong>.<br />

Relationship Team<br />

<strong>The</strong> Government relationship team located in Florida will be your primary contacts. <strong>The</strong>y will be responsible<br />

for responding to your inquiries and requests for services, while attending to daily activities regarding the<br />

<strong>District</strong>’s money matters and accounts. This team is made up <strong>of</strong> pr<strong>of</strong>essionals that provide answers by taking<br />

time to understand your business, listening carefully and proactively providing ideas.<br />

Your designated Relationship Manager, Ralph Hildevert, will be your primary point <strong>of</strong> contact. Ralph is located<br />

in Miami and has been with J.P. Morgan for over 15 years and works exclusively with Public Sector clients in<br />

the South Florida region. Your Treasury Sales Manager, Marcos Cordero, will lead the Treasury Services<br />

team for the <strong>District</strong>. Marcos has 15 years <strong>of</strong> banking experience and also supports Public Sector clients in<br />

the south Florida region. He assists in designing the most efficient account structure and will notify you <strong>of</strong><br />

enhancements to our products and services. Daily client service will be provided by Carol Leonard, located in<br />

Tampa. Carol has 22 years <strong>of</strong> banking experience and also supports Public Sector clients in the south Florida<br />

region. Carol’s backup will be Mayra Perez also located in Tampa.<br />

Our commitment to Client Service and Quality is what sets us apart from other financial institutions <strong>of</strong>fering<br />

similar services.<br />

Conclusion<br />

In closing, J.P. Morgan would like to once again express our strong interest in and commitment to the<br />

success <strong>of</strong> the <strong>District</strong>’s banking services solution. <strong>The</strong> J.P. Morgan team is confident that we have presented<br />

a compelling <strong>of</strong>fering to meet and exceed the <strong>District</strong> ’s requirements and objectives. We believe our industry<br />

leadership and depth <strong>of</strong> experience in core cash management solutions will help deliver considerable cost<br />

savings and increase efficiency for the <strong>District</strong>.<br />

By selecting J.P. Morgan as your service provider, the <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> can be confident<br />

that you will be supported by knowledgeable personnel, advanced technology, a consultative approach and a<br />

strong commitment to your banking needs.<br />

<strong>Page</strong> 38


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Cost <strong>of</strong> Services:<br />

<strong>The</strong> pricing portion <strong>of</strong> the Proposal will be only considered after the other criteria have been scored. Do not<br />

include your pricing in the body <strong>of</strong> your proposal.<br />

<strong>The</strong> Cost <strong>of</strong> Services Form is included as a separate document upload in DemandStar as requested.<br />

<strong>Page</strong> 39


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Cost and M/WBE:<br />

Submit Cost <strong>of</strong> Services and M/WBE portion <strong>of</strong> your proposal for this project as a separate document upload to<br />

DemandStar. See Section 16.0.<br />

<strong>The</strong> Cost <strong>of</strong> Services and M/WBE Forms are included as separate document uploads in DemandStar as<br />

requested.<br />

<strong>Page</strong> 40


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Insurance:<br />

Provide pro<strong>of</strong> <strong>of</strong> contract awarded proposer(s) insurance as required in Section 28.0 <strong>of</strong> this RFP or submit a<br />

letter <strong>of</strong> contract awarded proposer(s) intention to have the required insurance within ten days <strong>of</strong> notification by<br />

the <strong>District</strong>.<br />

J.P. Morgan has delineated below the terms or conditions that we respectfully request be modified along with<br />

our recommended revisions. We are, <strong>of</strong> course, willing to discuss mutually agreeable modifications to the<br />

contract terms. Our proposal is not contingent upon the following requested changes.<br />

<strong>The</strong> proposed changes are indicated by additions in italic, underlined, red text and deletions by strikethrough,<br />

red text.<br />

All information contained herein is completed and certified to the best knowledge <strong>of</strong> the undersigned.<br />

Section 12.13<br />

Insurance: Provide pro<strong>of</strong> <strong>of</strong> contract awarded proper(s) insurance as required in Section<br />

28.0 <strong>of</strong> this RFP or submit a letter <strong>of</strong> contract awarded proper(s) intention to have the<br />

required insurance within ten (10) days <strong>of</strong> notification by the <strong>District</strong>.<br />

Corporate Insurance Services response: Awarded Proposer is attaching certificates <strong>of</strong><br />

insurance on the following pages to evidence that the required coverages are in place.<br />

Actual certificates <strong>of</strong> insurance will be evidenced upon award <strong>of</strong> the contract.<br />

Section 28.0<br />

Insurance Requirements<br />

28.1 Pro<strong>of</strong> <strong>of</strong> insurance must be furnished by the awarded proposers to the <strong>District</strong> by<br />

Certificate <strong>of</strong> Insurance. All insurance must be issued by a company or companies<br />

approved by the Board having an A.M. Best’s rating <strong>of</strong> A-/VIII or better.<br />

28.2 Original Certificates <strong>of</strong> Insurance meeting the specific required provision specified within<br />

his RFP shall be forwarded to the <strong>District</strong>'s Purchasing Department, ATTN: Carol Moore,<br />

Purchasing Agent, and approved prior to the start <strong>of</strong> any work or the possession <strong>of</strong> any<br />

school property. Renewal certificates must be forwarded to the same department prior to<br />

the policy renewal date.<br />

28.3 Thirty days written notice must be provided to the <strong>District</strong> via certified mail in the event <strong>of</strong><br />

cancellation <strong>of</strong> insurance. <strong>The</strong> notice <strong>of</strong> cancellation must be sent to the Purchasing<br />

Department.<br />

28.4 <strong>The</strong> awarded proposers shall provide complete copies <strong>of</strong> any insurance policy for<br />

required coverage within seven days <strong>of</strong> the date <strong>of</strong> request by the Purchasing<br />

Department but in any respect at least 30 days prior to the commencement <strong>of</strong> any term.<br />

For all contracts with an amount <strong>of</strong> $500,000 or more the actual INSURANCE POLICY<br />

must be included with the Certificate <strong>of</strong> Insurance.<br />

A. WORKERS' COMPENSATION: Proposer(s) must comply with Section 440, Florida Statutes,<br />

Workers’ Compensation and Employees’ Liability Insurance with minimum statutory<br />

limits.<br />

B. COMMERCIAL GENERAL LIABILITY: Awarded proposers shall procure and maintain, for the life<br />

<strong>of</strong> the contract, Commercial General Liability Insurance. This policy shall provide<br />

coverage for death, bodily injury, personal injury, products and completed operations<br />

<strong>Page</strong> 41


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

liability and property damage that could arise directly or indirectly from the performance<br />

<strong>of</strong> the contract. It must be an occurrence form policy. THE SCHOOL BOARD OF PALM<br />

BEACH COUNTY SHALL BE NAMED AS AN ADDITIONAL INSURED AS THEIR<br />

INTEREST MAY APPEAR RELATIVE TO ANY CLAIMS WHICH ARISE DUE TO<br />

NEGLIGENT ACTS OR OMISSIONS IN CONNECTION WITH THE PERFORMANCE<br />

OF THIS CONTRACT ON THE CERTIFICATE FOR COMMERCIAL GENERAL<br />

LIABILITY INSURANCE.<br />

<strong>The</strong> minimum limits <strong>of</strong> coverage shall be $1,000,000 per occurrence, Combined, Single<br />

Limit for Bodily Injury Liability and Property Damage Liability.<br />

C. PROFESSIONAL LIABILITY: <strong>The</strong> awarded proposer shall procure and maintain<br />

Pr<strong>of</strong>essional Liability Insurance for the life <strong>of</strong> the contract, plus two years after<br />

completion. This insurance shall provide coverage against such liability for pr<strong>of</strong>essional<br />

services resulting in wrongful acts under from the contract. <strong>The</strong> minimum limits <strong>of</strong><br />

coverage shall be $5,000,000 per wrongful act and in the aggregate with a deductible not<br />

to exceed $25,000. <strong>The</strong> deductible shall be the responsibility <strong>of</strong> the insured. <strong>The</strong><br />

awarded proposer reserves the right to self-insure as respects Pr<strong>of</strong>essional Liability.<br />

This policy must be continued or tail coverage provided for two years after completion <strong>of</strong><br />

the contract.<br />

<strong>Page</strong> 42


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570045781640


PRODUCER<br />

DIRECT PLACEMENT<br />

INSURED<br />

JPMorgan Chase & Co. and any Subsidiary Company<br />

270 Park Avenue<br />

New York, NY 10017<br />

CERTIFICATE OF INSURANCE<br />

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE<br />

CERTIFICATE HOLDER OTHER THAN THOSE PROVIDED IN THE POLICY. THIS CERTIFICATE DOES NOT AMEND, EXTEND<br />

OR ALTER THE COVERAGE AFFORDED BY THE POLICIES DESCRIBED HEREIN.<br />

COMPANIES AFFORDING COVERAGE<br />

COMPANY<br />

A Park Assurance Company<br />

COMPANY<br />

B<br />

COMPANY<br />

C<br />

COMPANY<br />

D<br />

COMPANY<br />

E<br />

COVERAGES<br />

This certificate supersedes and replaces any previously issued certificate for the policy period noted below.<br />

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE DESCRIBED HEREIN HAVE BEEN ISSUED TO THE INSURED NAMED HEREIN FOR THE POLICY PERIOD<br />

INDICTED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THE<br />

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, CONDITIONS<br />

AND EXCLUSIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.<br />

CO<br />

LT<br />

GENERAL LIABILITY<br />

TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE<br />

DATE (MM/DD/YY)<br />

POLICY EXPIRATION<br />

DATE (MM/DD/YY)<br />

COMMERCIAL GENERAL LIABILITY GENERAL AGGREGATE $<br />

CLAIMS MADE OCCUR PRODUCTS-COMP/OP AGG $<br />

OWNER’S & CONTRACTOR’S PROT PERSONAL & ADV INJURY $<br />

LIMITS<br />

EACH OCCURRENCE $<br />

_____________________________________<br />

FIRE DAMAGE (Any one fire) $<br />

MED EXP (Any one person) $<br />

AUTOMOBILE LIABILITY<br />

ANY AUTO COMBINED SINGLE LIMIT $<br />

ALL OWNED AUTOS<br />

BODILY INJURY<br />

(Per Person) $<br />

SCHEDULED AUTOS<br />

BODILY INJURY<br />

(Per Accident) $<br />

HIRED AUTOS PROPERTY DAMAGE $<br />

NON-OWNED AUTOS<br />

__________________________<br />

GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $<br />

ANY AUTO<br />

OTHER THAN AUTO ONLY<br />

__________________________ EACH ACCIDENT $<br />

AGGREGATE $<br />

EXCESS LIABILITY EACH OCCURRENCE $<br />

UMBRELLA FORM AGGREGATE $<br />

OTHER THAN UMBRELLA FORM $<br />

WORKERS CO MPENSATION AND<br />

WC STATU-<br />

OTH-<br />

TORY LIMIT<br />

ER<br />

EMPLOYER’S LIABILITY<br />

THE PROPRIETOR/<br />

PARTNERS/EXECUTIVE<br />

OFFICERS ARE:<br />

INCL<br />

EXCL<br />

EL EACH ACCIDENT $<br />

EL DISEASE-POLICY LIMIT $<br />

EL DISEASE-EA EMPLOYEE $<br />

A<br />

OTHER<br />

Bankers Pr<strong>of</strong>essional<br />

Liability Insurance<br />

030 01/15/12 01/15/13 $100,000,000 aggregate<br />

DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS<br />

Errors and Omissions Insurance.<br />

CERTIFICATE HOLDER<br />

JPMorgan Chase & Co. and any Subsidiary Company<br />

270 Park Avenue<br />

New York, NY 10017<br />

CANCELLATION<br />

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE<br />

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERD IN<br />

ACCORDANCE WITH THE POLICY PROVISIONS.<br />

PARK ASSURANCE COMPANY<br />

BY:<br />

VALID AS OF:


PRODUCER<br />

DIRECT PLACEMENT<br />

INSURED<br />

JPMorgan Chase & Co.<br />

270 Park Avenue<br />

New York, New York 10017<br />

CERTIFICATE OF INSURANCE<br />

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE<br />

CERTIFICATE HOLDER OTHER THAN THOSE PROVIDED IN THE POLICY. THIS CERTIFICATE DOES NOT AMEND, EXTEND<br />

OR ALTER THE COVERAGE AFFORDED BY THE POLICIES DESCRIBED HEREIN.<br />

COMPANIES AFFORDING COVERAGE<br />

COMPANY<br />

A Park Assurance Company<br />

COMPANY<br />

B<br />

COMPANY<br />

C<br />

COMPANY<br />

D<br />

COMPANY<br />

E<br />

This certificate supersedes and replaces any previously issued certificate for the policy period noted below.<br />

COVERAGES<br />

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE DESCRIBED HEREIN HAVE BEEN ISSUED TO THE INSURED NAMED HEREIN FOR THE POLICY PERIOD<br />

INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THE<br />

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, CONDITIONS<br />

AND EXCLUSIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.<br />

CO<br />

LT<br />

GENERAL LIABILITY<br />

TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE<br />

DATE (MM/DD/YY)<br />

POLICY EXPIRATION<br />

DATE (MM/DD/YY)<br />

COMMERCIAL GENERAL LIABILITY GENERAL AGGREGATE $<br />

CLAIMS MADE OCCUR PRODUCTS-COMP/OP AGG $<br />

OWNER’S & CONTRACTOR’S PROT PERSONAL & ADV INJURY $<br />

LIMITS<br />

EACH OCCURRENCE $<br />

_____________________________________<br />

FIRE DAMAGE (Any one fire) $<br />

MED EXP (Any one person) $<br />

AUTOMOBILE LIABILITY<br />

ANY AUTO COMBINED SINGLE LIMIT $<br />

ALL OWNED AUTOS<br />

BODILY INJURY<br />

(Per Person) $<br />

SCHEDULED AUTOS<br />

BODILY INJURY<br />

(Per Accident) $<br />

HIRED AUTOS PROPERTY DAMAGE $<br />

NON-OWNED AUTOS<br />

__________________________<br />

GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $<br />

ANY AUTO<br />

OTHER THAN AUTO ONLY<br />

__________________________ EACH ACCIDENT $<br />

AGGREGATE $<br />

EXCESS LIABILITY EACH OCCURRENCE $<br />

UMBRELLA FORM AGGREGATE $<br />

OTHER THAN UMBRELLA FORM $<br />

WORKERS CO MPENSATION AND<br />

WC STATU-<br />

OTH-<br />

TORY LIMIT<br />

ER<br />

EMPLOYER’S LIABILITY<br />

THE PROPRIETOR/<br />

PARTNERS/EXECUTIVE<br />

OFFICERS ARE:<br />

INCL<br />

EXCL<br />

EL EACH ACCIDENT $<br />

EL DISEASE-POLICY LIMIT $<br />

EL DISEASE-EA EMPLOYEE $<br />

A<br />

OTHER<br />

Financial Institution Bond<br />

Form 24 / Electronic and<br />

Computer Crime Policy<br />

200-06 07/01/11 07/01/12 $300,000,000<br />

DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS<br />

For information purposes only. Insured includes JPMorgan Chase & Co. and all <strong>of</strong> its subsidiaries.<br />

CERTIFICATE HOLDER<br />

JPMorgan Chase & Co. and its subsidiaries<br />

277 Park Avenue<br />

New York, NY 10172<br />

CANCELLATION<br />

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE<br />

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERD IN<br />

ACCORDANCE WITH THE POLICY PROVISIONS<br />

PARK ASSURANCE COMPANY<br />

BY:<br />

VALID AS OF: July 5, 2011


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.0 Information Requested From All Proposers<br />

13.1 Qualifications and Experience:<br />

13.2 Describe the organization, ownership, and other business affiliations (please provide number and<br />

location <strong>of</strong> affiliated <strong>of</strong>fices).<br />

JPMorgan Chase & Co. (J.P. Morgan) is a leading global financial services firm with assets <strong>of</strong> more<br />

than US $2.3 trillion. <strong>The</strong> firm is a leader in investment banking, financial services for consumers and<br />

businesses, financial transaction processing, asset and wealth management, and private equity. A<br />

component <strong>of</strong> the Dow Jones industrial average, JPMorgan Chase & Co. has its corporate<br />

headquarters in New York and its U.S. retail financial services and commercial banking headquarters<br />

in Chicago. Under the J.P. Morgan and Chase brands, the firm serves millions <strong>of</strong> consumers in the<br />

United States and many <strong>of</strong> the world’s most prominent corporate, institutional and government clients.<br />

Information about the firm is available on the Internet at www.jpmorganchase.com.<br />

Our leadership position is illustrated by our number one ranking in the following areas: ACH items<br />

originated, same-day transfers, information reporting, CHIPS and Fedwire. We have one <strong>of</strong> the most<br />

expansive global footprints <strong>of</strong> any U.S. bank, with <strong>of</strong>fices in 23 states and more than 60 countries,<br />

and the world’s most extensive correspondent banking network.<br />

As <strong>of</strong> March 31, 2012, JPMorgan Chase & Co. has:<br />

• More than 261,453 full-time employees worldwide<br />

• Market capitalization <strong>of</strong> US $175.7 billion<br />

• Deposits <strong>of</strong> US $1.1 trillion<br />

• Loans <strong>of</strong> more than $720,967 billion<br />

• Total stockholder equity <strong>of</strong> US $189.7 billion<br />

• Tier 1 capital and total capital ratios <strong>of</strong> 12.6% and 15.6%, respectively (estimated)<br />

JPMorgan Chase & Co. and the bank are managed on a line <strong>of</strong> business basis. <strong>The</strong> business<br />

segments presented in the following figure reflect the current organization <strong>of</strong> the firm. <strong>The</strong>re are six<br />

major business segments: Commercial Banking, Retail Financial Services, the Investment Bank,<br />

Asset & Wealth Management, Card Services, and Treasury & Security Services. <strong>The</strong> segments are<br />

based upon the products and services provided or the type <strong>of</strong> customer served.<br />

<strong>Page</strong> 48


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

JPMorgan Chase & Co. Lines <strong>of</strong> Business<br />

Figure 4<br />

<strong>The</strong> services required to meet the <strong>District</strong>’s requirements will be provided through our Treasury &<br />

Securities Services line <strong>of</strong> business.<br />

13.3 Provide a brief description <strong>of</strong> the history your organization, including your history in the State <strong>of</strong> Florida.<br />

History <strong>of</strong> Our Firm<br />

JPMorgan Chase's corporate headquarters are in New York City. Our retail financial services and<br />

commercial banking headquarters are in Chicago. Our major legacy institutions — J.P. Morgan,<br />

Chase Manhattan, Chemical, Manufacturers Hanover, Bank One, First Chicago, and National Bank <strong>of</strong><br />

Detroit — contributed significantly to the development <strong>of</strong> communities worldwide. Our corporate<br />

history is intertwined with innovations in finance and the globalization <strong>of</strong> the world economy.<br />

Key transactions leading up to the formation <strong>of</strong> JPMorgan Chase include the following:<br />

• In 1991, Chemical Banking Corp. combined with Manufacturers Hanover Corp., keeping the<br />

name Chemical Banking Corp., then the second-largest banking institution in the United States.<br />

• In 1995, First Chicago Corp. merged with National Bank <strong>of</strong> Detroit's parent NBD Bancorp.,<br />

forming First Chicago NBD, the largest banking company based in the Midwest.<br />

• In 1996, Chase Manhattan Corp. merged with Chemical Banking Corp., creating what was then<br />

the largest bank holding company in the United States.<br />

<strong>Page</strong> 49


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• In 1998, Banc One Corp. merged with First Chicago NBD, taking the name Bank One Corp.<br />

Merging subsequently with Louisiana's First Commerce Corp., Bank One became the largest<br />

financial services firm in the Midwest, the fourth-largest bank in the U. S. and the world's largest<br />

Visa credit card issuer.<br />

• In 2000, J.P. Morgan & Co. merged with Chase Manhattan Corp., in effect combining four <strong>of</strong> the<br />

largest and oldest money center banking institutions in New York City (J.P. Morgan, Chase,<br />

Chemical and Manufacturers Hanover) into one firm called J.P. Morgan Chase & Co.<br />

• <strong>The</strong>se mergers culminated in July 2004 with the joining <strong>of</strong> J.P. Morgan Chase & Co. and Bank<br />

One Corp. to form today's JPMorgan Chase & Co. Fortune magazine said "the combined bank<br />

will be big and strong in a panoply <strong>of</strong> businesses," adding that "the deal has been widely lauded"<br />

by investment analysts. <strong>The</strong> New York Times said the merger "would realign the competitive<br />

landscape for banks" by uniting the investment and commercial banking skills <strong>of</strong> J.P. Morgan<br />

Chase with the consumer banking strengths <strong>of</strong> Bank One.<br />

• In 2008, JPMorgan Chase & Co. acquired <strong>The</strong> Bear Stearns Companies Inc., strengthening its<br />

capabilities across a broad range <strong>of</strong> businesses, including prime brokerage, cash clearing and<br />

energy trading globally. Also in 2008, JPMorgan Chase & Co. acquired the deposits, assets and<br />

certain liabilities <strong>of</strong> Washington Mutual’s (WaMu) banking operations. This acquisition expanded<br />

Chase's consumer branch network into California, Florida, and Washington State and created the<br />

nation's second-largest branch network — with locations reaching 42% <strong>of</strong> the U.S. population.<br />

<strong>The</strong> acquisition also extended Chase's retail branch network to additional states, including<br />

Georgia, Idaho, Nevada and Oregon.<br />

<strong>The</strong> story <strong>of</strong> JPMorgan Chase and its legacy institutions reaches back more than 200 years with the<br />

founding <strong>of</strong> its earliest predecessor in 1799.<br />

Historical Overview<br />

Figure 5<br />

JPMorgan Chase Bank and its predecessors have been a part <strong>of</strong> Florida since 1891. Our roots date<br />

back to the founding <strong>of</strong> the Pensacola Home and Savings Association. However, our retail banking<br />

expansion in the Florida market developed in 2009 as a result <strong>of</strong> the acquisition <strong>of</strong> Washington<br />

Mutual Bank. This acquisition allowed J.P. Morgan to introduce our full service <strong>of</strong> banking products to<br />

Florida customers. JPMorgan Chase has recently been approved as a Qualified Public Depository<br />

according to Florida Statute Chapter 280.17.<br />

<strong>Page</strong> 50


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.4 Provide the address <strong>of</strong> the <strong>of</strong>fice location that will service the account and the address that will accept<br />

deposits via courier.<br />

<strong>The</strong> <strong>District</strong>’s Banker/Relationship Manager, Ralph Hildevert, and Treasury Sales Manager, Marcos<br />

Cordero, are located at 1450 Brickell Ave, Floor 33, in Miami, FL, 33131. <strong>The</strong> <strong>District</strong>’s dedicated<br />

Senior Client Service Pr<strong>of</strong>essional, Carol Leonard, is located at 100 North Tampa Street, Floor 3, in<br />

Tampa, FL, 33602. <strong>The</strong> <strong>District</strong>’s deposits will be processed through our Miami cash vault.<br />

13.5 List the address <strong>of</strong> all branch <strong>of</strong>fices in the county boundaries and surrounding area. (Please supply a<br />

map showing branch locations).<br />

We have included a list and map as Appendix 6 showing the branch locations in <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

and the surrounding area.<br />

13.6 Describe the experience <strong>of</strong> the financial institution in providing similar services for other municipal<br />

clients.<br />

Our Government, Not-For-Pr<strong>of</strong>it & Healthcare team (GNPH) is a specialized line <strong>of</strong> business <strong>of</strong><br />

JPMorgan Chase’s Commercial Bank. GNPH has worked with government clients across the country<br />

for over 25 years. <strong>The</strong> public sector is a key industry segment in which J.P. Morgan continues to<br />

invest and enjoy ongoing growth. Our Public Sector Division supports more than 3,700 public sector<br />

clients at the Federal, State, and municipal levels with many <strong>of</strong> our treasury, general banking,<br />

investments, credit and card services solutions. Our National Public Sector practice represents the<br />

largest industry segment <strong>of</strong> our Commercial Banking line <strong>of</strong> business and receives significant ongoing<br />

capital investments so that these relationships are well supported.<br />

J.P. Morgan has been privileged to have a number <strong>of</strong> government and not-for-pr<strong>of</strong>it relationships in<br />

Florida. Valencia College, Orange <strong>County</strong>, and Miami Parking Authority are a few organizations with<br />

which we have existing Card programs established.<br />

Our leadership position in the services we are proposing for the <strong>District</strong> not only promotes cost<br />

effective delivery <strong>of</strong> services, but is also evidence <strong>of</strong> our ability to support the <strong>District</strong>’s banking<br />

needs.<br />

Each J.P. Morgan pr<strong>of</strong>essional on the relationship team has many years <strong>of</strong> experience in providing<br />

both private and public clients with the benefit <strong>of</strong> our understanding <strong>of</strong> the industry and our ability to<br />

anticipate your specific needs. Additionally, we frequently share our experiences and can leverage<br />

the knowledge and experience <strong>of</strong> our banking colleagues across J.P. Morgan to deliver best practices<br />

to our l clients. To summarize, our relationship model provides for an outstanding client experience.<br />

Our goal is to exceed your expectations.<br />

13.7 Provide copies <strong>of</strong> your most recent annual report, 10-K and 8-K filing.<br />

<strong>The</strong> JPMorgan Chase & Co. Annual Report for 2011,10-K and 8-K filings can be accessed online via<br />

the following link:<br />

http://investor.shareholder.com/jpmorganchase/<br />

This link provides past and current JPMorgan Chase & Co. Annual Reports that can be accessed at<br />

any time by the <strong>District</strong>. <strong>The</strong> 2011 Annual Report and most recent 10-K and 8-K filings are included<br />

as separate document uploads to DemandStar as requested by the <strong>District</strong>.<br />

13.8 Who is responsible for monitoring audit recommendations made to management? Describe the process.<br />

J.P. Morgan’s business resiliency plans address all parts <strong>of</strong> the business – including employees,<br />

facilities, systems, telecommunications and clients. Our business resiliency plans are living<br />

<strong>Page</strong> 51


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

documents that are updated on an ongoing basis to incorporate lessons learned and tested regularly<br />

to validate the effectiveness and completeness <strong>of</strong> the plans.<br />

Business Resiliency plans are confidential and proprietary to J.P. Morgan not for public disclosure.<br />

For informational purposes, Appendix 7 provides an overview <strong>of</strong> the “TSS Business Resiliency”<br />

planning, testing and implementation approach in place for J.P. Morgan Treasury & Securities<br />

Services line <strong>of</strong> business.<br />

J.P. Morgan uses an integrated Business Resiliency strategy that addresses both the disaster<br />

recovery and business continuity planning required to resume operations from a disruption and<br />

provide for continuing operations over the course <strong>of</strong> a business interruption lasting up to 30 days.<br />

J.P. Morgan’s firm-wide Business Resiliency program complies with all applicable guidelines from<br />

<strong>The</strong> U.S. Office <strong>of</strong> the Comptroller <strong>of</strong> the Currency (OCC), the U.S. Federal Financial Institutions<br />

Examination Council (FFIEC) and the Interagency White Paper on Sound Practices to Strengthen the<br />

Resilience <strong>of</strong> the U. S. Financial System. Recovery strategies and plans are documented to account<br />

for the worst-case scenario, involving loss <strong>of</strong> life and widespread geographic interruption.<br />

13.9 Discuss the financial stability <strong>of</strong> your firm.<br />

In a turbulent economic environment, the health <strong>of</strong> your banking institution can directly affect the<br />

health <strong>of</strong> the <strong>District</strong>. We want to <strong>of</strong>fer the <strong>District</strong> reassurance that J.P. Morgan’s approach to<br />

financial management has allowed us to achieve our objective <strong>of</strong> maintaining liquidity, preserving<br />

capital and maintaining positive income throughout both historical cycles and past market events.<br />

Most importantly, J.P. Morgan continues to be well capitalized under regulatory definitions. Our<br />

deposit base represents a stable source <strong>of</strong> funding for the bank.<br />

• Total deposits <strong>of</strong> approximately $1.1 trillion represent balances in both our retail and wholesale<br />

businesses<br />

• Total assets <strong>of</strong> approximately $2.3 trillion with exposures to a diverse group <strong>of</strong> wholesale and<br />

consumer markets<br />

• We have large reserve levels across all <strong>of</strong> our wholesale and consumer businesses<br />

• <strong>The</strong> management team running J.P. Morgan is solid and experienced. Together this team has<br />

successfully weathered a number <strong>of</strong> macro financial crises. We are confident that they have<br />

made, and will continue to make, measured and sound decisions.<br />

J.P. Morgan is routinely rated by industry experts Moody’s, Standard & Poor’s, and Fitch. As<br />

evaluated by these credible industry experts, J.P. Morgan has the financial stability to be the trusted<br />

banking services provider for the <strong>District</strong>.<br />

13.10 Provide long term and short term ratings from two <strong>of</strong> the three nationally recognized rating agencies<br />

(Standard & Poor’s, Moody’s, Fitch) and also provide Moody’s Bank Financial Strength Rating.<br />

Ratings as <strong>of</strong> March 31, 2012 are shown below.<br />

Credit Ratings – March 31, 2012<br />

Moody's Standard & Poor’s Fitch<br />

JPMorgan Chase & Co.<br />

Commercial paper P-1 A-1 F1+<br />

Senior unsecured Aa3 A AA-<br />

Subordinate A1 A- A+<br />

JPMorgan Chase Bank, N.A. and Chase Bank USA, N.A.<br />

Short-term debt P-1 A-1 F1+<br />

<strong>Page</strong> 52


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Credit Ratings – March 31, 2012<br />

Moody's Standard & Poor’s Fitch<br />

Long-term deposits/debt Aa1 A+ AA/AA-<br />

As <strong>of</strong> 2/24/09, Deposit ratings are reported separately.<br />

13.11 Provide five year history <strong>of</strong> your Tier-One Risk Based Capital and Total Risk Based Capital.<br />

2007 12/31/2007 9/302007 6/30/2007 3/31/2007<br />

Tier 1 Ratio 8.4% 8.4% 8.4% 8.5%<br />

Total Capital Ratio 12.6% 12.5% 12% 11.8%<br />

Source<br />

4Q07 Financial<br />

Supplement<br />

4Q07 Financial<br />

Supplement<br />

4Q07 Financial<br />

Supplement<br />

4Q07 Financial<br />

Supplement<br />

2008 12/31/2008 9/302008 6/30/2008 3/31/2008<br />

Tier 1 Ratio 10.8% 8.9% 9.2% 8.3%<br />

Total Capital Ratio 14.7% 13.6% 13.4% 12.5%<br />

Source<br />

4Q08 Financial<br />

Supplement<br />

4Q08 Financial<br />

Supplement<br />

4Q08 Financial<br />

Supplement<br />

4Q08 Financial<br />

Supplement<br />

2009 12/31/2009 9/302009 6/30/2009 3/31/2009<br />

Tier 1 Ratio 11.1% 10.2% 9.7% 11.4%<br />

Total Capital Ratio 14.8% 13.9% 13.3% 15.2%<br />

Source<br />

4Q09 Financial<br />

Supplement<br />

4Q09 Financial<br />

Supplement<br />

4Q09 Financial<br />

Supplement<br />

4Q09 Financial<br />

Supplement<br />

2010 12/31/2010 9/302010 6/30/2010 3/30/2010<br />

Tier 1 Ratio 12.1% 11.9% 12.1% 12%<br />

Total Capital Ratio 15.5% 15.4% 15.8% 15%<br />

Source<br />

4Q10 Financial<br />

Supplement 3Q10 10-Q 3Q10 10-Q 3Q10 10-Q<br />

2011* 12/31/2011 9/302011 6/30/2011 3/31/2011<br />

Tier 1 Ratio 12.3% 12.1% 12.4% 12.3%<br />

Tier 1 Common<br />

Capital Ratio<br />

10.0%<br />

9.9% 10.1%<br />

10.0%<br />

Total Capital Ratio 15.4% 15.3% 15.7% 15.6%<br />

Source<br />

4Q11 Financial<br />

Supplement<br />

3Q11 Financial<br />

Supplement<br />

2Q11 Financial<br />

Supplement<br />

1Q11 Financial<br />

Supplement<br />

13.12 Provide a history <strong>of</strong> the funding level required by the State <strong>of</strong> Florida under the Chapter 280<br />

Collateralized Deposit Program for the last two years.<br />

With J.P. Morgan’s entry as a QPD within Florida, we have exceeded the required collateral funding<br />

<strong>of</strong> 50% <strong>of</strong> market values. We typically maintain an excess <strong>of</strong> 105-110% <strong>of</strong> requirements at all times.<br />

<strong>Page</strong> 53


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.13 Please describe the extent <strong>of</strong> your firm’s social responsibility, including local, state and community<br />

involvement, charitable activities as well as educational opportunities, speaker’s bureaus and other<br />

value added services that are make a difference in the local community.<br />

Responding to community needs is at the core <strong>of</strong> our corporate responsibility strategy. We are<br />

committed to building vibrant communities, preserving the environment, and promoting sound public<br />

policies and regulations that benefit the firm’s customers,<br />

employees, shareholders, neighbors and future generations.<br />

Community development, <strong>of</strong> course, is an important component<br />

<strong>of</strong> this strategy. It is an integral part <strong>of</strong> the way we conduct<br />

business and is executed with a strong sense <strong>of</strong> commitment<br />

and shared responsibility across the firm’s many lines <strong>of</strong><br />

business. <strong>The</strong> firm’s businesses are committed to enhancing the<br />

quality <strong>of</strong> the local communities we serve by providing loans,<br />

investments, grants, and community development services as<br />

well as leadership, guidance, and expertise. More information on<br />

J.P. Morgan’s commitment to the Florida community can be<br />

found in Appendix 8.<br />

On its most recent federal<br />

Community Reinvestment Act<br />

(CRA) performance<br />

examination, JPMorgan<br />

Chase Bank earned the<br />

highest possible CRA rating<br />

<strong>of</strong> "Outstanding.” This was<br />

the eighth consecutive time<br />

JPMorgan Chase received<br />

the highest CRA rating.<br />

Our mission is to strengthen communities in which J.P. Morgan<br />

does business by expanding access to capital, leadership by example and leveraging the many<br />

resources <strong>of</strong> J.P. Morgan.<br />

Central to this mission is serving low- and moderate-income communities, small businesses<br />

(particularly minority- and women-owned) and low-to-moderate-income individuals and families.<br />

We also provide philanthropic support to nonpr<strong>of</strong>it organizations located in the communities we serve.<br />

For example:<br />

• Philanthropy – We contributed more than $7.1 million to Florida charities in 2011.<br />

• Community Revitalization Program – In Florida, J.P. Morgan has donated or discounted over<br />

240 homes since 2009, helping families become homeowners and getting neighborhoods back<br />

on track.<br />

• Helped Transform Miami Northwestern Senior High <strong>School</strong> – J.P. Morgan donated $1 million<br />

and partnered with Florida International University to help transform Miami Northwestern Senior<br />

High <strong>School</strong>.<br />

Business Highlights in Florida<br />

• Lending to consumers and small businesses – J.P. Morgan continues to be there for our<br />

customers in Florida. We extended 894,664 total new loans and lines <strong>of</strong> credit to Florida<br />

consumers and small businesses in 2010.<br />

• Financing to governments and nonpr<strong>of</strong>its – J.P. Morgan raised more than $4.8 billion in<br />

financing for local governments and non-pr<strong>of</strong>it organizations in Florida in 2010.<br />

Our Investment in Florida<br />

• CRA small business loans – We originated more than 21,800 small business loans totaling<br />

$250 million, <strong>of</strong> which 15% were made to businesses located in low- or moderate-income<br />

communities, in 2010.<br />

• CRA mortgage lending – We made more than 29,300 mortgage loans totaling $5.3 billion, <strong>of</strong><br />

which 36% were made to low- or moderate-income borrowers or for homes located in low- or<br />

moderate-income communities, in 2010.<br />

<strong>Page</strong> 54


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• CRA loans and investments – We provided more than $143 million in community development<br />

loans and investments in 2010.<br />

• Branch Presence –J.P. Morgan plans to add at least 375 branches in Florida by 2015.<br />

Our Economic Impact to Florida<br />

• Taxes paid – We paid more than $25 million in state and local taxes in 2010.<br />

• Employee wages and benefits - We paid more than $1 billion in wages and benefits to Florida<br />

employees in 2010.<br />

• Goods and services purchased – We purchased more than $294 million in goods and services<br />

from Florida companies in 2010.<br />

13.14 All banks selected to provide services to the <strong>District</strong> must agree to notify the <strong>District</strong>, in writing, if any <strong>of</strong><br />

this information changes during the term <strong>of</strong> the contract.<br />

<strong>The</strong> bank shall endeavor to notify the <strong>District</strong> in writing <strong>of</strong> any changes in Federal or State regulations<br />

or laws that would affect the contract.<br />

13.15 Please explain briefly why <strong>Palm</strong> <strong>Beach</strong> <strong>School</strong> <strong>District</strong> should select your organization to provide the<br />

required services.<br />

Our Treasury Services business is a top-ranked, full-service provider <strong>of</strong> innovative payment,<br />

collection, liquidity and investment management, trade finance, commercial card and information<br />

solutions to governments and municipalities, financial services institutions, middle market companies<br />

and small businesses worldwide. With more than 135,000 clients and operations in 60 countries, J.P.<br />

Morgan Treasury Services is one <strong>of</strong> the world's largest providers <strong>of</strong> treasury management services.<br />

J.P. Morgan differentiates itself through excellent implementation and project management, as well as<br />

client service. <strong>The</strong>se are critical components to ensuring the successful rollout and adoption <strong>of</strong><br />

centralized cash management systems, since the <strong>District</strong> will need to have confidence in the<br />

capabilities <strong>of</strong> your selected bank to understand and respond in a timely fashion to your requirements.<br />

Our leadership position in the services we are proposing for the <strong>District</strong> not only promotes cost<br />

effective delivery <strong>of</strong> services, but is also evidence <strong>of</strong> our ability to support the <strong>District</strong>’s needs. We are<br />

committed to sustaining our leadership position by continuing to develop innovative products and<br />

make investments in technology.<br />

13.16 Personnel:<br />

13.17 Provide biographical information on all bank <strong>of</strong>ficers that will be directly involved in the management <strong>of</strong><br />

the <strong>District</strong>’s accounts. Indicate the primary contacts and who will be designated to handle matters when<br />

the primary contact is unavailable. Describe the experience these <strong>of</strong>ficers have working with municipal<br />

clients.<br />

Our partnership with the <strong>District</strong> will be rooted with a dedicated relationship team responsible for<br />

addressing your inquiries and requests for services, while attending to daily activities regarding the<br />

management <strong>of</strong> your accounts. Ralph Hildevert, the <strong>District</strong>’s assigned Relationship Manager, will be<br />

the account representative and primary contact for the <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>. <strong>The</strong><br />

assigned Treasury Sales Manager is Marcos Cordero. He assists in designing the most efficient<br />

account structure and will notify you <strong>of</strong> enhancements to our products and services. Additionally, we<br />

<strong>of</strong>fer a single point <strong>of</strong> contact for all client inquiries across product lines. <strong>The</strong> <strong>District</strong> will be assigned<br />

a designated Client Service Pr<strong>of</strong>essional (CSP), Carol Leonard, who will be your primary contact for<br />

your day-to-day inquiries and will engage the appropriate J.P. Morgan department on your behalf.<br />

Biographical information for the individuals on the <strong>District</strong>’s relationship team can be found below:<br />

<strong>Page</strong> 55


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Ralph Hildevert, Relationship Manager & Banker<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 1450 Brickell Ave, Floor 33, Miami, FL, 33131-3444<br />

Phone Number 305.579.9320<br />

Fax Number 305.351.8451<br />

e-mail address<br />

ralph.hildevert@jpmorgan.com<br />

Experience<br />

Ralph Hildevert joined JPMorgan Chase Bank in 1997 and is a vice president in our Government, Not-for-<br />

Pr<strong>of</strong>it, Higher Education, and Healthcare (GNPH) group in Miami. As a GNPH banker, he is responsible for<br />

proactively assisting government entities, public and private schools, colleges and universities based in<br />

South Florida with their financial needs, particularly credit, cash management, and treasury services<br />

solutions.<br />

Prior to becoming a GNPH banker, Ralph was a Relationship Manager, credit analyst and senior client<br />

service pr<strong>of</strong>essional for Chase’s Commercial Bank International Agencies Team, assisting some <strong>of</strong> the<br />

largest international, non-governmental, multilateral, humanitarian, and micr<strong>of</strong>inance organizations. Ralph<br />

has been with the organization and its predecessor banks working in various roles for over 15 years.<br />

Education<br />

Ralph holds an Executive MBA degree in International Business from the University <strong>of</strong> Miami and a B.S. in<br />

Administrative Studies and Legal Studies from St. John’s University in New York, where he graduated Magna<br />

Cum Laude. He also completed the Chase Commercial Banking Credit Analyst program. Ralph is pr<strong>of</strong>icient<br />

in Spanish and has conversational knowledge <strong>of</strong> Portuguese.<br />

Leif Chase, Division Manager<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 450 S Orange Avenue, Floor 10, Orlando, FL, 32801<br />

Phone Number 407-236-5464<br />

Fax Number 407-218-5355<br />

e-mail address<br />

leif.g.chase@jpmorgan.com<br />

Experience<br />

Leif joined J.P. Morgan in March 2010, before which he worked for over 14 years in public finance, including<br />

local government, a financial advisory firm, regional underwriters, and a regional bank focused exclusively on<br />

governmental banking. During this time, he focused primarily on publicly underwritten and privately placed<br />

entities such as utilities, municipalities, school boards, universities, and not-for-pr<strong>of</strong>it organizations.<br />

Leif spent the past four years working for regional investment banks. He has extensive involvement with<br />

credit evaluation and structure for Certificate <strong>of</strong> Participation issues, serving as financial advisor to Orange<br />

<strong>County</strong> <strong>School</strong>s, Duval <strong>County</strong> <strong>School</strong>s, Citrus, Charlotte, and Marion <strong>County</strong> <strong>School</strong>s.<br />

Education<br />

Leif received his Undergraduate degree from the University <strong>of</strong> Central Florida and a Master's degree in<br />

Public Administration from the University <strong>of</strong> Central Florida. Leif is currently Series 7 & 63 licensed.<br />

<strong>Page</strong> 56


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Marcos Cordero , Treasury Sales Manager<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 1450 Brickell Ave, Floor 33, Miami, FL, 33131-3444<br />

Phone Number 305.579.9494<br />

Fax Number 866.308.9942<br />

e-mail address<br />

marcos.x.cordero@chase.com<br />

Experience<br />

Marcos Cordero is a Treasury Sales Manager in J.P. Morgan’s Treasury Services division, focused on<br />

serving the needs <strong>of</strong> clients in the public sector. He has over 15 years <strong>of</strong> banking experience and a thorough<br />

understanding <strong>of</strong> cash management products, sales and service.<br />

In this role, his responsibilities include business development and relationship management for Public Sector<br />

clients located in South Florida.<br />

Education<br />

Marcos graduated from Nova Southeastern University, receiving a Bachelor <strong>of</strong> Business Administration with a<br />

specialty in Business Pr<strong>of</strong>essional Management.<br />

Joseph Scharf, Executive Director<br />

Senior Treasury Management Officer (TMO)<br />

Office Address 100 North Tampa Street, Floor 33, Tampa, FL, 33602<br />

Phone Number 813-483-8248<br />

Fax Number 813-369-5806<br />

e-mail address<br />

joseph.h.scharf@chase.com<br />

Experience<br />

Joseph is the Treasury Management Officer covering the Middle Market / Public Sector in West Florida. In this<br />

role, he is responsible for providing consultations for our new and existing clients on their Treasury Service<br />

needs. Joseph has more than 25 years <strong>of</strong> experience in the financial services industry and has held diverse<br />

roles managing Operations, Business Development and Product Management domestically and<br />

Internationally.<br />

Education<br />

Joseph received his Bachelor <strong>of</strong> Science degree in Business Administration from the State University <strong>of</strong> New<br />

York, College at Buffalo.<br />

Additional Treasury Sales support will be provided by Richard Duran, Senior Account Analyst.<br />

Richard Duran, Senior Account Analyst<br />

Office Address<br />

350 East Las Olas Boulevard, Floor 12-STE1250<br />

Fort Lauderdale, FL, 33301<br />

Phone Number 954-356-0044<br />

Fax Number 866-386-8232<br />

e-mail address<br />

richard.a.duran@jpmchase.com<br />

<strong>Page</strong> 57


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Richard Duran, Senior Account Analyst<br />

Work History<br />

Richard serves as the local client sales associate for Complex Treasury Services, providing support,<br />

solutions and strategic options to the South Florida Market Treasury Sales Managers. Richard joined J.P.<br />

Morgan November 2005. As an Investigator for operations, he quickly transitioned to a Sr. Investigator, a<br />

trainer and prior to joining Treasury Sales held a position as a Single Point <strong>of</strong> Contact Client Service<br />

Pr<strong>of</strong>essional for J.P. Morgan’s Toronto and London markets.<br />

Education<br />

Richard has a Bachelor’s in Business Administration with Lynn University with a specialization in International<br />

Business.<br />

Carol Leonard, Senior Client Service Pr<strong>of</strong>essional<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 100 North Tampa Street, Floor 33, Tampa, FL, 33602<br />

Phone Number 305.579.9637<br />

Fax Number 866.914.9910<br />

e-mail address<br />

carol.a.leonard@jpmorgan.com<br />

Experience<br />

Carol Leonard is a Sr. Client Service Pr<strong>of</strong>essional with the local client service team. She has 22 years <strong>of</strong><br />

Banking experience which includes deposit operations, 16 years <strong>of</strong> which have been dedicated to providing<br />

outstanding customer service to our middle market and government clients.<br />

She has received several accolades based on her performance. <strong>The</strong>se include 3 National awards, team<br />

recognition and client applause. Most recently she has been recognized for her coaching, mentoring and<br />

acting as a subject matter expert nationwide.<br />

Education<br />

Carol received her High <strong>School</strong> Diploma from Ouachita Parish High <strong>School</strong>, Monroe, LA, and Attended<br />

Tarrant <strong>County</strong> Junior College – Business Management for two years.<br />

Additional Education – Supervisory Training and Banking courses with the American Institute <strong>of</strong> Banking<br />

Mayra Perez, Client Service Pr<strong>of</strong>essional (Backup)<br />

Government Not-for-Pr<strong>of</strong>it Healthcare (GNPH)<br />

Office Address 100 North Tampa Street, Floor 33, Tampa, FL, 33602<br />

Phone Number 813-483-8257<br />

Fax Number 866.914.9910<br />

e-mail address<br />

mayra.s.perez@jpmorgan.com<br />

Experience<br />

Mayra Perez is a Client Service Pr<strong>of</strong>essional with the local client service team. She has four years <strong>of</strong><br />

Banking experience which includes technical support and client service to our middle market and<br />

government clients.<br />

Education<br />

Mayra received her High <strong>School</strong> Diploma from Loyola High <strong>School</strong>, and attended IVYTECH State College<br />

and the Tucker <strong>School</strong> <strong>of</strong> Business.<br />

Additional Education – Business Program Certification, IndyPendence Job Corps Center<br />

<strong>Page</strong> 58


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Kelly A. Barnes, Vice President<br />

Local Client Service Manager, Commercial Bank Client Services<br />

Office Address 100 North Tampa Street, Floor 33, Tampa, FL, 33602<br />

Phone Number 813-432-5724<br />

Fax Number 866-917-0148<br />

e-mail address<br />

Experience<br />

kelly.a.barnes@chase.com<br />

Kelly Barnes is the Local Client Service Manager responsible for Florida and Georgia. She brings more than 20<br />

years <strong>of</strong> banking experience with a management background that includes Deposit Operations, Credit Card<br />

Operations and Customer Service.<br />

Kelly began her career with Fleet Bank in New York in 1990 as an Operations Manager. In 1995, she relocated<br />

to New Orleans, Louisiana and accepted a position with First Commerce Corporation as Customer Service<br />

Manager. With the acquisition <strong>of</strong> First Commerce Corporation and Bank One, Kelly assumed the Local Client<br />

Service Manager Role in Commercial Banking. Just recently, Kelly joined the West and Expansion States<br />

segment as Local Client Service Manager for Florida and Georgia and is located in Tampa, Fl.<br />

She has been recognized for her outstanding leadership and teamwork. Kelly is a leader in customer service<br />

and has received J.P. Morgan national recognition awards for her service excellent and dedication to providing<br />

exceptional customer service to our clients.<br />

Education<br />

She attended SUNY College <strong>of</strong> Technology in Utica, New York and has earned a Masters in Business<br />

Administration and Technology Management.<br />

13.18 Describe the approach to account administration that is used (i.e., account teams, account administrator<br />

with support group)?<br />

<strong>The</strong> Delivering Service Excellence Difference<br />

Delivering Service Excellence SM demonstrates J.P. Morgan’s commitment to providing outstanding<br />

service to our clients through the personalized attention <strong>of</strong> a dedicated client service pr<strong>of</strong>essional.<br />

• Personal: With Delivering Service Excellence, you are provided a dedicated Client Service<br />

Pr<strong>of</strong>essional (CSP), Carol Leonard, whose role is to support day-to-day banking and treasury<br />

needs that arise. <strong>The</strong> CSP is a vital member <strong>of</strong> our Commercial Banking team along with your<br />

banker and/or treasury management <strong>of</strong>ficer.<br />

• Experienced: CSPs are highly seasoned and knowledgeable service pr<strong>of</strong>essionals who have an<br />

average <strong>of</strong> 20 years <strong>of</strong> industry experience. Many have built their careers in the banking industry<br />

and around the service function, which translates to a first-rate experience.<br />

• Responsive: According to our 2010 Client Relationship Survey, the top two attributes that our<br />

clients look for in a service pr<strong>of</strong>essional are the same attributes that our CSPs were rated highest<br />

– promptness in following up on requests, and ability to accurately and dependably resolve<br />

issues.<br />

• Proactive: Delivering Service Excellence also means using striving to understand our clients’<br />

unique banking requirements and to share ideas that help clients save time and money. In<br />

addition, CSPs use their expertise and training to anticipate issues before they arise, <strong>of</strong>ten<br />

reaching out to clients proactively about their accounts.<br />

<strong>Page</strong> 59


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Integrated Service Center<br />

Your relationship team includes your dedicated CSP, Carol Leonard, and backup CSP, Mayra Perez.<br />

Carol and Mayra are supported by a fully integrated service center staffed with a team that shares the<br />

same level <strong>of</strong> commitment to providing outstanding service.<br />

Beyond <strong>of</strong>fering extended hours <strong>of</strong> operations, our service center provides accelerated resolution <strong>of</strong><br />

issues if your CSP is unavailable. It also <strong>of</strong>fers an escalation point if your systems are down or if your<br />

staff is out <strong>of</strong> the <strong>of</strong>fice, so that you can continue to do business.<br />

13.19 Provide an organizational chart for the personnel who will be associated with the <strong>District</strong>’s accounts,<br />

including the roles <strong>of</strong> each person, and illustrating the relationship among the personnel.<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>’s designated J.P. Morgan Relationship Team<br />

(Primary contacts are denoted in light blue)<br />

Commercial Banking<br />

GNPH Government, Notfor-Pr<strong>of</strong>it<br />

& Healthcare<br />

Treasury Services<br />

Client Services<br />

Leif Chase<br />

GNPH<br />

Division Manager<br />

Joseph Scharf<br />

Executive Director<br />

Treasury Management Officer<br />

Kelly Barnes<br />

Client Service<br />

Manager<br />

Ralph Hildevert<br />

GNPH Banker<br />

Relationship Manager<br />

Marcos Cordero<br />

Treasury Sales Manager<br />

Carol Leonard<br />

Senior Client Service<br />

Pr<strong>of</strong>essional<br />

Richard Duran<br />

Treasury Sales Account Analyst<br />

Figure 6<br />

13.20 Customer Service and Quality:<br />

13.21 Please describe your firm's commitment to service quality and customer service.<br />

J.P. Morgan has an extensive operational quality improvement program for its Treasury Services.<br />

Commonly referred to as HPC (High Performance Culture), this program leverages key elements <strong>of</strong><br />

traditional Six Sigma and TQM (Total Quality Management) to drive service quality management<br />

processes to the front line.<br />

In addition to these quality control practices, Treasury Services Program Management Office provides<br />

oversight for significant change events within the business. This department oversees that the<br />

necessary resources are in place, change management practices are adhered to and testing remains<br />

central to our quality control practices. It is also common, as new products are developed, that we<br />

engage with clients to beta test solutions prior to release.<br />

<strong>Page</strong> 60


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

High Performance Culture<br />

A critical component <strong>of</strong> our quality system is the continuous review <strong>of</strong> performance results and<br />

prioritization <strong>of</strong> improvement opportunities. We review key indicators on a daily, weekly and monthly<br />

basis. Following, are examples <strong>of</strong> some <strong>of</strong> our performance reporting, management and review<br />

processes.<br />

• Daily Production Assurance Review<br />

Under the oversight <strong>of</strong> the Commercial Production Assurance Center, every morning key product<br />

delivery managers and front line supervisors report on specific operational “wellness” indicators to<br />

assure that no systemic barriers exist that will prevent the delivery <strong>of</strong> high quality cash<br />

management services for that business day.<br />

• Weekly Operations Review<br />

On a weekly basis senior leadership within our Treasury Services Operations Groups review the<br />

week’s key business indicators. This weekly review includes input from Treasury Client Services<br />

on client inquiry trends for the week, or emerging issues identified by client services leadership<br />

based on direct interaction with our clients. Critical issues are assigned resolution owners and<br />

corrective actions taken as appropriate.<br />

• Client Experience Impact Review<br />

<strong>The</strong> Client Experience and Impact Review meetings are cross-functional forums that serve as<br />

platforms to jointly review key performance indicators, client specific satisfaction results,<br />

upcoming changes and events and escalated issues or opportunities.<br />

On a bi-weekly basis, senior executive and mid-level managers representing Treasury Services<br />

operations, technology, product management, client services and implementation meet with one<br />

key objective, identification <strong>of</strong> opportunities that contribute to an improved experience for our<br />

clients.<br />

Overall, our processes and dedicated, expert resources provide a focus on excellence in approach<br />

along with an ongoing commitment to deliver the highest quality products, services and solutions in<br />

the marketplace today.<br />

13.22 Indicate the bank’s customer service organizational structure (choose one):<br />

• Separate customer service department for depository services<br />

• Centralized customer service department for all cash management services<br />

• Customer service function contained within depository services operating unit(s)<br />

• Other – please describe<br />

Other: Single point <strong>of</strong> contact for the <strong>District</strong><br />

All Commercial Banking clients are assigned a dedicated, local Client Service Pr<strong>of</strong>essional who<br />

provides cross-product support which includes the services detailed in this response. With this oneto-one<br />

relationship, your Client Service Pr<strong>of</strong>essional will develop a deep understanding <strong>of</strong> your<br />

business, the products you use and your overall business needs. Your Client Service Pr<strong>of</strong>essional<br />

and their dedicated backup are your day-to-day contact for all servicing needs or concerns.<br />

Commercial Banking Client Service Pr<strong>of</strong>essionals are experienced pr<strong>of</strong>essionals with a deep<br />

knowledge <strong>of</strong> Commercial Banking and Treasury Services products.<br />

13.23 Will a specific customer service representative be assigned to handle the <strong>District</strong>?<br />

Yes.<br />

<strong>Page</strong> 61


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

a. Describe the responsibilities <strong>of</strong> the customer service personnel, including the chain <strong>of</strong> command for<br />

problem resolution.<br />

J.P. Morgan’s Client Service Pr<strong>of</strong>essionals have the authority to engage all levels <strong>of</strong> Commercial<br />

Banking management and escalate issues within the client service organization across J.P.<br />

Morgan business units. For each service provided to you, client service has a detailed matrix <strong>of</strong><br />

contacts and escalation procedures to expedite resolution. <strong>The</strong>se procedures also include<br />

internal service standards to help ensure that other J.P. Morgan groups are providing timely<br />

responses. In addition, client service works closely with your full relationship team so that<br />

everyone supporting you is informed <strong>of</strong> your relationship activity.<br />

b. Is local customer service support available to assist with deposits?<br />

All Commercial Banking clients are assigned a dedicated, local Client Service Pr<strong>of</strong>essional who<br />

provides cross-product support which includes the services detailed in this response. With this<br />

one-to-one relationship, your Client Service Pr<strong>of</strong>essional will develop a deep understanding <strong>of</strong><br />

your business, the products you use and your overall business needs. Your Client Service<br />

Pr<strong>of</strong>essional and their dedicated backup are your day-to-day contact for all servicing needs or<br />

concerns. Commercial Banking Client Service Pr<strong>of</strong>essionals are experienced pr<strong>of</strong>essionals with a<br />

deep knowledge <strong>of</strong> Commercial Banking and Treasury Services products.<br />

13.24 What are the hours <strong>of</strong> operation <strong>of</strong> the customer service unit? (Specify time)<br />

Your Client Service Pr<strong>of</strong>essional is available during standard business hours within each time zone.<br />

In addition, our Commercial Banking Client Service Center <strong>of</strong>fers extended hours <strong>of</strong> operation<br />

Monday through Friday from 8:00 a.m. ET to 8:00 p.m. ET.<br />

Our Technical Solutions Group (TSG) is available to assist you with your J.P. Morgan ACCESS<br />

inquiries around the globe Sunday 4:00 p.m. ET through Friday 8:00 p.m. ET.<br />

13.25 How does the bank handle inquiries requiring research and adjustments?<br />

Your research request is handled by your dedicated Client Service Pr<strong>of</strong>essional, who will work with<br />

the appropriate operational areas to help ensure your request is handled timely and accurately. In<br />

addition, your Client Service Pr<strong>of</strong>essional has the authority to escalate whenever necessary so that<br />

issue resolution occurs to your satisfaction.<br />

13.26 How does the bank handle audit confirmation requests?<br />

Audit Confirmations<br />

This is a request for information pertaining to your account and/or banking relations. Typically your<br />

external auditor generates the request. <strong>The</strong>re are two types <strong>of</strong> audit requests:<br />

• Balance Request — A request for balances as <strong>of</strong> a specific date.<br />

• Detail Request — A request for full details <strong>of</strong> your account and may include balances, direct and<br />

contingent liabilities, and securities agreements.<br />

<strong>The</strong> <strong>District</strong>’s dedicated Client Service Pr<strong>of</strong>essional will coordinate the response to any audit<br />

confirmations.<br />

13.27 Are there established turn-around times for research and adjustment items? If yes, specify.<br />

Yes, our client service organization has established target response times for inquiry and problem<br />

resolution. Please refer to the table below for a summary <strong>of</strong> our current response measures.<br />

<strong>Page</strong> 62


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Product/Service Type<br />

Client Service Pr<strong>of</strong>essional<br />

Commercial Banking Client<br />

Service Center<br />

J.P. Morgan ACCESS<br />

Technical Solutions Center<br />

Service Level Name & Description<br />

Inquiry Response Time - Affirmation <strong>of</strong> client request targeted within two hours<br />

<strong>of</strong> receipt.<br />

Inquiry Resolution Time – Resolution time established by the Client Service<br />

Pr<strong>of</strong>essional upon receipt <strong>of</strong> the issue if first contact resolution cannot be met.<br />

<strong>The</strong> resolution time will vary based on the issue, but regular updates will be<br />

provided by the Client Service Pr<strong>of</strong>essional.<br />

Average Speed <strong>of</strong> Answer – <strong>The</strong> average speed in which a call is answered.<br />

Target for the client service center is 30 seconds or less.<br />

Average Abandon Call Rate – <strong>The</strong> percentage <strong>of</strong> calls that are abandoned<br />

prior to call pickup. Target is no more than 4.0% <strong>of</strong> all calls.<br />

Calls Answered in Less than 30 Seconds - <strong>The</strong> percent <strong>of</strong> incoming calls<br />

answered within 30 seconds. Target is no less than 80% <strong>of</strong> calls are answered<br />

within 30 seconds.<br />

Average Speed <strong>of</strong> Answer – <strong>The</strong> average speed in which a call is answered.<br />

Target is 30 seconds or less.<br />

Average Abandon Call Rate – <strong>The</strong> percentage <strong>of</strong> calls that are abandoned<br />

prior to call pickup. Abandoned rate target performance is no more than 5.0% <strong>of</strong><br />

all calls.<br />

Calls Answered in Less than 30 Seconds – <strong>The</strong> percent <strong>of</strong> incoming calls<br />

answered within 30 seconds. Target is no less than 80% <strong>of</strong> calls are answered<br />

within 30 seconds.<br />

13.28 Does the bank provide technical customer support for computer hardware, s<strong>of</strong>tware, and<br />

communications problems?<br />

Yes, our main technical support line is our Technical Solutions Group, and agents are available to<br />

assist you with your inquiries around the globe Sunday 4:00 p.m. ET through Friday 8:00 p.m. ET...<br />

Technical support availability for other products can be provided upon request.<br />

13.29 Compensating Balances:<br />

13.30 It is anticipated that all deposited funds will be used to <strong>of</strong>fset fees. Describe the method used to<br />

calculate the earnings credit rate (ECR). Is the reserve requirement deducted from the available balance<br />

before the ECR is calculated? Please include the bank formula for converting service charges to balance<br />

requirements and a listing <strong>of</strong> the bank earnings credits and reserve requirements for the period from<br />

July 1, 2010 to March 31, 2012.<br />

Earnings Credit Rate (ECR) is used to calculate the value <strong>of</strong> balances that can be used to <strong>of</strong>fset<br />

service fees for the analysis period.<br />

J.P. Morgan uses the following formula to calculate the earnings credit allowance:<br />

• Earnings Credit = (Average Balance * ECR * Actual Days in Month) / Actual Days in Year<br />

<strong>The</strong> Federal Reserve stated it will pay interest on reserves held by its member banks. <strong>The</strong>refore,<br />

since January 1, 2009, J.P. Morgan has passed this benefit to our customers by giving Earnings<br />

Credit on 100 percent, up from the previous 90 percent, <strong>of</strong> the balance on eligible demand deposit<br />

accounts. As a result <strong>of</strong> the increased earnings credit, clients receive greater value for balances held<br />

to <strong>of</strong>fset service fees.<br />

For the period from July 1, 2010 to March 31, 2012, the premium managed ECR has hovered at<br />

approximately 40 basis points for clients with similar characteristics, and as stated above, J.P.<br />

Morgan did not have a reserve requirement during this period.<br />

<strong>Page</strong> 63


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Earning Credit (ECE) Rates<br />

Date Standard Rate Premium Rate Date Standard Rate Premium Rate<br />

Apr-12 0.30% 0.40% May-11 0.30% 0.40%<br />

Mar-12 0.30% 0.40% April-11 0.30% 0.40%<br />

Feb-12 0.30% 0.40% Mar-11 0.30% 0.40%<br />

Jan-12 0.30% 0.40% Feb-11 0.30% 0.40%<br />

Dec-11 0.30% 0.40% Jan-11 0.30% 0.40%<br />

Nov-11 0.30% 0.40% Dec-10 0.30% 0.40%<br />

Oct-11 0.30% 0.40% Nov-10 0.30% 0.40%<br />

Sept-11 0.30% 0.40% Oct-10 0.30% 0.40%<br />

Aug-11 0.30% 0.40% Sept-10 0.30% 0.40%<br />

Jul-11 0.30% 0.40% Aug-10 0.30% 0.40%<br />

Jun-11 0.30% 0.40% Jul-10 0.30% 0.40%<br />

13.31 How and when would the <strong>District</strong> be notified <strong>of</strong> a price change after the initial 3-year term?<br />

<strong>The</strong> pricing reflected with this <strong>of</strong>fer will be valid for the initial three-year term. Prior to the end <strong>of</strong> the<br />

contract term, by mutual agreement, the <strong>District</strong> will have the opportunity to discuss an optional<br />

extension <strong>of</strong> the contract and potential pricing changes with your Relationship Manager. <strong>The</strong> <strong>District</strong><br />

will be notified in writing 30 days prior to any change.<br />

Additionally, there are many additional services we <strong>of</strong>fer that could be utilized but not described here.<br />

<strong>The</strong>se services and transactions are available to the <strong>District</strong> at any time during the contract term at a<br />

mutually agreed price prior to the implementation <strong>of</strong> new services and/or new fees.<br />

13.32 Implementation and Conversion:<br />

13.33 Provide a detailed description <strong>of</strong> the implementation process, including testing and a sample<br />

implementation schedule. Describe a conversion plan to transfer assets <strong>of</strong> the <strong>District</strong> to the bank.<br />

From the moment the <strong>District</strong> awards us your business, J.P. Morgan’s commitment is to integrate our<br />

products and services into the <strong>District</strong>’s organization smoothly and efficiently.<br />

We are committed to:<br />

• Clearly understanding the <strong>District</strong>’s product and service requests<br />

• Serving as your primary point <strong>of</strong> contact throughout the implementation process<br />

• Developing clear implementation plans and goals for product start-up<br />

• Coordinating the setup and installation <strong>of</strong> J.P. Morgan products<br />

• Earning your satisfaction throughout the implementation process<br />

Partnership Approach<br />

We have a dedicated GNPH Implementation Team lead by Amanda J John. She will assign an<br />

Implementation Project Manager to coordinate all aspects <strong>of</strong> this project to integrate our products and<br />

services into the <strong>District</strong>’s organization smoothly and efficiently.<br />

An Implementation Project Manager will be assigned to serve as the <strong>District</strong>s primary point <strong>of</strong> contact<br />

throughout implementation. <strong>The</strong> assigned Implementation Project Manager has end-to-end ownership<br />

and accountability <strong>of</strong> the process, is responsible for communicating regularly with the <strong>District</strong> and<br />

<strong>Page</strong> 64


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

coordinates activities across the bank. Regular meetings are held to share information and measure<br />

progress.<br />

<strong>The</strong> Implementation Process<br />

An established project flow and framework is followed when executing the setup <strong>of</strong> products and<br />

services.<br />

Implementation Project Workflow<br />

Figure <br />

Your Implementation Project Manager works with you to validate the solutions you have requested,<br />

establishes timelines for implementation and then coordinates with the necessary teams across your<br />

organization and ours to complete the setup. Overall responsibilities include:<br />

• Forwarding new account documentation, file specifications, start-up packet(s) and procedure<br />

manuals to the client<br />

• Contacting the client’s designated representative(s) to complete all required documentation and<br />

determine specific product instructions<br />

• Reviewing and completing product questionnaires with the client as appropriate<br />

• Opening required accounts<br />

• Ordering necessary depository supplies<br />

• Coordinating with Operations to make sure all products are set up to the client’s specifications<br />

• Coordinating any necessary file and transmission testing with the systems implementation<br />

resource, which includes:<br />

• Transmission options review and setup<br />

• File testing<br />

• File security<br />

• Ensuring that all test results are reported to appropriate individuals<br />

• Ensuring that all reports and elements <strong>of</strong> file testing and processing are examined<br />

• Updating all parties on progress<br />

• Providing any required training or other assistance as needed<br />

• Monitoring initial depository activity and confirming all depository products are working as<br />

expected<br />

• Coordinating the hand-<strong>of</strong>f to the client service <strong>of</strong>ficer (CSO) for ongoing servicing<br />

Depository products can be implemented in as little as two weeks with some setups taking up to four<br />

weeks. <strong>The</strong> timeline heavily depends on client commitment and is contingent on the client’s ability to<br />

successfully send/receive any required file(s), whether the client uses ACH to clear items and the<br />

connectivity solution. Complex and/or large implementations may take longer than four weeks.<br />

<strong>Page</strong> 65


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Measuring Satisfaction<br />

Upon completion <strong>of</strong> the setup request, we will ask you to complete a survey to help us measure your<br />

satisfaction with the delivery <strong>of</strong> the new services. Your feedback helps us evaluate our performance<br />

and continuously improve our implementation processes.<br />

Please refer to Appendix 5 for a “Sample Implementation Project Plan.”<br />

13.34 Does the bank assign an implementation team? What dedicated resources (personnel, equipment,<br />

training <strong>of</strong> personnel, consultants, etc.), procedures, and controls will you provide or recommend in the<br />

conversion period to ensure that the conversion is completed successfully in both a timely and accurate<br />

manner.<br />

<strong>The</strong> J.P. Morgan implementation team is experienced in dealing in all aspects <strong>of</strong> cash management<br />

and is committed to working with the <strong>District</strong> so that your solution is designed, implemented, and<br />

managed daily to meet your requirements. We will work with you to develop a detailed plan for the<br />

efficient and timely implementation <strong>of</strong> all services.<br />

Once awarded your business we will work with you to determine an appropriate implementation<br />

timeframe. Our commitment is to integrate our products and services into your organization in a<br />

smooth and efficient manner. Together, we will determine whether the product/services are<br />

implemented at once or in a phased approach. We will agree on milestone dates and related<br />

deliverables. <strong>The</strong>se will be tracked by your designated Project Manager for a seamless migration to<br />

your new products and related systems.<br />

J.P. Morgan realizes the full extent <strong>of</strong> the challenges that implementations can bring and will make<br />

every effort to help ensure that the integration <strong>of</strong> our products and services into the <strong>District</strong>’s business<br />

will be a smooth process.<br />

13.35 What is the average lead-time required for implementation, including but not limited to the following<br />

services? What are the critical factors that may impact that lead-time?<br />

<strong>The</strong> implementation lead time is defined in the sample project plan in Appendix 5. <strong>The</strong> start <strong>of</strong><br />

Documentation and Service Setup phase heavily depends on the client and their availability to<br />

confirm the setup details as well as provide signed documentation.<br />

a. Supplies (Encoded Deposit Slips, Endorsement Stamps, etc)<br />

<strong>The</strong> following can be delivered within five to 10 business days by our vendors. Standard orders<br />

are typically processed within three business days and shipped via U.S. Mail. Expedited order<br />

processing and mailing options are available.<br />

• Deposit tickets<br />

• Endorsement stamps<br />

• Tamper-resistant plastic depository bags<br />

Deposit ticket MICR specification sheets are available electronically. Your implementation<br />

consultant will provide these upon request.<br />

J.P. Morgan allows for third-party deposit tickets as long as they meet our deposit ticket<br />

specifications. In addition, J.P. Morgan will need to test the deposit tickets to determine if our<br />

operations and technologies can easily read the data on these items. This testing can be<br />

performed within 48 hours <strong>of</strong> the time we receive your tickets.<br />

b. Account Opening<br />

Opening an account can take up to three days upon the receipt <strong>of</strong> completed core<br />

documentation. Due to the U.S. Patriot Act and “Know Your Customer” regulations, we must<br />

<strong>Page</strong> 66


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

receive all required original documentation properly and fully completed before we can open an<br />

account.<br />

c. Information Reporting Setup<br />

<strong>The</strong> time required for a J.P. Morgan ACCESS implementation depends on the client’s<br />

environment and staff availability, and it can range from 6 to 15 days. <strong>The</strong> critical factors include<br />

receipt <strong>of</strong> signed documentation from the client and participation from the client’s designated<br />

security administrators to activate their IDs and establish new users with their entitlements.<br />

J.P. Morgan ACCESS implementation involves several steps and the involvement <strong>of</strong> the client’s<br />

designated security administrators. Initial installation and security setup can be accomplished<br />

quickly with the start-up components available on the J.P. Morgan ACCESS download page.<br />

Following initial installation, J.P. Morgan ACCESS security administrators at the client site first<br />

establish their own basic authentication IDs and digital signature authority and then establish and<br />

approve additional users for accounts, services and functions.<br />

d. Transmission Tests (Reconciliation and ACH)<br />

<strong>The</strong> average lead time for an ACH implementation is four to six weeks. <strong>The</strong> critical factors include<br />

successful connectivity and file testing with the client.<br />

<strong>The</strong> lead time for ARP without transmission is 10 business days. <strong>The</strong> lead time for ARP with full<br />

reconciliation is typically 21 business days. <strong>The</strong> critical factors that impact the full reconciliation<br />

timeframe are statement cycle (ARP service must start at the beginning <strong>of</strong> the account's<br />

statement cycle), client providing a list <strong>of</strong> outstanding checks, completion <strong>of</strong> successful file format<br />

testing and successful receipt <strong>of</strong> two live issue files.<br />

e. Document Tests (Imaging, MICR)<br />

J.P. Morgan accepts third-party checks and deposit tickets that meet specifications. In addition,<br />

the Bank requires testing <strong>of</strong> the <strong>District</strong>’s documents to verify that operations and technologies<br />

can easily read the data. J.P. Morgan will generally perform this testing within 48 hours <strong>of</strong> ticket<br />

receipt.<br />

f. Transfer <strong>of</strong> Assets<br />

<strong>The</strong> J.P. Morgan Treasury Implementation Team is experienced in dealing in all aspects <strong>of</strong> cash<br />

management and is committed to working with the <strong>District</strong> to help ensure that your solution is<br />

designed, implemented, and managed daily to meet your requirements. We will work with you to<br />

develop a detailed plan for the efficient and timely implementation <strong>of</strong> all services.<br />

Once awarded your business we will work with you to determine an appropriate implementation<br />

timeframe. Our commitment is to integrate our products and services into your organization in a<br />

smooth and efficient manner. During the scoping <strong>of</strong> the project, we will confirm the products and<br />

services to be implemented. Together, we will determine whether the services are implemented<br />

at once or in a phased approach. We will agree on milestone dates and related deliverables.<br />

<strong>The</strong>se will be tracked by your designated Implementation Project Manager for a seamless<br />

migration to your new products and related systems.<br />

J.P. Morgan realizes the full extent <strong>of</strong> the challenges that implementations can bring and will work<br />

closely with the <strong>District</strong> so that the integration <strong>of</strong> our products and services will be a smooth<br />

process.<br />

<strong>Page</strong> 67


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.36 Describe materials available and/or any on-site training provided by the bank in the areas listed below.<br />

J.P. Morgan will supply all necessary product guides, procedure manuals and user guides required<br />

for the product suite being implemented. Additionally, we will provide any training that is required or<br />

requested. Our objective is for you to fully understand our products, so you can take complete<br />

advantage <strong>of</strong> our product <strong>of</strong>ferings.<br />

a. Cash Deposit Preparation<br />

During the initial implementation meeting, clients will be provided with a number <strong>of</strong> materials,<br />

including deposit preparation procedures. Our “Cash Vault Services Deposit Preparation Guide”<br />

is included as Appendix 9.<br />

b. Change Order Procedures/Systems<br />

During the implementation process, clients will be provided with a number <strong>of</strong> materials, including<br />

the procedures and worksheets for our automated VRU or Web-based coin and currency ordering<br />

system, depending on customer preference.<br />

c. Information Reporting/Detail Transmission Systems<br />

User guides and comprehensive reference guides for our electronic information<br />

reporting/transmission products will be provided during the implementation process.<br />

Support during implementation includes training, technical assistance, user manuals and on-site<br />

visits. For example, the following training and support tools are available to clients in J.P. Morgan<br />

ACCESS Cash Reporting:<br />

• Quick Start Reference Guides - Available on the J.P. Morgan ACCESS dashboard and<br />

provide step-by-step instruction on how to use the J.P. Morgan ACCESS products and<br />

modules<br />

• Webinar Training – Weekly instructor-led sessions are available on the various J.P. Morgan<br />

ACCESS products and modules<br />

• Phone Training - Customized one-on-one training conducted over the phone to meet your<br />

unique needs for all J.P. Morgan ACCESS products and modules<br />

In addition, ongoing support is provided by the Client Service and Technical Support Team.<br />

Training, usage and technical assistance are available from the Client Service and Technical<br />

Support Team via telephone.<br />

<strong>The</strong> support provided by the bank does not end once we have implemented your account<br />

process. We believe continued support is critical to our overall account relationship. For example,<br />

after account implementation, your client service <strong>of</strong>ficer will become your ongoing contact to help<br />

ensure that your expectations are consistently met.<br />

d. Technical Support<br />

Technical support and training is provided for all connectivity and electronic product solutions<br />

subsequent to the implementation process.<br />

Our Technical Solutions Group (TSG) supports our ongoing information reporting and electronic<br />

transaction initiation services. Depending on the technical complexity <strong>of</strong> a problem, question or<br />

request, your client service <strong>of</strong>ficer may refer you to this group for help in resolving hardware,<br />

s<strong>of</strong>tware or communication problems related to these services. <strong>The</strong> Technical Solutions Group is<br />

available to assist you with your inquiries around the globe Sunday 4:00 p.m. ET through Friday<br />

8:00 p.m. ET.<br />

<strong>Page</strong> 68


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

e. Materials such as deposit slips, checks, etc.<br />

<strong>The</strong> following can be delivered within five to 10 business days by our vendors. Standard orders<br />

are typically processed within three business days and shipped via U.S. Mail. Expedited order<br />

processing and mailing options are available.<br />

• Deposit tickets<br />

• Endorsement stamps<br />

• Tamper-resistant plastic depository bags<br />

Deposit ticket MICR specification sheets are available electronically. Your implementation<br />

consultant will provide these upon request.<br />

13.37 GENERAL BANKING SERVICES AND SCHOOL ACTIVITY ACCOUNTS<br />

13.38 Deposit Processing:<br />

13.39 Provide the address <strong>of</strong> the <strong>of</strong>fice location that will accept deposits via courier.<br />

J.P. Morgan’s Miami, FL vault will accept the <strong>District</strong>’s armored courier deposits. Due to the sensitive<br />

nature <strong>of</strong> this information, the physical address will be provided during implementation.<br />

13.40 What is the cut-<strong>of</strong>f time to ensure same day ledger credit? Is it the same for cash as for checks, drafts,<br />

etc? Are there any options that might affect this cut-<strong>of</strong>f time (e.g., provisional credit, and delayed<br />

verification)?<br />

Branch and ATM Deposits<br />

• ATM deposits - Cut<strong>of</strong>f times for deposits received at ATMs differ by location. Deposit cut<strong>of</strong>f times<br />

are posted on each ATM.<br />

• Branch deposits - Cut<strong>of</strong>f times for deposits received at branches differ by location. Local branch<br />

management will inform your local representative <strong>of</strong> all cut<strong>of</strong>f times during the initial set up <strong>of</strong> your<br />

depository business.<br />

• Branch night drop deposits - 7:30 a.m. local time (select branches <strong>of</strong>fer a second opening in the<br />

early afternoon. Local branch management will inform your local representative <strong>of</strong> all cut<strong>of</strong>f times<br />

during the initial set up <strong>of</strong> your depository business.)<br />

• Approximately 1,253 ATMs are available for commercial deposits in our Florida footprint.<br />

Check Only Deposits<br />

• Image Deposit Direct (IDD)<br />

• Standard - 10:00 p.m. ET with availability based on endpoint<br />

• With ACH - 7:00 p.m. ET for next business day credit. All transactions cleared as ACH debits<br />

are fully available the next business day, and nonconvertible items are available based on<br />

endpoint.<br />

Vault Deposits<br />

Below are the standard local cut<strong>of</strong>f times for our Miami vault:<br />

<strong>Page</strong> 69


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

City<br />

Cash-Only Deposit Deadline<br />

for Same Day Credit<br />

Mixed (Cash and Check) Deposit<br />

Deadline for Same Day Credit<br />

Check-Only<br />

Deposit Deadline<br />

Miami 8:00 p.m. 3:00 p.m. 3:00 p.m.<br />

a. For the various deposit options proposed, address any differences in ledger cut-<strong>of</strong>f times.<br />

Please refer to the previous question.<br />

13.41 Are weekend or holiday deposit services available? Is there an additional fee or discount for utilizing<br />

these services?<br />

Branch Deposits<br />

Branch deposit services are not <strong>of</strong>fered on bank holidays. However, our night drops located outside<br />

<strong>of</strong> branch facilities can accept deposits on holidays and provide ledger credit on the following<br />

business day. <strong>The</strong>re is no additional charge for this service.<br />

Electronic Check Deposits via Image Deposit Direct® (IDD)<br />

Electronic deposits may be sent on holidays and weekends, however, we do not post the deposit until<br />

the next available business day. Image cash letter transmissions received by 5:00 p.m. ET on Sunday<br />

are processed that evening so clients may receive some availability <strong>of</strong> funds Monday morning. IDD<br />

deposits must be made by 10:00 p.m.ET on Saturday to receive any Monday availability. <strong>The</strong>re is no<br />

additional charge for receiving and processing a file on a weekend or holiday.<br />

Paper Check Deposits<br />

On weekends and some bank holidays, deposits can be delivered to check processing centers for<br />

ledger credit on the following business day. Your dedicated client service pr<strong>of</strong>essional (CSP) can<br />

assist you in determining if a processing center will be available to receive weekend or holiday<br />

deposits. J.P. Morgan does not charge extra for this service. However, your courier may impose an<br />

additional charge for this service.<br />

13.42 What type <strong>of</strong> deposit bags does the bank allow/require?<br />

<strong>The</strong> required deposit bag is a tamper-evident, two-pouch, “cash and check” plastic security bag. One<br />

pouch is resealable; the other is tamper-evident. One side <strong>of</strong> the bag must be clear to verify the<br />

contents, and the bag number must be bar-coded on the outside <strong>of</strong> the bag.<br />

J.P. Morgan also requires the <strong>District</strong> to use disposable plastic coin bags for coin deposits greater<br />

than $10. Depository bags that are not purchased through J.P. Morgan must meet the minimum<br />

deposit bag specifications outlined in Appendix 10.<br />

a. Does the bank provide these bags?<br />

J.P. Morgan provides its clients with access to the deposit bag vendor at preferred prices. <strong>The</strong><br />

Bank has implemented a full-service program for ordering, billing and drop-shipping deposit bags<br />

to client locations. Order bags online at www.chasebags.com, or call the vendor directly at 866-<br />

458-BAGS (866-458-2247), from 8:00 a.m. to 7:00 p.m. ET. Carol Leonard the <strong>District</strong>’s<br />

dedicated CSP can answer any questions.<br />

J.P. Morgan does not require clients to use the Bank’s bags. If the <strong>District</strong> chooses to provide<br />

their own bags, they must meet J.P. Morgan’s deposit bag specifications and standards <strong>of</strong><br />

security, strength and durability.<br />

<strong>Page</strong> 70


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

b. Does the bank charge a fee for these bags?<br />

J.P. Morgan levies no fees above those charged by the vendor. <strong>The</strong> cost <strong>of</strong> bags to the <strong>District</strong> is<br />

the same as that paid by Chase branches and vaults. Monthly billing can be itemized by location<br />

on the <strong>District</strong>’s statement and billed directly to an account or charged to a credit card. Fees<br />

include the cost <strong>of</strong> the bag and standard delivery via UPS Ground. Only sales taxes are<br />

additional, where applicable. Prices depend on the size <strong>of</strong> bag ordered. Pricing and bag sizes as<br />

<strong>of</strong> Jan 2012.<br />

Depository<br />

Channel<br />

Branch,<br />

check or<br />

vault<br />

Branch,<br />

check or<br />

vault<br />

Vault<br />

Vault<br />

Description Features<br />

Cash only,<br />

check only,<br />

or cash and<br />

check<br />

Cash only,<br />

check only,<br />

or cash and<br />

check<br />

Bulk Coin<br />

Bulk Coin<br />

10" x 15" Small Dual-Pocket Security Bag<br />

• Tamper-evident Sentry 3 closure for maximum security<br />

• Dual-pocket, (top/bottom or side by side bag) for<br />

separating cash and checks<br />

• 1,000-note currency capacity<br />

• 300-check capacity<br />

• Tri-extruded film for added strength and security<br />

13" x 21" Large Dual-Pocket Security Bag<br />

• Tamper-evident Sentry 3 closure for maximum security<br />

• Dual-pocket , (top/bottom or side by side bag) for<br />

separating cash and checks<br />

• 3,000-note currency capacity<br />

• 600-check capacity<br />

• Tri-extruded film for strength and security<br />

11" x 17" Small Coin Bag<br />

• Can accommodate a “half bag” <strong>of</strong> any coin<br />

denomination:<br />

$500 in quarters<br />

$500 in dimes<br />

$100 in nickels<br />

$25 in pennies<br />

$100 in dollars<br />

$500 in halves<br />

• 6.5-mil film for maximum strength<br />

• Reinforced handle for easier transportation<br />

12" x 21" Large Coin Bag<br />

• Meets all Federal Reserve requirements for coin<br />

shipments<br />

• Can accommodate a "full bag" <strong>of</strong> any coin<br />

denomination:<br />

$1,000 in quarters<br />

$1,000 in dimes<br />

$200 in nickels<br />

$50 in pennies<br />

$2,000 in dollars<br />

$1,000 in halves<br />

• 7-mil film for maximum strength and durability<br />

Reinforced handle for easier transportation<br />

Price/<br />

Number <strong>of</strong><br />

units per<br />

package<br />

$25.00/100<br />

$35.00/100<br />

$50.00/100<br />

$60.00/100<br />

<strong>Page</strong> 71


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.43 Are there any benefits to separating currency, checks and coins in separate deposit bags?<br />

Separating the checks from cash allows the <strong>District</strong>’s courier to deliver the checks directly to the<br />

check-processing center to meet ledger cut-<strong>of</strong>f and availability deadlines. Deposit deadlines are later<br />

for separate cash and check deposits than for mixed deposits.<br />

If the <strong>District</strong> requires that we report cash deposits separately from check deposits, then separate<br />

deposit bags with separate deposit tickets (containing a unique BAI identifier) are required.<br />

Additionally, separate bags provide a security measure by reducing the possibility <strong>of</strong> combining cash<br />

with checks and inadvertently sending the cash to the check-processing center.<br />

13.44 Does the bank require that cash be deposited in standard straps only? Is there a penalty for depositing<br />

non-standard straps?<br />

J.P. Morgan does not require that cash be deposited in standard straps. However, the Bank does<br />

<strong>of</strong>fer price incentives based on how the deposit is prepared. <strong>The</strong> “Cash Vault Services Deposit<br />

Preparation Guide” that illustrates the most advantageous ways to prepare deposits is in Appendix 9.<br />

13.45 Provide a copy <strong>of</strong> your deposit preparation instructions.<br />

Please refer to Appendix 9 for our “Cash Vault Services Deposit Preparation Guide.”<br />

13.46 Does the bank accept loose and/or rolled coin for deposit at the vault, and branch locations? Is there a<br />

fee for depositing loose or rolled coin?<br />

J.P. Morgan accepts loose and rolled coin for deposit at vault, banking center and night drop<br />

locations. Regular deposits can contain up to $10 in coin. Deposits with greater than $10 in coin are<br />

strongly recommended to go to corporate vaults using plastic bags specifically made to accommodate<br />

large coin deposits. Bags should weigh less than 50 pounds each.<br />

<strong>The</strong>re are price incentives for preparing standard coin bags, sorted by denomination into Fedstandard<br />

dollar amounts. <strong>The</strong> Bank accepts mixed and partial bags through the vault. Please see the<br />

pricing section <strong>of</strong> this proposal for associated fees.<br />

13.47 What type <strong>of</strong> check reader/sorter does the bank use?<br />

J.P. Morgan <strong>of</strong>fers and supports Panini, Epson and RDM scanners. Our preferred scanners, at this<br />

time, are Epson’s CaptureOne product line. J.P. Morgan typically deploys the Epson CaptureOne<br />

60/100, but supports a variety <strong>of</strong> other scanners including the RDM single feed scanner and Panini<br />

My Vision X scanners. Scanners have a single input tray that can hold up to 100 checks at a time.<br />

Please refer to Cost <strong>of</strong> Services for pricing <strong>of</strong> scanners, which include a 2-year warranty period, along<br />

with cleaning supplies, including canned-air, a s<strong>of</strong>t cloth, and isopropyl alcohol – or a scanner<br />

cleaning kit or cleaning card. Ink cartridges are not required.<br />

13.48 Do Zero Balance Account (ZBA) reports include float?<br />

Gross balances and float are transferred from each subaccount to the master account. Float<br />

information on ZBAs can be provided on deposit information through the balance reporting system.<br />

13.49 How does the bank determine and calculate availability <strong>of</strong> deposited items?<br />

<strong>The</strong> availability schedule determines availability for each item. Availability is based on the drawee<br />

bank routing/transit number, the time the deposit is processed, fractional float assignment and, in<br />

some instances, the dollar amount <strong>of</strong> the item.<br />

<strong>Page</strong> 72


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

a. Does the bank give immediate availability for on-us items?<br />

Availability for on-us items and on-us controlled disbursement items varies by availability<br />

schedule. For specific details, please refer to the “Availability Schedule” in Appendix 1.<br />

b. Does the bank calculate availability by item or formula?<br />

J.P. Morgan calculates availability by item.<br />

c. Does the bank use a standard schedule? Accelerated schedule? How <strong>of</strong>ten is it updated?<br />

<strong>The</strong> Image Deposit Direct and Wholesale Lockbox Availability Schedules are designed to provide<br />

accelerated funds availability, compared with paper deposits.<br />

J.P. Morgan <strong>of</strong>fers multiple schedules for each depository product, including standard and<br />

accelerated schedules. <strong>The</strong> Bank reviews these schedules quarterly to determine appropriate<br />

changes.<br />

d. Provide a copy <strong>of</strong> the availability schedule that will apply to deposits into the <strong>District</strong>’s accounts.<br />

Please see Appendix 1 for a copy <strong>of</strong> the <strong>District</strong>’s “Availability Schedules.”<br />

13.50 What are the requirements for depositing checks (e.g. pack size, audit tapes)?<br />

Please refer to Appendix 9 for our “Cash Vault Services Deposit Preparation Guide.”<br />

13.51 Does the bank <strong>of</strong>fer remote deposit services?<br />

In September 2004, J.P. Morgan was the first bank to conduct a live pilot <strong>of</strong> image exchange with<br />

another financial institution.<br />

Image Deposit Direct (IDD) is J.P. Morgan’s remote deposit solution. IDD provides end-to-end<br />

hardware and s<strong>of</strong>tware that lets the <strong>District</strong> deposit checks from any location at any time. This<br />

eliminates the need to bring checks to a bank location. <strong>The</strong> technology lets the <strong>District</strong> scan checks<br />

for deposit, securely store the images via online archive, convert consumer checks into ACH<br />

transactions and submit the images to J.P. Morgan for deposit.<br />

Image Deposit Direct<br />

Image Deposit Direct (IDD) is implemented by J.P. Morgan’s IDD operations team and includes a<br />

one-hour training session. RDM is the vendor partner for client s<strong>of</strong>tware. Epson, Panini or RDM<br />

scanners are used to scan checks. Here is a detailed overview <strong>of</strong> how the IDD solution works:<br />

<strong>Page</strong> 73


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

IDD Solution Overview<br />

Figure 7<br />

• <strong>The</strong> <strong>District</strong>’s customer drops the payment into a dropbox, brings a check for payment into the<br />

<strong>District</strong>’s <strong>of</strong>fice or mails a check to an internal lockbox.<br />

• <strong>The</strong> <strong>District</strong> endorses all checks and runs through the scanner.<br />

• <strong>The</strong> <strong>District</strong> enters remittance data, up to 10 additional fields <strong>of</strong> information that are configurable<br />

to the <strong>District</strong>’s requirements (account number, customer name, etc.).<br />

• For Epson scanner only, the <strong>District</strong> can include a franking feature that allows the scanner to<br />

place “ELECTRONICALLY PROCESSED” on the front <strong>of</strong> the checks as an indicator the checks<br />

have been processed. This feature mitigates risk, as processed checks will be voided.<br />

• J.P. Morgan recommends the destruction <strong>of</strong> checks within 14 days <strong>of</strong> scanning and submitting<br />

them.<br />

• <strong>The</strong> IDD image repository holds the images for 25 months. <strong>The</strong>y are accessible online in<br />

case an image <strong>of</strong> a deposited check is required.<br />

• <strong>The</strong> <strong>District</strong> can scan, virtually encode and upload an IDD deposit throughout the day.<br />

• IDD Standard: Account is credited on a same-day basis with availability assigned via the<br />

<strong>District</strong>’s assigned availability schedule for deposits submitted before 10:00 p.m. ET.<br />

• IDD with ACH: ARC-eligible checks and nonconvertible checks are combined into a single<br />

deposit on next-day basis. ARC-eligible checks are available the next business morning,<br />

while nonconvertible checks are available based on the <strong>District</strong>’s assigned availability<br />

schedule for deposits submitted before 7:00 p.m. ET.<br />

• J.P. Morgan performs an image quality analysis (IQA) on each item. This includes tests for: dots<br />

per inch (DPI), document length, document height, missing corners, streaks, darkness, noise,<br />

brightness, contrast, focus, skew, E13b integrity and MICR match.<br />

• <strong>The</strong> Bank deems images that fail the initial image quality test “suspect” and manually reviews<br />

items to determine if the deficiency (e.g., too light, failed contrast, unreadable signature, etc.)<br />

is within the guidelines <strong>of</strong> Check 21. If the decision is yes, J.P. Morgan passes the items back<br />

into the clearing process, since these items have a high probability <strong>of</strong> acceptance at the<br />

paying bank. <strong>The</strong>se items require an additional day for availability.<br />

<strong>Page</strong> 74


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• <strong>The</strong> Bank enters images that are unacceptable, nonconforming items (NCIs), into the deposit<br />

correction system. <strong>The</strong> <strong>District</strong> receives an adjustment notice advice for these items. <strong>The</strong><br />

<strong>District</strong> can then either rescan the item or submit via paper deposit.<br />

• When the <strong>District</strong> submits an IDD deposit, the imaged checks are reviewed and sent for clearing:<br />

• J.P. Morgan clears items drawn on image-exchangeable endpoints via image exchange. <strong>The</strong><br />

Bank clears more than 99% <strong>of</strong> all checks through image exchange.<br />

• <strong>The</strong> Bank clears items drawn on non-image-enabled endpoints via image replacement<br />

documents (IRDs), also known as substitute checks.<br />

• If the <strong>District</strong> chooses optional ARC service, the Bank clears eligible items via ACH (ARC).<br />

• J.P. Morgan employs some <strong>of</strong> the most advanced ACH-eligibility decision methodologies in<br />

the industry to decide the most effective means <strong>of</strong> clearing items:<br />

― Zero Administrative Returns (ZAR): Nonfatal ACH returns are automatically represented<br />

up to two times based on account setup.<br />

― Preemptive Processing Intelligence (PPI): Ineligible item database logic helps ensure<br />

clearing as a check via image exchange or IRD.<br />

― Notification <strong>of</strong> Change (NOC): <strong>The</strong> NOC database enables repetitive payment<br />

processing edits to help ensure ARC processing.<br />

• <strong>The</strong> <strong>District</strong> can use prior-day balance and transaction reporting via the information reporting<br />

systems to see IDD deposit and adjustment transactions.<br />

• IDD Resource center (http://www.jpmorgan.com/iddresourcecenter): <strong>The</strong> site contains<br />

technical specifications, checklists, user guides in English and Spanish, helpful links, etc.<br />

Image Deposit Direct – Mobile<br />

• Image Deposit Direct (IDD) – Mobile extends the reach <strong>of</strong> a virtual deposit to the point <strong>of</strong> check<br />

receipt. It is fully integrated with our existing IDD remote deposit capture product, taking<br />

advantage <strong>of</strong> its proven scalability, security and robust functionality. IDD and IDD – Mobile can be<br />

used together or stand alone. Office workers can use the desktop scanner and mobile workers<br />

can use a Smartphone device to make check deposits to the corporate DDA.<br />

• Mobile users, with a certified Smartphone device, connectivity service plan and a wireless signal<br />

can:<br />

• Scan checks with a U.S. routing & transit number, in U.S. funds to a U.S. corporate DDA, which<br />

are uploaded and transmitted to J.P. Morgan for processing. (Available in the U.S. only).<br />

• Users at the <strong>of</strong>fice can review and approve the mobile items (optional).<br />

• No sensitive data is stored on the mobile device once a deposit is completed.<br />

• Regardless whether a check image is captured on a desktop scanner or Smartphone, the check<br />

transactions are captured on one system.<br />

• Reports and images can be accessed from a PC and an internet connection.<br />

a. Provide any information on the service including specifications.<br />

Image Deposit Direct<br />

J.P. Morgan’s IDD solution has the following minimum system requirements:<br />

PC Configuration<br />

• 500 MHz P3 processor<br />

<strong>Page</strong> 75


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• 50 MB <strong>of</strong> free hard drive space for scanner control manager, required ActiveX controls and<br />

the TIFF viewer<br />

• Intel® Pentium Processor IV, 2.6 GHz (1.6 GHz for online solution)<br />

• 5 GB <strong>of</strong> free hard-drive space for ITMS Client application and transaction data (1 GB for<br />

online solution)<br />

• 256 MB RAM<br />

• USB port 2.0<br />

• 1024 x 768 screen resolution (wide screen resolutions are not supported)<br />

Windows Requirements<br />

• Micros<strong>of</strong>t ® Windows ® operating system (North American versions only): Windows 32-bit XP<br />

SP2 or SP3 Home or Pr<strong>of</strong>essional Edition OR<br />

• Windows 32-bit Vista SP1 Business Edition, Windows 64-bit Vista SP1 Business or Ultimate<br />

Edition, Windows 7 64 bit.<br />

Internet Requirements<br />

• Must have Micros<strong>of</strong>t Internet Explorer® browser version 6.x, 7.x, 8.x or 9.x with Micros<strong>of</strong>t<br />

128-bit high encryption pack. NOTE: IDD does not support Micros<strong>of</strong>t Internet Explorer version<br />

7.x<br />

• TLS 1.0 setting must be enabled<br />

• High-speed Internet service such as cable or DSL, minimum 500 Kbps upload speed<br />

Enabled Services on the local PC<br />

• Server services<br />

• Computer browser services<br />

• Workstation services<br />

• Administrator rights on local PC<br />

• File and printer sharing for Micros<strong>of</strong>t Networks must also be enabled.<br />

• Compatibility issues may prevent the PC-based s<strong>of</strong>tware from running properly on a PC that<br />

has:<br />

• Great Plains s<strong>of</strong>tware running on the desktop.<br />

• Other s<strong>of</strong>tware running MS SQL Server or MSDE (Micros<strong>of</strong>t SQL Server Desktop<br />

Engine) applications on the desktop.<br />

• S<strong>of</strong>tware running a different version <strong>of</strong> Micros<strong>of</strong>t Data Access Components (MDAC) on<br />

the desktop than the IDD s<strong>of</strong>tware.<br />

• Epson, Panini and RDM scanners are used to scan check items.<br />

• High volume<br />

• Epson Capture One 90-100<br />

• Panini VisionX 75-100<br />

• Duplex scanner captures front and back images <strong>of</strong> checks in one pass.<br />

• Up to 5,000 items per day<br />

• Medium volume<br />

<strong>Page</strong> 76


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Epson Capture One 60-100<br />

• Panini VisionX 50-50<br />

• Duplex scanner captures front and back images <strong>of</strong> checks in one pass.<br />

• Up to 4,000 items per day<br />

• Low volume<br />

• RDM EC7000i, single feed<br />

• Duplex scanner captures front and back images <strong>of</strong> checks in one pass.<br />

• Up to 100 items per day.<br />

b. Will the bank provide the equipment needed? Is there a charge for the equipment? If so, please<br />

provide. If any contracts or agreements are required for the equipment, please provide.<br />

Yes, J.P. Morgan will provide the scanners and s<strong>of</strong>tware necessary for IDD. Fees will be included<br />

in Cost <strong>of</strong> Services and Pr<strong>of</strong>orma.<br />

13.52 What courier services does the bank provide, if any, for pick-up and delivery <strong>of</strong> check deposits?<br />

J.P. Morgan does not provide armored courier service.<br />

13.53 Provide a list <strong>of</strong> the bank’s holidays.<br />

2012 Bank Holidays<br />

Monday, January 2, 2012*<br />

Monday, January 16, 2012<br />

Monday, February 20, 2012<br />

Monday, May 28, 2012<br />

Wednesday, July 4, 2012<br />

Monday, September 3, 2012<br />

Monday, November 12, 2012<br />

Thursday, November 22, 2012<br />

Tuesday, December 25, 2012<br />

New Year's Day Observed<br />

Dr. Martin Luther King, Jr. Day<br />

Presidents' Day<br />

Memorial Day<br />

Independence Day<br />

Labor Day<br />

Veterans' Day Observed<br />

Thanksgiving Day<br />

Christmas Day<br />

13.54 Deposit Verification:<br />

13.55 How will the bank return the validated deposit receipts to us? Within what time frame?<br />

<strong>The</strong> vault <strong>of</strong>fers the following notification options to supplement the paper advice:<br />

• E-Mail: next-day notification for all deposits and adjustments processed during the prior<br />

processing day.<br />

• Fax: next-day notification for all deposits and adjustments processed during the prior processing<br />

day.<br />

• Receipt Mailer: mailed next day for all deposits, adjustments and change orders processed<br />

during the prior processing day.<br />

<strong>Page</strong> 77


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.56 If provisional credit is given, when does verification take place? In 24 hours? In 48 hours?<br />

If we receive your deposit prior to your established local cut<strong>of</strong>f time (8:00 p.m. for cash-only and 3:00<br />

p.m. local time for mixed deposit at the Miami, FL vault), we can update your account with a<br />

provisional same-day ledger credit, allowing for the possibility <strong>of</strong> cash deposits to be converted into<br />

usable funds on the same day.<br />

Your cash-only deposit transactions will post to your designated demand deposit account (DDA) with<br />

the deposit bag number and deposit ticket date, making accounting for your cash activity easier than<br />

ever. Verification <strong>of</strong> the cash will occur within 48 hours.<br />

13.57 Does the bank identify and adjust all discrepancies?<br />

J.P. Morgan identifies all discrepancies. <strong>The</strong> Bank internally manages adjustments in the vault below<br />

a predetermined sundry amount without posting the corrected entries and related fees to the <strong>District</strong>’s<br />

account. Branches process all client adjustments regardless <strong>of</strong> dollar amount.<br />

a. If no, at what dollar amount does the bank write <strong>of</strong>f discrepancies?<br />

J.P. Morgan processes all client adjustment requests regardless <strong>of</strong> dollar amount. <strong>The</strong> Bank<br />

internally manages adjustments below a predetermined sundry amount without posting the<br />

corrected entries and related fees to the <strong>District</strong>’s account.<br />

b. What is the standard procedure for reporting deposit adjustments? What additional options are<br />

available (e.g., copies to multiple locations)?<br />

Branch Deposits<br />

<strong>The</strong> standard delivery method for cash adjustment advices is the U.S. Postal Service. J.P.<br />

Morgan mails adjustment advices within one business day <strong>of</strong> verification. <strong>The</strong> Bank mails the<br />

advice to the address listed on the deposit ticket. <strong>The</strong> store/location number can be included on<br />

the adjustment advice. <strong>The</strong> Bank is not able to mail an adjustment advice to an alternate address,<br />

nor can it send copies to multiple addresses.<br />

J.P. Morgan also posts the adjustment to electronic information reporting and the bank statement<br />

as a deposit credit or debit adjustment with the dollar amount and store location number.<br />

Electronic Check Deposits via Image Deposit Direct (IDD)<br />

J.P. Morgan prints an image quality failure document if image quality does not meet acceptable<br />

standards. <strong>The</strong> Bank mails it to the <strong>District</strong>. <strong>The</strong> <strong>District</strong> may then either deposit the original item<br />

or rescan and resubmit another image. J.P. Morgan can mail the image quality failure document<br />

to the same address as the statement or to an alternate address. Client services <strong>of</strong>ficers notify<br />

IDD clients.<br />

<strong>The</strong> standard delivery method for cash adjustment advices is via U.S. Postal Service. Within one<br />

business day <strong>of</strong> verification, J.P. Morgan mails adjustment advices to the address listed on the<br />

deposit ticket. <strong>The</strong> store/location number can be included on the adjustment advice. J.P. Morgan<br />

can mail a second copy <strong>of</strong> the adjustment advice to an alternate address. Overnight delivery is<br />

also available.<br />

<strong>The</strong> Bank posts the adjustment to the <strong>District</strong>’s account and reports it – through electronic<br />

information reporting tools and on the <strong>District</strong>’s bank statement – as a deposit debit adjustment<br />

with the dollar amount and store location number.<br />

<strong>Page</strong> 78


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Paper Check Deposits<br />

<strong>The</strong> standard delivery method for cash adjustment advices is via U.S. Postal Service. Within one<br />

business day <strong>of</strong> verification, J.P. Morgan mails adjustment advices to the address listed on the<br />

deposit ticket. <strong>The</strong> store/location number can be included on the adjustment advice. <strong>The</strong> Bank<br />

can mail a second copy <strong>of</strong> the adjustment advice to an alternate address.<br />

<strong>The</strong> Bank posts the adjustment to the <strong>District</strong>’s account and reports it - through electronic<br />

information reporting tools and on the <strong>District</strong>’s bank statement - as a deposit debit adjustment<br />

with the dollar amount and store location number.<br />

Vault Deposits<br />

<strong>The</strong> standard delivery method for adjustment advices is via U.S. Postal Service. Within one<br />

business day <strong>of</strong> verification, J.P. Morgan mails adjustment advices to the address provided. <strong>The</strong><br />

store/location number can be included on the adjustment advice. <strong>The</strong> Bank is not able to mail an<br />

adjustment advice to an alternate address, nor can it send copies to multiple addresses.<br />

<strong>The</strong> vault also <strong>of</strong>fers the following notification options to supplement the paper advice:<br />

• E-Mail: next-day notification for all deposits and adjustments processed during the prior<br />

processing day.<br />

• Fax: next-day notification for all deposits and adjustments processed during the prior<br />

processing day.<br />

• Phone: notification by noon the following day for all adjustments greater than $100.<br />

• Receipt Mailer: mailed next day for all deposits, adjustments and change orders processed<br />

during the prior processing day.<br />

J.P. Morgan also posts the adjustment to electronic information reporting tools and the bank<br />

statement as a cash credit or debit adjustment with the dollar amount, store location number,<br />

original deposit amount, original deposit date, processing vault ID and adjustment reason.<br />

c. What is the bank’s policy on receipt <strong>of</strong> tampered bags?<br />

Branch<br />

Teller examination <strong>of</strong> the dual-pouch plastic bags is included in all steps <strong>of</strong> the process. J.P.<br />

Morgan removes and logs night depository contents daily under dual control. <strong>The</strong> Bank then<br />

distributes them to tellers for processing.<br />

If a bag appears to have been tampered with, the teller changes the tampered indicator to “Yes”<br />

on the teller system. He or she then takes the tampered bag to the assistant manager or<br />

designate. <strong>The</strong> assistant manager or designate assigns the bag to the “supervisor” on the teller<br />

system, secures the bag and requests the <strong>District</strong>’s presence to process the bag.<br />

Vault<br />

<strong>The</strong> Bank examines all depository bags for evidence <strong>of</strong> tampering when they are received from<br />

the armored courier. <strong>The</strong> teller refuses any bag that shows signs <strong>of</strong> tampering. <strong>The</strong> bag is<br />

immediately placed in a new, sealed tamper-evident bag and returned to the armored courier.<br />

<strong>The</strong> teller writes “Refused” on the armored courier manifest next to the deposit in question, and<br />

the deposit is not included in the final piece count.<br />

J.P. Morgan also completes a Bag Refusal Manifest indicating the <strong>District</strong>’s name, account<br />

number, original client bag number, number <strong>of</strong> the bag in which the deposit is being returned,<br />

armored courier and the reason for refusing the deposit bag. It is signed by the armored courier<br />

<strong>Page</strong> 79


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

and placed with the refused deposit. <strong>The</strong> vault also notifies the <strong>District</strong> <strong>of</strong> the refusal by phone<br />

and the Bank mails a copy <strong>of</strong> the Bag Refusal Manifest to the address on record.<br />

13.58 When counterfeit bills are discovered, what is the bank notification and adjustment process?<br />

J.P. Morgan uses state-<strong>of</strong>-the-art bill counters with sophisticated counterfeit- and mutilated-bill<br />

detectors. When the Bank detects counterfeit bills during initial deposit verification, it debits the<br />

<strong>District</strong>’s account for the amount <strong>of</strong> the counterfeit.<br />

<strong>The</strong>n, J.P. Morgan completes the required Secret Service document (Form SSF1604), submits it to<br />

the Secret Service with the counterfeit bill(s) and mails the debit advice and a copy <strong>of</strong> the SSF1604<br />

report to the <strong>District</strong>.<br />

13.59 Does the bank provide training for the <strong>District</strong>’s cashiers to ensure proper preparation <strong>of</strong> deposits and<br />

regarding procedures to recognize counterfeit bills?<br />

A copy <strong>of</strong> J.P. Morgan’s “Deposit Preparation Guide’’ can be found in Appendix 9. <strong>The</strong> bank does not<br />

provide training for counterfeit bills. For information on counterfeit currency, please refer to the U.S.<br />

Treasury website.<br />

http://www.treasury.gov/<strong>Page</strong>s/Search.aspx?k=counterfeit+currency&s=allsites<br />

13.60 Vault Services:<br />

13.61 Does the bank have an automated vault service? Describe the deposit and change order procedures,<br />

cut-<strong>of</strong>f times, and other features <strong>of</strong> this system?<br />

Utilizing Vault Deposit Processing<br />

Cash deposits and cash ordering can be handled at the local J.P. Morgan cash vault located in<br />

Miami, FL. <strong>The</strong> <strong>District</strong> should contract directly with the courier for transport and delivery to the vault<br />

with a mutually agreed upon transport schedule.<br />

Currency Deposits<br />

Our goal is to <strong>of</strong>fer the right currency solutions no matter what your needs. We focus on facilitating<br />

and safeguarding the process with proven products, services and client care. Further, as the #2<br />

depository bank in the United States, J.P. Morgan is committed to this business, and has made the<br />

investments to maintain greater control over the quality and efficiency <strong>of</strong> each transaction. Our cash<br />

vault services allow you to:<br />

• Make cash deposits from all your locations via armored courier to any <strong>of</strong> our over 90 cash vaults.<br />

• Get same-day provisional credit for cash deposits made one to five hours later than the Federal<br />

Reserve allows.<br />

Your selected armored courier will pick up your deposit bags and deliver them to our Miami, FL cash<br />

vault site, where they will be processed and credited to your account by cash vault processing<br />

specialists using our state-<strong>of</strong>-the-art equipment.<br />

If we receive your deposit prior to your established local cut<strong>of</strong>f time (8:00 p.m. for cash deposits made<br />

to the Miami, FL vault, 3:00 p.m. for mixed or check only deposits), we can update your account with<br />

a provisional same-day ledger credit, allowing for the possibility <strong>of</strong> cash deposits to be converted into<br />

usable funds on the same day.<br />

<strong>Page</strong> 80


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Your cash-only deposit transactions will post to your designated demand deposit account (DDA) with<br />

the deposit bag number and deposit ticket date, making accounting for your cash activity easier than<br />

ever. Verification <strong>of</strong> the cash will occur within 48 hours.<br />

Should any discrepancies arise, you will be notified via a mailed advice on the day following<br />

verification. E-mail notification <strong>of</strong> adjustment information is also available.<br />

Adjustments will also post electronically through our information reporting system, as well as on your<br />

bank statement. A cash credit or debit adjustment with the dollar amount, store/location number,<br />

original deposit amount, original deposit date, processing vault ID and adjustment reason will be<br />

included.<br />

Web Currency Services<br />

Web Currency Services is J.P. Morgan’s online solution for clients currency needs. This web portal,<br />

available 24 hours a day, is online real time with the Bank’s nationwide vault network.<br />

Web Currency Services is designed to help the <strong>District</strong> simplify cash ordering, uncover ordering<br />

standardization opportunities and monitor vault deposit credit to its accounts. Additionally, this service<br />

consolidates information from various sources eliminates the need for the <strong>District</strong>s’ staff to deal with<br />

multiple systems, databases and spreadsheets to reconcile data.<br />

Web Currency Services is a secure, one-stop location for the <strong>District</strong>’s authorized staff to:<br />

• Place currency orders in real time, manage deposits, and view currency and coin denomination<br />

details<br />

• Access detailed order and deposit history for the <strong>District</strong> locations<br />

• Analyze and evaluate order and deposit trends to uncover efficiency opportunities<br />

• Filter order and deposit data fields and parameters to speed inquiry resolution efforts<br />

• View dynamic transaction data reports and graphic illustrations to assist with trending,<br />

compliance and audit needs<br />

• Facilitate loss prevention and reduce the potential for fraud<br />

Web Currency Services provides a variety <strong>of</strong> detailed views <strong>of</strong> cash transactions and user-friendly<br />

analytical dashboards.<br />

13.62 Are there minimum purchase requirements (e.g., standard straps <strong>of</strong> currency and full boxes <strong>of</strong> coin)? Is<br />

a discount <strong>of</strong>fered for purchasing standard amounts? What settlement options are available for change<br />

orders (e.g., cash, check, debit to account, wire)?<br />

J.P. Morgan does not require minimum purchase requirements for change orders.<br />

13.63 Return Item processing:<br />

13.64 Can items be automatically redeposited? If so, how many times?<br />

Yes, J.P. Morgan can automatically redeposit eligible checks returned for the first time. <strong>The</strong> Bank can<br />

redeposit all eligible returned checks, only checks under a certain dollar amount, or only checks<br />

greater than or equal to a certain dollar amount. Collection float for the redeposited items posts to the<br />

<strong>District</strong>’s account.<br />

Redeposit Posting/Notification<br />

J.P. Morgan <strong>of</strong>fers three options for redeposit posting/notification:<br />

<strong>Page</strong> 81


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Option 1: <strong>The</strong> redeposit does not appear on either advice or post to the account.<br />

• Option 2: <strong>The</strong> redeposit appears on advice and posts as debit and credit to the account.<br />

• Option 3: <strong>The</strong> redeposit appears on return item advice but does not post to the account.<br />

a. Is this service optional by location?<br />

Redeposit is available per account not by location.<br />

b. Can copies <strong>of</strong> all redeposited return items be provided to the depositing location or a central <strong>of</strong>fice?<br />

If so, within what time frame?<br />

Yes, returned deposited item images are available to the <strong>District</strong>. <strong>The</strong> Bank generates advices<br />

throughout the day and sends them via First Class U.S. mail. <strong>The</strong> advices also contain actual<br />

return items and the following information: processing date (debit date), advice number, deposit<br />

account bank number, deposit account number, alternate chargeback account bank number (if<br />

applicable), store/location/lockbox number (if applicable), dollar amount <strong>of</strong> each return, return<br />

reason for each return, maker name for each return (if applicable), internal bank sequence<br />

number for each return and total debit amount for the advice.<br />

Online Image Viewing<br />

Check Deposit Return Images is a next-day online access tool that stores return and redeposit<br />

item information and images. This tool allows authorized users to electronically retrieve return<br />

and redeposited item images, which are stored for up to seven years.<br />

Check Deposit Return Images provides secure, 24-hour, high-speed online access to the<br />

<strong>District</strong>’s return and redeposit images.<br />

Fax Notification<br />

J.P. Morgan can fax the front and back <strong>of</strong> the returned and/or redeposited items to the <strong>District</strong>.<br />

<strong>The</strong> Bank can fax to one number per location. <strong>The</strong> following options are available:<br />

• Fax all returns over a certain dollar amount.<br />

• Fax all returns.<br />

• Fax redeposits over a certain amount.<br />

• Fax all redeposits.<br />

• Fax all returns and redeposits over a certain amount.<br />

• Fax all returns and redeposits.<br />

J.P. Morgan can provide faxes throughout the day as the items are processed, or at the end <strong>of</strong><br />

day.<br />

13.65 Provide the bank’s standard return item processing instructions. List any non-standard options that are<br />

available.<br />

J.P. Morgan maintains a comprehensive database that details the <strong>District</strong>’s return item handling<br />

instructions. During the check clearing process, the paying bank may return deposited checks for a<br />

number <strong>of</strong> reasons, including non sufficient funds (NSF), uncollected funds, stop payment, account<br />

closed, etc. <strong>The</strong> Bank routes most returned items through the Federal Reserve System to regional<br />

return processing areas.<br />

After processing the <strong>District</strong>’s return items per the handling instructions, the returns system generates<br />

a debit to the designated demand deposit account (DDA). <strong>The</strong> Bank matches the actual return items<br />

<strong>Page</strong> 82


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

to a return item advice and mails them to the DDA statement address via First Class U.S. mail. <strong>The</strong><br />

return advice lists the dollar amount and the reason for return for each item.<br />

During the account implementation process, the Bank helps set up the solutions to best meet the<br />

<strong>District</strong>’s needs in managing returned checks. J.P. Morgan can provide a variety <strong>of</strong> optional services<br />

to meet the <strong>District</strong>’s needs for handling return items. A few <strong>of</strong> the available services are listed below:<br />

J.P. Morgan <strong>of</strong>fers the following advice options:<br />

• Standard Advice:<br />

• <strong>The</strong> standard advice lists up to eight returned checks.<br />

• If location - store or lockbox - processing is requested, advices are produced by location.<br />

• If “maker name” is requested, the maker’s name (first initial and last name) is included on the<br />

advice.<br />

• Cash Letter Advice: Lists all return checks processed during the current cycle. Multiple advices<br />

may be created during the processing day.<br />

• Extended Data Advice: If extended data is keyed, additional fields appear on advice.<br />

• Single Item Advice: Each return appears on a single advice.<br />

Return Item Posting Options<br />

• Single Item Posting: Each return posts individually to the client’s account.<br />

• Advice-Level Posting: <strong>The</strong> account debits at the advice level.<br />

• End-<strong>of</strong>-Day Posting: All returns for the day’s processing post as a lump sum to the account.<br />

Store/Location Number<br />

J.P. Morgan provides the store/location or lockbox number for return item reporting. <strong>The</strong><br />

store/location number can contain up to 10 digits. Deposit tickets should include the store/location<br />

number in the MICR line. <strong>The</strong> endorsement stamp for each store/location should also contain that<br />

number.<br />

Re-presented Check Entry (RCK)<br />

Re-presented Check Entry (RCK) is a special redeposit process that converts eligible paper check<br />

returns into an ACH-formatted debit record to be re-presented via ACH. Compared with paper<br />

redeposit, RCK rules allow an extra presentment when the <strong>District</strong> can choose one paper redeposit<br />

followed by a final ACH presentment or two ACH presentments. RCK can accelerate, and may<br />

reduce, the costs <strong>of</strong> returned check collection.<br />

Only checks that meet the following criteria are eligible for RCK:<br />

• Returned for NSF or uncollected funds.<br />

• Written for an amount less than $2,500.<br />

• Drawn on a consumer bank account.<br />

• Not drawn on a Federal Reserve Bank or Federal Home Bank.<br />

• Contain a preprinted serial number.<br />

• Dated fewer than 180 days prior to ACH debit transaction.<br />

<strong>Page</strong> 83


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.66 Can the bank provide a detailed return item transmission to the <strong>District</strong>?<br />

Yes, J.P. Morgan <strong>of</strong>fers detailed return item transmissions. <strong>The</strong> Bank creates transmissions each<br />

evening and transmits them early the following morning. <strong>The</strong> Returns Unit produces the files and the<br />

Connectivity Services Group delivers them.<br />

a. Please provide details on this service including the fields available and if there is a separate record<br />

for each returned item.<br />

Data in the transmission includes: account number, depositing store/location/lockbox number (if<br />

applicable), check processing date, check deposit date (if available), check R/T number (if<br />

readable), check account number (if readable), check serial number (if readable), check amount,<br />

return reason code, maker name (if keyed) and disposition code (chargeback, redeposit, RCK<br />

conversion). Each transmission includes both returns and redeposits.<br />

b. Can these records identify the depositing location and the type <strong>of</strong> item being returned (e.g., personal<br />

check, traveler’s check, and money order)?<br />

Although J.P. Morgan identifies the depositing location in the record if store/location reporting has<br />

been enabled for the account, the Bank cannot identify the type <strong>of</strong> item being returned.<br />

13.67 Does the bank have a policy to refuse return items not sent through the system in a timely manner?<br />

J.P. Morgan does not refuse untimely check returns. <strong>The</strong> Bank’s policy <strong>of</strong> accepting all return items<br />

helps mitigate financial risk by eliminating further processing delays. This practice is consistent with<br />

banking regulations and standards that require parties to the payment chain to substantiate financial<br />

losses by issuing claims <strong>of</strong> late return for this activity.<br />

13.68 Does the bank assign float to return items?<br />

While J.P. Morgan does not assign float to return items debited to the account, the Bank does so for<br />

redeposited items. Additionally, J.P. Morgan assigns zero-day availability to on-us items within the<br />

local market and one- to two-day availability to local and transit items.<br />

13.69 Should the <strong>District</strong> choose to utilize the services <strong>of</strong> a collection agency, please describe how the bank<br />

would interact with the provider <strong>of</strong> those services.<br />

By request from the <strong>District</strong>, for third-party providers, J.P. Morgan can mail the original item or a<br />

duplicate copy <strong>of</strong> the advice, provide access to the Bank’s information reporting systems or send<br />

transmissions.<br />

13.70 Data Transmission:<br />

13.71 Describe the technical support available to aid in electronic data transmissions.<br />

In addition, ongoing support is provided by the Client Service and Technical Support Team. Training,<br />

usage and technical assistance are available from the Client Service and Technical Support Team via<br />

telephone.<br />

13.72 What type <strong>of</strong> output media is available for deposit reporting, e.g., mailed paper report, CD-ROM,<br />

download from an online system and/or electronic transmission?<br />

Deposit reporting is available through a variety <strong>of</strong> methods including the following: our information<br />

reporting services, direct transmission <strong>of</strong> both wholesale and retail lockbox detail, DDA statements<br />

and account reconciliation processing products, including deposit reconciliation. This information can<br />

be provided daily, weekly or monthly, depending on your needs.<br />

<strong>Page</strong> 84


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.73 <strong>The</strong> <strong>District</strong> requires a check fraud prevention service such as positive pay for the <strong>District</strong>’s accounts<br />

payable and payroll accounts. Please provide a brief description <strong>of</strong> your positive pay process. Can check<br />

issue information be updated during the day?<br />

<strong>The</strong> Payables Web Services (PWS) Positive Pay Exception Processing module will allow the <strong>District</strong><br />

to send positive pay issue files via the Internet. J.P. Morgan’s Internet delivery channel provides a<br />

foundation for secure, automated and traceable communications between J.P. Morgan and the<br />

<strong>District</strong> using standard browser s<strong>of</strong>tware.<br />

Additionally, PWS will enable the <strong>District</strong> to use the Internet to review digital images <strong>of</strong> all exception<br />

items and instruct J.P. Morgan to pay or return each item from a single screen. Payee name<br />

exceptions are conveniently delivered along with all other types <strong>of</strong> exceptions so the <strong>District</strong> can<br />

easily employ the most up-to-date fraud protection services. E-mail notification <strong>of</strong>fers a convenient<br />

way to know when exceptions are available for review.<br />

With Payables Web Services (PWS) Positive Pay, each day the <strong>District</strong> issues checks it also provides<br />

the Bank with an issue file containing check amounts and serial numbers. Issue data can be simply<br />

and flexibly supplied to the Bank via file transmission, uploaded to PWS, or manually keyed into<br />

PWS. We then systematically compare the daily check presentation information against the <strong>District</strong>’s<br />

check issue file and generate an exception report on a next day basis identifying any mismatched or<br />

no-issue information on file items. <strong>The</strong> deadline for the <strong>District</strong> to transmit check issuance files to the<br />

Bank is 11:00 p.m. ET.<br />

J.P. Morgan reviews and scrubs the exceptions to help ensure that there are no mis-encoded items.<br />

<strong>The</strong> report is e-mailed via PWS at the beginning <strong>of</strong> the following business day, providing the report to<br />

the authorized <strong>District</strong> user(s) upon log in for pay/return decisioning. <strong>The</strong> exception items report<br />

provides both a front and back image <strong>of</strong> each item.<br />

Authorized <strong>District</strong> users simply click on the check number <strong>of</strong> each item to view front and back check<br />

images, and can select the pay or return button for each item or select the pay all or return all button,<br />

and then electronically submit the decisions to the Bank. <strong>The</strong> <strong>District</strong> receives an online confirmation<br />

indicating the submission was successful, which can be saved electronically or printed for future<br />

reference. No special s<strong>of</strong>tware is needed for this functionality.<br />

To prevent check fraud, the <strong>District</strong> can view images <strong>of</strong> positive pay exception checks before<br />

authorizing payment.<br />

<strong>Page</strong> 85


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

To prevent check fraud, the <strong>District</strong> can view images <strong>of</strong> positive pay exception checks before authorizing<br />

payment.<br />

Figure 8<br />

Payee Verification<br />

We also recommend the <strong>District</strong> use Positive Pay Payee Verification which provides an additional<br />

layer <strong>of</strong> fraud prevention protection. For Payee Verification, the <strong>District</strong> provides the Bank with payee<br />

names in your check issue file transmission, Payables Web Services (PWS) file upload, or PWS<br />

manual entry.<br />

While Positive Pay matches the MICR information <strong>of</strong> your presented check to the issue file, Payee<br />

Verification takes the additional step <strong>of</strong> validating that the payee name matches issue file payee<br />

information. Our payee name review digitally interrogates the payee name and also looks for<br />

alterations or additions above, below, or to the right <strong>of</strong> the payee name that would change the payee<br />

identification. Mismatched items are visually evaluated to eliminate digital interrogation reading errors<br />

and then are sent to the <strong>District</strong> in the daily Positive Pay exception reporting for your decisioning.<br />

<strong>Page</strong> 86


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

As a security enhancement to J.P. Morgan’s Positive Pay service, the <strong>District</strong> will receive additional<br />

fraud protection by selecting our Payee Verification product.<br />

Payee verification<br />

Interrogates and detects altered<br />

payee line and any variable data field<br />

Figure 9<br />

Traditional positive pay<br />

MICR verification (account, amount, serial number)<br />

Teller Line Positive Pay<br />

J.P. Morgan <strong>of</strong>fers to the <strong>District</strong> our Teller Line Positive Pay. Teller Line Positive Pay is the strongest<br />

defense available to prevent check fraud. Within one hour <strong>of</strong> receipt <strong>of</strong> the <strong>District</strong>’s issue file, we will<br />

update our teller line systems. When a check is presented for payment at a Chase teller window, the<br />

teller system determines the validity <strong>of</strong> the check issue prior to payment. Items not found as matching<br />

open entries on the issue file will be denied encashment.<br />

Exception Notification<br />

Payables Web Services (PWS) provides, via “PUSH” technology, a daily Positive Pay e-mail<br />

notification that indicates accounts with exception items (or discrepancies) that day or “no items<br />

today”, providing more complete reporting to the <strong>District</strong>. Notification is sent by 11:00 a.m. ET and<br />

includes a link to the J.P. Morgan ACCESS logon screen.<br />

If there are exception items to view, the authorized <strong>District</strong> user can log in to the J.P. Morgan<br />

ACCESS portal to review the list. Once logged in via PWS, authorized users can click on the check<br />

number <strong>of</strong> each item to view images <strong>of</strong> the front and back <strong>of</strong> the check, select the pay or return button<br />

for each item (or select the pay all or return all button), and submit the decision to the Bank. <strong>The</strong><br />

<strong>District</strong> has until 4:00 p.m. ET to notify the Bank <strong>of</strong> your Pay/No Pay decisions.<br />

If no response is received by 3:00 p.m. ET, we will send out a reminder e-mail notification indicating<br />

that the bank is awaiting a final payment decision. Any Positive Pay exception item that is still<br />

awaiting a payment disposition by 4:00 p.m. ET will be returned "unpaid" by default.<br />

<strong>Page</strong> 87


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

ACH Debit Block and ACH Transaction Review<br />

To protect the <strong>District</strong> from unauthorized ACH<br />

transactions, J.P. Morgan provides both ACH debit<br />

blocking and more specific ACH Transaction Review<br />

products.<br />

ACH Debit Block enables the <strong>District</strong> to specify which<br />

companies are authorized to post ACH debits to the<br />

<strong>District</strong>’s accounts, blocking those that are not<br />

authorized. You can also set dollar limit ceilings or<br />

block all debits from posting.<br />

With ACH Debit Block Transaction Report, the <strong>District</strong><br />

receives a daily report that provides a listing <strong>of</strong> all<br />

transactions that are blocked. Data is transmitted via<br />

Secure eMail SM to indicate blocked transactions, or an<br />

optional e-mail indicating that no transactions are<br />

blocked.<br />

ACH Debit Block enables the <strong>District</strong> to:<br />

Block<br />

• All ACH transactions<br />

• Specific originators<br />

• By dollar amount<br />

• By date<br />

Allow<br />

• All ACH transactions<br />

• Specific originators<br />

• By dollar amount<br />

• By date<br />

How it Works<br />

When an originating company attempts to post ACH debits, the system immediately compares the<br />

incoming company identification (ID) number with the <strong>District</strong>’s listing <strong>of</strong> authorized company ID<br />

numbers.<br />

This incoming ID number must match exactly – and if you choose, comply with dollar limits – to post<br />

successfully. If your parameters are not met, the system automatically returns the item without<br />

posting the debit to your account.<br />

Using the system’s “block all” option, all ACH debits are prevented from posting to the <strong>District</strong>’s<br />

account.<br />

Choose the option that best meets the <strong>District</strong>’s needs:<br />

• All ACH Debits Blocked – All ACH debits presented against the <strong>District</strong>’s account will be returned<br />

to the originator.<br />

• Maximum ACH Debit Dollar Limit Allowed – the <strong>District</strong> specifies the maximum dollar amount<br />

acceptable for ACH debits. Those exceeding the maximum amount will be returned.<br />

• Allowable Company Identification Numbers and Dollar Limits – the <strong>District</strong> provides a list <strong>of</strong><br />

allowable company ID numbers. Only ACH debits that contain the company ID numbers on your<br />

list will post to the <strong>District</strong>’s account. <strong>The</strong> <strong>District</strong> can also add criteria for accepting only ACH<br />

debits up to a dollar limit and during specified time periods.<br />

• Non-allowable Company Identification Numbers – the <strong>District</strong> supplies a list <strong>of</strong> unauthorized<br />

company ID numbers. All ACH debits with a company ID number that appears on the <strong>District</strong>’s<br />

unauthorized list will be returned.<br />

Debits Not Affected by Debit Blocking<br />

• In accordance with our customary practices and applicable law and rules, the following types <strong>of</strong><br />

ACH related debits will not be blocked:<br />

• ACH debits to your account to <strong>of</strong>fset ACH credit entries originated by you through us<br />

• Reversals <strong>of</strong> previously received ACH credits<br />

<strong>Page</strong> 88


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Reclamation entries, as defined in the Operating Rules <strong>of</strong> the National Automated Clearing<br />

House Association (NACHA)<br />

• Debits to your account initiated by us to correct processing errors, effect back-valuations or make<br />

other adjustments<br />

• Returns or reversals <strong>of</strong> ACH debits originated by you<br />

• Fees or charges owed for services provided by us<br />

ACH Transaction Review<br />

In addition to ACH Debit Block, J.P. Morgan <strong>of</strong>fers the <strong>District</strong> our ACH Transaction Review, also<br />

available through Payables Web Services (PWS). <strong>The</strong> <strong>District</strong> will be able to review and confirm ACH<br />

debit and credit transactions that post to your account and return unauthorized transactions on a<br />

case-by-case basis.<br />

<strong>The</strong> day after ACH transactions post to the <strong>District</strong>’s J.P. Morgan account we can notify you via e-<br />

mail, providing you the ability to view all ACH transactions, or a listing <strong>of</strong> transactions based on the<br />

filter criteria you define, and make a return decision or allow the ACH transaction(s) to remain posted.<br />

<strong>The</strong> following criteria can be used to limit the number <strong>of</strong> ACH transactions you wish to view:<br />

• Debits and Credits<br />

• Company IDs<br />

• Dollar Amount and/or Dollar Amount Range<br />

• Transaction Type (i.e. TEL, WEB, ARC, CCD, POP, PPD)<br />

Transactions blocked by ACH Debit Blocking will not be presented for review.<br />

13.74 <strong>The</strong> <strong>District</strong> will transmit ACH files for employee and vendor payments. Please provide an ACH calendar<br />

as well as the various windows and cut<strong>of</strong>fs.<br />

J.P. Morgan provides the following methods for origination <strong>of</strong> ACH credits and debits:<br />

• <strong>The</strong> FTP (File Transfer Protocol) transmission method for large batch origination.<br />

• <strong>The</strong> ACH Initiation and Reporting module <strong>of</strong> J.P. Morgan ACCESS - a fully integrated, browserbased<br />

platform that provides easy-to-use applications for all <strong>of</strong> your information, compliance and<br />

portfolio management needs – is recommended for lower volume transaction files.<br />

Originating large volume transactions through batch file transmissions<br />

• Using any one <strong>of</strong> industry standard applications, the <strong>District</strong> sends the file to J.P. Morgan through<br />

a common protocol such as Secure FTP (sFTP).<br />

• <strong>The</strong> transmission is encrypted and sent to J.P. Morgan for final ACH processing.<br />

• Regular commercial payments to vendors can be submitted on the business day prior to the<br />

value date. <strong>The</strong> <strong>District</strong>’s ACH payments also can be warehoused for up to 90 days in advance <strong>of</strong><br />

the value date for Direct Send or for up to 30 days using J.P. Morgan ACCESS.<br />

• Once received, J.P. Morgan’s automated warehouse retention system helps bolster data integrity<br />

and file edit checks identify potential duplicate files.<br />

• <strong>The</strong> Bank provides a transaction journal within two hours <strong>of</strong> receipt <strong>of</strong> ACH file initiation<br />

transmission, including item count and dollar amount.<br />

• J.P. Morgan will maintain an Internet-facing sFTP server and will create a “drop box” directory on<br />

the server for the <strong>District</strong>. <strong>The</strong> server will be mirrored for disaster recovery.<br />

<strong>Page</strong> 89


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• <strong>The</strong> <strong>District</strong> will be issued a logon and password, giving the <strong>District</strong> access to the directory.<br />

• For inbound data, the <strong>District</strong> can push files to the directory. <strong>The</strong> <strong>District</strong> is responsible for<br />

initiating the sFTP session to push and pull data files.<br />

• J.P. Morgan <strong>of</strong>fers a file delivery solution that enables the <strong>District</strong> to send and receive ACH files<br />

using SSL session encryption, browser-based file exchange (HTTPS) sFTP with PGP (Pretty<br />

Good Privacy) or GNUPG (GNU Privacy Guard) file encryption or AS2 (Applicability Statement 2).<br />

• <strong>The</strong>se delivery methods leverage the Internet and readily available s<strong>of</strong>tware packages to make<br />

transferring files simple and secure without the added cost <strong>of</strong> proprietary s<strong>of</strong>tware installation.<br />

• Additional file transfer solutions, such as VAN (virtual area network) and VPN (virtual private<br />

network), are supported.<br />

<strong>The</strong> Bank recommends that large batch files containing any consumer credits and debits be<br />

submitted at least two business days prior to the settlement date.<br />

Originating through J.P. Morgan ACCESS ACH Initiation and Reporting for lower volumes<br />

J.P. Morgan recommends that the <strong>District</strong> use the ACH Initiation and Reporting module <strong>of</strong> J.P.<br />

Morgan ACCESS for your lower volume and manual entry ACH payments. Following single sign-on,<br />

select ACH Initiation from the menu and enter the relevant/required ACH payment details. In addition<br />

to initiating payroll, this module also facilitates disbursements and concentration.<br />

For dual control purposes, a second authorized the <strong>District</strong> employee must release the ACH<br />

transactions through J.P. Morgan ACCESS.<br />

J.P. Morgan ACCESS ACH payment initiation screen.<br />

Figure 10<br />

<strong>Page</strong> 90


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

ACH Payment Applications<br />

<strong>The</strong> J.P. Morgan ACCESS ACH module presents a full complement <strong>of</strong> vendor, payroll, consumer,<br />

cash concentration, Federal and State payment templates. J.P. Morgan updates the predefined,<br />

downloadable templates as regulations change to make sure that the <strong>District</strong> automatically accesses<br />

current information.<br />

<strong>The</strong> applications selected by the <strong>District</strong> <strong>of</strong>fer the ability to restrict<br />

database access at the User level. Once a database has been<br />

created, each individual transaction record is entered on a Database<br />

Detail screen. <strong>The</strong>se screens are customized with data-entry fields,<br />

current NACHA rules and regulatory requirements for a specific<br />

database application payment type.<br />

Transactions based on templates are created by the <strong>District</strong>, batched,<br />

approved and then released for processing. ACH files generated<br />

through J.P. Morgan ACCESS are retrieved and processed six times<br />

each business day for next-day processing.<br />

All predefined,<br />

downloadable templates<br />

are updated as<br />

regulations change to<br />

make sure that the<br />

<strong>District</strong> automatically<br />

accesses current<br />

information.<br />

Special features<br />

• An ACH Import and Validation feature supports an automated interface for several file formats,<br />

including comma-delimited, fixed length and NACHA-formatted files <strong>of</strong> ACH transactions.<br />

• One- or two-day settlement from single or multiple accounts may be established, based on the<br />

ACH transaction types selected when creating a batch.<br />

• Monitor the status <strong>of</strong> ACH transactions via variety <strong>of</strong> reports for single or multiple batches with a<br />

30-day historical range. Data can be sorted by payee name or ID.<br />

• Entered: Submitted for approval<br />

• Released: Approved and released*<br />

• In Process: Being formatted for delivery to the J.P. Morgan ACH processing unit**<br />

• Submitted: Has been created**<br />

* Batch may be unreleased ** Batch may not be unreleased<br />

ACH Cut<strong>of</strong>f Times<br />

Cut<strong>of</strong>f Time<br />

Client initiation method Day cycle Night cycle Same-day book<br />

transfer<br />

Touch-tone phone<br />

(cash concentration)<br />

Terminal<br />

(cash concentration)<br />

PC<br />

(J.P. Morgan ACCESS)<br />

Other: EDI^<br />

(PaySource)<br />

6:00 p.m. ET 6:00 p.m. ET 6:00 p.m. ET<br />

6:00 p.m. ET 6:00 p.m. ET 6:00 p.m. ET<br />

10:00 p.m. ET 10:00 p.m. ET 10:00 p.m. ET<br />

10:00 p.m. ET 10:00 p.m. ET 10:00 p.m. ET<br />

Direct Transmission^ ** 10:00 p.m. ET 10:00 p.m. ET 10:00 p.m. ET<br />

<strong>Page</strong> 91


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

^Same day settlement will occur if both the debit and credit accounts are held at J.P. Morgan.<br />

Next day settlement will occur when an involved account is not held at J.P. Morgan.<br />

ACH PPD's must be received two business days in advance<br />

** Note that if you need later deadlines, this should be discussed with your Relationship Team<br />

13.75 Wire Transfers:<br />

13.76 What is the opening hour and cut-<strong>of</strong>f time in Eastern Standard Time for initiating wire transfers to ensure<br />

same-day execution? List by type <strong>of</strong> transfer and method <strong>of</strong> communication.<br />

J.P. Morgan provides clients with generous cut<strong>of</strong>f times to help them ensure same-day execution <strong>of</strong><br />

your payment instructions. <strong>The</strong>se time frames are outlined below (all times are Eastern):<br />

Clearing Time Frames<br />

Clearing system Open Close<br />

Book transfer 9:00 p.m. 6:45 p.m.<br />

CHIPS 9:00 p.m. 5:00 p.m.<br />

Fedwire 9:00 p.m. 6:00 p.m.<br />

Straight Through Processing Cut<strong>of</strong>f Times*<br />

Type <strong>of</strong> Transfer<br />

Input Method<br />

Telephone Fax PC Internet<br />

CPU to<br />

CPU<br />

Automated<br />

Standing Transfer<br />

Fedwire 5:00 p.m. N/A 5:30 p.m. 5:30 p.m. 5:30 p.m. See note below<br />

Book<br />

transfer/Internal<br />

Drawdown (via<br />

Fedwire)<br />

International (USD<br />

via CHIPS)<br />

6:00 p.m. N/A 6:30 p.m. 6:30 p.m. 6:30 p.m. See note below<br />

3:00 p.m. N/A 3:30 p.m. 3:30 p.m. 3:30 p.m. See note below<br />

4:00 p.m. N/A 4:30 p.m. 4:30 p.m. 4:30 p.m. See note below<br />

* Payments that require repair will have a cut <strong>of</strong>f time 30 minutes prior to the stated times above.<br />

Note for Automatic Standing Transfer: As standing orders/payment instructions are repetitive,<br />

there is no deadline, per se. In most cases, we execute the standing order early each morning. If it is<br />

to be based on an account balance either in a J.P. Morgan account or in an account at another bank,<br />

the transfer will be based on the closing balance as <strong>of</strong> the prior business day.<br />

Payment instructions received after cut<strong>of</strong>f times will be completed on a reasonable-effort basis.<br />

13.77 What is the cut-<strong>of</strong>f time for incoming domestic wire transfers to receive same day credit?<br />

<strong>The</strong> cut<strong>of</strong>f time for incoming credits is at the close <strong>of</strong> Fedwire.<br />

13.78 Does the bank provide end <strong>of</strong> day extensions for processing if Fed wire hours are extended? If so, how<br />

would the <strong>District</strong> be advised?<br />

J.P. Morgan provides end-<strong>of</strong>-day time extensions for processing if Fedwire hours are extended.<br />

<strong>The</strong> <strong>District</strong> will be notified <strong>of</strong> an extension through a banner announcement on the<br />

J.P. Morgan ACCESS initial screen.<br />

<strong>Page</strong> 92


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.79 Can a wire transfer be canceled after the <strong>District</strong> releases it to the system? What is the procedure? What<br />

is the latest time in the day to cancel? Is there a charge for cancellation?<br />

Requests to cancel wires prior to value date can be sent to J.P. Morgan electronically via eServe, our<br />

Internet-based inquiry facility. We recommend canceling future value-dated transactions by 4:00 p.m.<br />

ET on the day prior to the value date. Requests received after this time will be completed on a<br />

reasonable-efforts basis.<br />

Given the speed with which straight-through transactions are processed, there is a limited window <strong>of</strong><br />

opportunity to cancel same-day valued wires. If you realize that a wire you have released to J.P.<br />

Morgan should be canceled, we recommend that you call the funds transfer client service hotline as<br />

soon as possible. If the wire has not been released, the service representative should be able to<br />

cancel the transfer. If the wire has been released, the service representative can recall the funds from<br />

the receiving bank per your written authorization. Please note that recalls are on a reasonable-effort<br />

basis only. <strong>The</strong> deadline is the end <strong>of</strong> the Fedwire processing day, 6:00 p.m. ET.<br />

Requests to cancel pre-advised payments require confirmation by the beneficiary bank that the<br />

payment is ‘null and void’. All pricing can be found in the Cost <strong>of</strong> Services.<br />

13.80 How does the <strong>District</strong> track the status <strong>of</strong> transfers once the transfer is in the system (input, approved<br />

and released)? How does this differ for telephone initiated wire transfers?<br />

Telephonic Wire Transfer with a PIN<br />

Telephonic Wire Transfer with a PIN can be used as a primary and/or backup method <strong>of</strong> Wire<br />

initiation. Benefits include:<br />

• Ability to transact higher valued wires<br />

• Per transaction limit clients may initiate wires based on balance availability<br />

• Currency clients may initiate in foreign currencies to overseas institutions<br />

• Extended hours vs. online or branch initiation, which allows for repetitive or free-form transactions<br />

• Security via segregation <strong>of</strong> duties: initiation/confirmation<br />

<strong>The</strong> <strong>District</strong> sets up this service via a "Security Procedure Authorization for Telephone Transfers with<br />

PINs Agreement." For security, users will be assigned a user ID and PIN for initiation and/or<br />

confirmation, along with a PIN Activation code. Users call a Voice Response Unit system (VRU) to<br />

confirm PIN activation, change that to a PIN <strong>of</strong> their choosing, and then can initiate and/or confirm<br />

wires.<br />

For wire initiation, callers will be prompted to enter and verify their user ID and PIN using a touch-tone<br />

telephone keypad. Once the system has validated the security codes, users will be prompted to enter<br />

and verify the debit account number. For repetitive wires, users may complete transactions via selfservice<br />

options or by speaking to an operator. Free-form wires will be completed by speaking to an<br />

operator.<br />

For callback/confirmation phone calls, a J.P. Morgan operator will contact users and transfer them to<br />

the telephone system. Users then will be prompted to input the debit account number and numeric<br />

PIN using a touch-tone telephone keypad. <strong>The</strong> telephone system will transfer users back to the<br />

original J.P. Morgan operator to complete confirmation <strong>of</strong> the wire transfer request.<br />

Initiation via the Internet — J.P. Morgan ACCESS<br />

With J.P. Morgan ACCESS, the <strong>District</strong> enjoys the flexibility <strong>of</strong> payment initiation via the Internet with<br />

confidence that its multi-layer security system is designed to protect the privacy and authenticity <strong>of</strong><br />

<strong>Page</strong> 93


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

users, data and transactions. <strong>The</strong> <strong>District</strong> maintains local control over user access to functions and<br />

accounts using the maintenance features <strong>of</strong> J.P. Morgan ACCESS.<br />

With the Funds Transfer Initiation module, the <strong>District</strong> can:<br />

• Combine U.S. dollar and multicurrency payment activities using repetitive and free-form formats<br />

for accounts at J.P. Morgan and other financial institutions<br />

• Enter book transfer, Fedwire, CHIPS, drawdowns and multibank payment instructions through a<br />

single screen<br />

• Initiate U.S. dollar transfers up to 15 business days prior to the effective date with future-date<br />

capability<br />

• Import transactions from ’s accounting systems using the wire import facility, which supports<br />

Bank-defined comma-delimited files for streamlined integration<br />

• Create check and draft payments<br />

• Generate drawdown transactions against pre-established accounts<br />

• Establish foreign exchange settlements<br />

J.P. Morgan ACCESS makes wire transfers simple.<br />

Figure 11<br />

For control purposes, user entitlements are established by the <strong>District</strong>’s system administrators. Users<br />

may be authorized to add, modify, delete, approve and/or release wire transactions. User<br />

entitlements can even differ for repetitive vs. non-repetitive transactions. For a process that<br />

specifically meets company policies and operational needs, these features enable the <strong>District</strong> to<br />

balance desired efficiency against needed controls.<br />

<strong>Page</strong> 94


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Transactions can be entered as either free-form or repetitive transactions. For free-form transactions,<br />

all beneficiary and bank routing information must be entered each time. Repetitive lines contain the<br />

complete banking information and beneficiary name and only the payment amount and value date<br />

need to be entered.<br />

<strong>The</strong>re are two types <strong>of</strong> repetitive lines, bank verified and customer verified. Bank verified lines are<br />

established on the Bank’s back <strong>of</strong>fice system, typically in 24 to 48 hours. <strong>The</strong> control benefit <strong>of</strong> bankverified<br />

transfers is that changes cannot be made to the bank routing information. Customer verified<br />

transactions are different in that, while past transaction routing information is saved, it can be altered.<br />

A customer verified line could be thought <strong>of</strong> as a saved “free-form” transaction.<br />

<strong>The</strong> <strong>District</strong> can establish separate controls and dollar thresholds for control purposes when granting<br />

user privileges to tailor user rights.<br />

Additionally, various reports are available via J.P. Morgan ACCESS to assist with tracking the status<br />

<strong>of</strong> the <strong>District</strong>’s transfers. <strong>The</strong>se include:<br />

From Funds Transfer Initiation and Reporting (for on-line initiated transfers only):<br />

• Status Report: Same-day and historical summary level transaction information based on transfer<br />

status: Entered, Approved, Released<br />

• Pending Approval Report: Summary-level transaction information for transactions with the<br />

status “Entered”<br />

• Pending Release Report: Summary-level transaction information for transactions with the status<br />

“Approved”<br />

• Transaction Detail Report: Same-day and historical wire transaction detail and status;<br />

confirmation number will be included for wires with the status “Released”<br />

From Cash Balances and Transactions Reporting (for both on-line and telephone initiated wires):<br />

• Balance and Transaction Summary Report: Daily balance information, including closing<br />

ledger, collected, same-day available balances and total amounts for debits and credits posted to<br />

the account, followed by a listing <strong>of</strong> debit and credit activity for the day. A brief description is<br />

provided for each transaction. This report covers both J.P. Morgan accounts and other financial<br />

institution accounts worldwide.<br />

• Balance and Transaction Detail Report: Daily balance information, including closing ledger,<br />

collected and same-day available balances, plus total amounts for debits and credits. In addition,<br />

month-to-date, previous month and year-to-date averages are provided, as well as a<br />

comprehensive listing <strong>of</strong> credit and debit activity for the day. Detailed descriptions for each J.P.<br />

Morgan transaction are displayed and may also be included for accounts at other financial<br />

institutions if provided by that institution. This report covers both J.P. Morgan accounts and other<br />

financial institution accounts.<br />

13.82 How and when is the <strong>District</strong> notified <strong>of</strong> a failed wire transfer?<br />

In the unlikely event <strong>of</strong> J.P. Morgan's processing error, J.P. Morgan will arrange for proper value <strong>of</strong><br />

the funds transfer without cost to the client.<br />

Upon receipt <strong>of</strong> rejected wire, <strong>The</strong> Bank’s Client Service Investigations Team will process and recredit<br />

your account same day. Clients may view the re-credits through SWIFT and J.P. Morgan’s<br />

proprietary intra-day and end <strong>of</strong> day electronic statements. We <strong>of</strong>fer alerts notifying clients about FED<br />

and CHIPS returns to their accounts. For certain methods <strong>of</strong> payment initiation, clients are<br />

automatically notified or contacted concerning returns by our Service team.<br />

<strong>Page</strong> 95


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.83 Describe the most recent major hardware and/or s<strong>of</strong>tware upgrade.<br />

J.P. Morgan is continually working to enhance our payments processing, client service, payment<br />

initiation and information reporting platforms. We have recently introduced, or have plans to introduce<br />

in the near-term, a number <strong>of</strong> products and services that reinforce our position as the leading provider<br />

<strong>of</strong> innovative, flexible and efficient payment solutions.<br />

• J.P. Morgan is continuing to invest in our Extended Remittance Information (ERI) capabilities.<br />

<strong>The</strong> Federal Reserve Bank and <strong>The</strong> Clearing House implemented payment format enhancements<br />

in November 2011 which support additional fields to carry up to 9,000 characters <strong>of</strong> payment<br />

remittance detail, J.P. Morgan implemented origination and reporting via internet based services<br />

in November 2011. In 2012 our host to host delivery channel will be enhanced to carry ERI data<br />

in a BAI information reporting file format.<br />

13.84 Does the wire transfer system reside on the bank's central computer system? Do customers interact with<br />

that system?<br />

<strong>The</strong> wire transfer system resides on one <strong>of</strong> the bank’s central computer systems. Clients interact with<br />

our various access mechanisms, not with the central computer system directly.<br />

13.85 How the customer's access to the bank's wire transfer systems controlled?<br />

J.P. Morgan ACCESS allows the <strong>District</strong> to designate the rights <strong>of</strong> each user on the platform.<br />

Services available on the portal accommodate a wide range <strong>of</strong> security options, including requests for<br />

multiple transaction approvals, demands for separate “enter” and “release” functions for users, dual<br />

control among users, and daily or transaction limits.<br />

<strong>The</strong> <strong>District</strong>’s security administrators are the only individuals able to assign users with transaction<br />

initiation privileges.<br />

13.86 Does the bank <strong>of</strong>fer its customers dual control release options (intermediary approval level) for<br />

electronically initiated transfers? If so, describe. Is this required for repetitive wire transfers?<br />

Matrix Approval<br />

This service enables significant customization <strong>of</strong> the payment approval workflow in Funds Transfer<br />

Initiation to reflect authorizers’ signatory limits.<br />

Matrix Approval can be used for tasks as simple as adding an additional approver, to creating<br />

complex sets <strong>of</strong> rules for a board resolution requiring a number <strong>of</strong> different signers based on<br />

transaction amounts. <strong>The</strong> service enables the creation <strong>of</strong> different approval rules for different<br />

accounts, payment types, initiation method and even beneficiary, as well as by payment value.<br />

Furthermore, the <strong>District</strong> can set the order in which approvals should occur and can require up to nine<br />

approvers.<br />

<strong>Page</strong> 96


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

As an additional <strong>of</strong>f-line control, the <strong>District</strong> can also use Matrix Approval to determine the maximum<br />

value <strong>of</strong> a payment that can be sent through J.P. Morgan ACCESS.<br />

Even where Matrix Approval is not required for signing needs, it can be used to:<br />

• Reduce the amount <strong>of</strong> time senior management spends on approving payments<br />

• Help call attention to high-value or higher-risk payments during authorization<br />

• Add flexibility and control to payment initiation as part <strong>of</strong> a compliant and efficient process<br />

<strong>The</strong> <strong>District</strong>’s security administrators create groups <strong>of</strong> approvers with equal signing authority levels.<br />

<strong>The</strong>y then define the rules <strong>of</strong> the payment approval process at an account, amount, payment method<br />

or repetitive template level by assigning one or more <strong>of</strong> these approval groups. <strong>The</strong> system then<br />

routes payments for authorization as appropriate.<br />

13.87 Is security the same for repetitive and free form wires initiated by all <strong>of</strong> the methods listed above? If not,<br />

how does it differ?<br />

Yes.<br />

13.88 Are security access codes (passwords) encrypted or authenticated? Is an Audit Report available<br />

showing all activity over a given period, including User ID, date and time?<br />

Security access codes are not encrypted or authenticated. Authentication occurs when payments are<br />

released to J.P. Morgan.<br />

J.P. Morgan ACCESS makes available to the <strong>District</strong> a variety <strong>of</strong> audit reports that detail information<br />

on each user:<br />

• Operator Matrix Report: This details all functions and accounts assigned by the security<br />

supervisors.<br />

• User Access Report: This lists the last date and time each user has accessed the system.<br />

• Operator Login Report: This details the number <strong>of</strong> successful and unsuccessful logins and<br />

logouts with the corresponding dates and times for each operator for a specific date.<br />

• Operator Log Report: This reports all transactions created, modified, approved, released and<br />

deleted for each operator for a specific date.<br />

13.89 Can limits by user and function be established for single transaction amounts and daily aggregate<br />

amounts?<br />

<strong>The</strong> <strong>District</strong>’s security administrator can restrict users from the following functions:<br />

• Debit Account<br />

• Repetitive Only<br />

• Data Enter Only<br />

• Approve Only<br />

• Inquiry Only<br />

• Daily amount limit<br />

• Deletion authority<br />

• Modification authority<br />

• Release amount limit<br />

• Release authority<br />

<strong>Page</strong> 97


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Transaction amount limit<br />

13.90 Can <strong>District</strong> create repetitive transactions online? What approvals are required?<br />

J.P. Morgan provides the following options for establishing repetitive transfers:<br />

• Internet: Clients can input new, automated, repetitive wire transfer instructions via<br />

J.P. Morgan ACCESS.<br />

• Electronic transmission: PaySource clients can establish repetitive lines that will be stored on<br />

J.P. Morgan’s mainframe.<br />

• Mail: Written requests for repetitive line setup are handled on an exception basis.<br />

• Other: Clients who initiate wires via telephone can establish repetitive lines that will be stored on<br />

J.P. Morgan’s mainframe.<br />

Additionally, in J.P. Morgan ACCESS, a free-form transfer can be copied and saved as repetitive.<br />

13.91 What controls has the bank put in place to prevent wire transfer fraud? What has been the bank’s<br />

experience with fraud in the wire transfer area?<br />

All wholesale financial messages transmitted through a telecommunications link to or from a<br />

J.P. Morgan financial application must be properly authenticated. All message authentication<br />

measures and products must conform to approved American National Standards Institute (ANSI)<br />

standards. Key management process must be employed and must conform to approved American<br />

National Standards Institute (ANSI) standards.<br />

To prevent unauthorized or fraudulent transmission <strong>of</strong> payment instructions, J.P. Morgan requires that<br />

authentication be employed on all value-bearing transactions electronically transmitted to the bank.<br />

Encryption will be implemented based on the client’s request.<br />

Authentication is mandatory regardless <strong>of</strong> which avenue your company uses to deliver the payment<br />

files.<br />

Message-Level Authentication — Symmetric Key<br />

Authentication helps ensure the integrity <strong>of</strong> the data by making any alteration <strong>of</strong> the data conspicuous<br />

by using a message authentication code (MAC). <strong>The</strong> MAC is a cryptographically derived number that<br />

is calculated based on a confidential key known only to the parties involved in the transmission and<br />

the Data Encryption Standard (DES) algorithm. <strong>The</strong> MAC is calculated using all data contained in the<br />

message: numeric, text and punctuation. Authentication does not modify the text <strong>of</strong> the message.<br />

Instead, the MAC is added to the message in a predetermined location, resulting in an authenticated<br />

message that can pass through the same communications equipment or network that handles<br />

unauthenticated messages.<br />

Upon receipt <strong>of</strong> the data by the bank, the MAC is recomputed and compared to the MAC sent with the<br />

data. If they are equal, J.P. Morgan can be assured that the data were sent by an authorized sender<br />

and were not altered. Authentication does not make the file unreadable, only unalterable without<br />

detection.<br />

Digital Signature Authentication for Communications via the Internet — PKI Data Security<br />

J.P. Morgan employs Public Key Infrastructure (PKI) security for communications via the Internet<br />

(through EC Gateway) to the bank. PKI digital certificates provide authentication, confidentiality, nonrepudiation<br />

and data integrity. A combination <strong>of</strong> public and private keys is used to keep data secret.<br />

<strong>Page</strong> 98


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

J.P. Morgan currently supports two PKI s<strong>of</strong>tware solutions: Entrust, version 5.0 and Templar, version<br />

4.0. Both packages <strong>of</strong>fer message authentication and encryption. Entrust, coupled with File Drive, is<br />

generally used for secure FTP transmissions; Entrust or Templar can be used for SMPT<br />

transmissions. Through the use <strong>of</strong> digital signatures, unique encryption and message authentication<br />

keys, J.P. Morgan is able to verify the validity and integrity <strong>of</strong> the file delivered.<br />

Clients choosing to use DES-based authentication for communications via a leased line, VAN, or<br />

async or bisync communications generally use DESCRYPT/EDI+ s<strong>of</strong>tware available through<br />

Peregrine Systems/Prime Factors, or SecureAccess2000 available through bTrade.com.<br />

As an added measure <strong>of</strong> verifying accurate file transmissions, clients using EDI file formats may<br />

choose to send an 831 message type that contains transaction and amount totals. J.P. Morgan will<br />

hold an 820 payments file until the corresponding 831 is received and verified. This is an optional<br />

service provided by J.P. Morgan.<br />

Encryption<br />

Encryption <strong>of</strong> data is recommended but not required by J.P. Morgan and may not be used as a<br />

substitute for authentication. Encryption is a method <strong>of</strong> helping ensure the confidentiality <strong>of</strong> data. It<br />

does not provide detection <strong>of</strong> accidental or deliberate alteration <strong>of</strong> messages. Encryption converts the<br />

text <strong>of</strong> a message from plain text into a coded form that cannot be read without knowledge <strong>of</strong> a<br />

confidential key known only to the sender and the receiver. Encryption adds another level <strong>of</strong> security<br />

for clients that do not wish to risk their payment instructions being read by an unauthorized party.<br />

13.92 On what basis does the bank calculate daylight overdraft positions?<br />

Daylight overdrafts are referenced in the context <strong>of</strong> intra-day credit line (IDL) or intra-day liquidity (Fed<br />

daylight overdraft) usage. At J.P. Morgan, both daylight overdrafts are calculated on a minute by<br />

minute basis.<br />

13.93 Describe measures to assure that the <strong>District</strong> will not be charged for overdrafts due to bank delays in<br />

posting investment income, incoming wires and other credits.<br />

J.P. Morgan does not charge for either intra-day credit (IDL) or intra-day liquidity (Fed daylight<br />

overdraft) usage arising in the context <strong>of</strong> normal clearing activities at this time, which is current<br />

market practice.<br />

13.94 Transaction Research:<br />

13.95 Does the bank adjust the deposit amount or process an adjusting debit or credit? <strong>The</strong> <strong>District</strong> requires<br />

supporting documentation on any debit or credit correction memo.<br />

J.P. Morgan’s standard practice is to credit the <strong>District</strong> for the dollar amount reflected on the deposit<br />

ticket or in the electronic file. If an adjustment is warranted once the deposit is verified, the adjustment<br />

amount is then posted to the <strong>District</strong>’s account as a correction item.<br />

J.P. Morgan provides a report that includes the deposit ticket date, credit date, verified date, declared<br />

deposit amount, verified deposit amount, denominational breakdown and any adjustments along with<br />

the associated reason code.<br />

13.96 Within what time frame can the bank provide requested copies or documentation? What delivery options<br />

are available?<br />

Below we have outlined J.P. Morgan’s standard procedure for reporting deposit adjustments and<br />

options available (e.g., electronic reporting with location ID attached, adjustment copies to multiple<br />

locations).<br />

<strong>Page</strong> 99


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Branch Deposits<br />

<strong>The</strong> standard delivery method for cash adjustment advices is the U.S. Postal Service. J.P. Morgan<br />

mails adjustment advices within one business day <strong>of</strong> verification. <strong>The</strong> Bank mails the advice to the<br />

address listed on the deposit ticket. <strong>The</strong> store/location number can be included on the adjustment<br />

advice. <strong>The</strong> Bank is not able to mail an adjustment advice to an alternate address, nor can it send<br />

copies to multiple addresses.<br />

J.P. Morgan also posts the adjustment to electronic information reporting and the bank statement as<br />

a deposit credit or debit adjustment with the dollar amount and store location number.<br />

Electronic Check Deposits via Image Deposit Direct (IDD)<br />

J.P. Morgan prints an image quality failure document if image quality does not meet acceptable<br />

standards. <strong>The</strong> Bank mails it to the <strong>District</strong>. <strong>The</strong> <strong>District</strong> may then either deposit the original item or<br />

rescan and resubmit another image. J.P. Morgan can mail the image quality failure document to the<br />

same address as the statement or to an alternate address. <strong>The</strong> Bank also notifies ICL clients via e-<br />

mail for any images that do not meet acceptable image quality standards. Client services <strong>of</strong>ficers<br />

notify IDD clients.<br />

<strong>The</strong> standard delivery method for cash adjustment advices is via U.S. Postal Service. Within one<br />

business day <strong>of</strong> verification, J.P. Morgan mails adjustment advices to the address listed on the<br />

deposit ticket. <strong>The</strong> store/location number can be included on the adjustment advice. J.P. Morgan can<br />

mail a second copy <strong>of</strong> the adjustment advice to an alternate address. Overnight delivery is also<br />

available.<br />

<strong>The</strong> Bank posts the adjustment to the <strong>District</strong>’s account and reports it – through electronic information<br />

reporting tools and on the <strong>District</strong>’s bank statement – as a deposit debit adjustment with the dollar<br />

amount and store location number.<br />

Paper Check Deposits<br />

<strong>The</strong> standard delivery method for cash adjustment advices is via U.S. Postal Service. Within one<br />

business day <strong>of</strong> verification, J.P. Morgan mails adjustment advices to the address listed on the<br />

deposit ticket. <strong>The</strong> store/location number can be included on the adjustment advice. <strong>The</strong> Bank can<br />

mail a second copy <strong>of</strong> the adjustment advice to an alternate address.<br />

<strong>The</strong> Bank posts the adjustment to the <strong>District</strong>’s account and reports it - through electronic information<br />

reporting tools and on the <strong>District</strong>’s bank statement - as a deposit debit adjustment with the dollar<br />

amount and store location number.<br />

Vault Deposits<br />

<strong>The</strong> standard delivery method for adjustment advices is via U.S. Postal Service. Within one business<br />

day <strong>of</strong> verification, J.P. Morgan mails adjustment advices to the address provided. <strong>The</strong> store/location<br />

number can be included on the adjustment advice. <strong>The</strong> Bank is not able to mail an adjustment advice<br />

to an alternate address, nor can it send copies to multiple addresses.<br />

<strong>The</strong> vault also <strong>of</strong>fers the following notification options to supplement the paper advice:<br />

• E-Mail: next-day notification for all deposits and adjustments processed during the prior<br />

processing day.<br />

• Fax: next-day notification for all deposits and adjustments processed during the prior processing<br />

day.<br />

• Phone: notification by noon the following day for all adjustments greater than $100.<br />

<strong>Page</strong> 100


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Receipt Mailer: mailed next day for all deposits, adjustments and change orders processed<br />

during the prior processing day.<br />

J.P. Morgan also posts the adjustment to electronic information reporting tools and the bank<br />

statement as a cash credit or debit adjustment with the dollar amount, store location number, original<br />

deposit amount, original deposit date, processing vault ID and adjustment reason.<br />

Each depository channel - branch, check and vault - charges a fee for each deposit adjustment<br />

processed and mail advice created. This fee may differ depending on which operational area created<br />

the deposit adjustment. <strong>The</strong> unit <strong>of</strong> measure is per adjustment.<br />

13.97 Disaster Recovery and Control:<br />

13.98 Describe the bank’s electronic data procedures and/or manual system used to provide banking services<br />

along with backup and recovery capabilities.<br />

As an integral part <strong>of</strong> normal business operations within J.P. Morgan every manager in the firm is<br />

responsible for developing and maintaining resiliency plans as part <strong>of</strong> the firm wide Resiliency<br />

Management Program, part <strong>of</strong> the firm's Global Resiliency and Information Technology Risk<br />

Management department.<br />

Resiliency activities <strong>of</strong> J.P. Morgan must comply with and are governed by several agencies that<br />

have laws, rules and regulations. Within the firm's policy, requirements have been defined for each<br />

critical business process to provide essential business and technology service levels to comply with<br />

resiliency requirements <strong>of</strong> the Office <strong>of</strong> the Comptroller <strong>of</strong> the Currency, the Federal Financial<br />

Institutions Examination Council and regulatory agencies within the different geographic regions.<br />

Resiliency planning is also commonly referred to by terms within the industry as business continuity,<br />

disaster recovery and contingency planning; they all represent the process whereby financial<br />

institutions ensure the maintenance or recovery <strong>of</strong> operations and service to their clients.<br />

Resiliency plans must explicitly address the business, operations and technology components <strong>of</strong> a<br />

business process, including those critical processes and functions provided by outside service<br />

providers and industry utilities. Contingency locations are an integral part <strong>of</strong> resiliency planning. In<br />

combination with the firm's testing program the locations ensure that the business resiliency plans<br />

remain accurate, relevant and operable to minimize disruption to our clients. Critical resiliency plans<br />

are tested annually, at a minimum, to verify the effectiveness <strong>of</strong> alternate locations and to<br />

demonstrate that the plans remain accurate and executable.<br />

J.P. Morgan resiliency plans are subject to reviews by J.P. Morgan’s Internal Audit Department and<br />

the Resiliency Risk Management group, which acts as the firm’s governing body for Business<br />

Resiliency measures. <strong>The</strong> plans must address and comply with documented organizational<br />

requirements. All findings are escalated to the business units, Risk Management and division<br />

executive for review. <strong>The</strong> firm's Board <strong>of</strong> Directors reviews the status <strong>of</strong> the overall resiliency program<br />

on an annual basis.<br />

J.P. Morgan exercises commercially reasonable efforts to ensure that the firm meets our obligations<br />

to you and to all <strong>of</strong> our clients. <strong>The</strong> firm's resiliency program provides comprehensive business impact<br />

analysis, risk assessment, resiliency planning and testing to ensure we can manage our risk and our<br />

clients risk within a reasonable time period.<br />

An overview <strong>of</strong> “TSS Business Resiliency” summary is provided for your review in Appendix 7. If you<br />

require more detail regarding our business resiliency planning methodology, we will be pleased to<br />

arrange a meeting for you with members <strong>of</strong> our business resiliency staff.<br />

<strong>Page</strong> 101


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

J.P. Morgan’s global footprint provides built-in redundancy for many core processing, operations and<br />

service delivery functions. J.P. Morgan has strategically located data centers and operation centers<br />

throughout the world. This geographic distribution helps to reduce the impact <strong>of</strong> a local disruption on<br />

our business. Each location has at least one defined and tested recovery site with connectivity to<br />

applications and a tested plan for relocating to the alternate site and resuming business.<br />

Further minimizing the likelihood <strong>of</strong> a full-scale business disruption, J.P. Morgan’s data centers and<br />

data storage procedures have been designed to minimize the likelihood <strong>of</strong> a disruption in the event <strong>of</strong><br />

a disaster:<br />

• Data centers have on-site backup processing resources to address local equipment issues.<br />

• Data centers and major operations facilities are designed to receive electrical power from two<br />

separate substations and are also equipped with backup power generation and surge<br />

suppression systems.<br />

• Buildings feature stringent physical security, using highly sophisticated systems to prevent<br />

against and detect fire, smoke, water and intrusion. <strong>The</strong>se measures help to reduce the risk and<br />

minimize the consequences <strong>of</strong> these events. Each building is secured, requiring electronic ID<br />

cards for access. In addition, a trained and equipped security staff provides 24-hour coverage.<br />

• In major facilities, telephone service is delivered from two separate switching stations and<br />

delivered to the building so that an interruption to one <strong>of</strong> the switching stations would not affect<br />

the entire building’s workspace.<br />

J.P. Morgan maintains a proprietary telecommunications network across our global operating facilities<br />

and data centers, which is designed to maintain communications in the event <strong>of</strong> a disaster. We have<br />

redundant components for each connection (e.g., routers, switches, etc.) which allow us to<br />

immediately correct device failures. We have configured our network with multiple diversely routed<br />

paths that allow us to re-direct traffic in the event <strong>of</strong> a disruption. This enables us to revert to<br />

additional options in the event <strong>of</strong> a provider outage.<br />

13.99 Where are the bank’s <strong>of</strong>f-site facilities located?<br />

Due to the sensitive nature <strong>of</strong> this information, J.P. Morgan does not release specific details on the<br />

location <strong>of</strong> primary and backup data centers and processing sites.<br />

13.100 How quickly can the "hot" site be implemented in case <strong>of</strong> an emergency?<br />

Each J.P. Morgan business unit performs a formal Business Impact Analysis (BIA) to assess the<br />

operational, financial and reputational impact <strong>of</strong> a service disruption on clients and the firm. <strong>The</strong><br />

results <strong>of</strong> the business impact analysis are used to determine the criticality <strong>of</strong> the function and the<br />

corresponding recovery time objective.<br />

Recovery time objectives and service levels vary based on criticality <strong>of</strong> the specific business function.<br />

For our most critical functions, we apply a two-hour recovery time objective for full resumption <strong>of</strong><br />

normal operations. For other functions, we apply recovery time objectives ranging from 2-73 hours.<br />

For the least critical functions, we apply a recovery time objective <strong>of</strong> 73 hours, which results in those<br />

business functions deferred and/or suspended.<br />

Business and support group areas must identify their requirements based on their process capacity<br />

needs to address a loss <strong>of</strong> an entire zone for a minimum <strong>of</strong> 30 days. This enables businesses and<br />

support groups to stage their recoverability over that time period.<br />

<strong>Page</strong> 102


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.101 Provide a detailed description <strong>of</strong> the controls in place to insure the integrity <strong>of</strong> the funds transfer system.<br />

Generally, data is replicated to an application's disaster recovery database servers in a real-time or<br />

near real-time fashion so the firm is prepared for potential outages. When required to retain data for<br />

considerably longer times due to regulatory reasons, backup tapes are retained as required for that<br />

application.<br />

Within our core data centers, data is backed up on a frequency determined by the application and<br />

business recovery time objective. For the most critical applications, the data is mirrored real time and<br />

minimal to no loss <strong>of</strong> data would be expected.<br />

Additional information on controls in place to insure the integrity and prevent fraud <strong>of</strong> the funds<br />

transfer system can be found in Section 13.91.<br />

13.102 How will the bank assist the <strong>District</strong> during a disaster, i.e. backup plans for direct deposit <strong>of</strong> payroll?<br />

J.P. Morgan will work with the <strong>District</strong> to restore previously received transmitted files. This data can<br />

be reprocessed with appropriate approvals as is without changes to assist with the client needs.<br />

Further discussions and procedures can be made during the implementation process.<br />

13.103 Describe the types <strong>of</strong> insurance and bonding carried.<br />

Coverage: Workers’ Compensation & Employers Liability<br />

Risks Covered: All compensation and other benefits required by state law and all sums the insured is<br />

legally obligated to pay because <strong>of</strong> bodily injury by accident or disease.<br />

Carrier: Liberty Mutual Corporation<br />

Levels/Limits: WC- Statutory<br />

EL-$1,000,000<br />

Policy Period: 04/01/12 – 04/01/13<br />

Coverage: Commercial General Liability<br />

Risks Covered: Sums which the insured is obligated to pay due to third party bodily injury and<br />

property damage claims arising out <strong>of</strong> the conduct <strong>of</strong> the insured’s business.<br />

Carrier: Liberty Mutual Fire Insurance Company<br />

Levels/Limits: $5,000,000 Combined Single Limit<br />

Policy Period: 04/01/12 – 04/01/13<br />

Coverage: Bankers Pr<strong>of</strong>essional Liability (bonding information)<br />

Risks Covered: Bankers Pr<strong>of</strong>essional Liability coverage indemnifies against loss arising from claims<br />

<strong>of</strong> alleged wrongful acts committed in the performance <strong>of</strong> pr<strong>of</strong>essional services.<br />

Carrier: Park Assurance Company<br />

Levels/Limits: $100,000,000<br />

Policy Period: 01/15/12 – 01/15/13<br />

Coverage: Financial Institution Bond / Electronic and Computer Crime (Bankers Blanket Bond<br />

Form 24 [Amended])<br />

Risks Covered: Loss <strong>of</strong> money/securities plus other properties resulting from employee dishonesty,<br />

robbery, burglary or mysterious disappearance; loss <strong>of</strong> accepting forged or counterfeit checks and<br />

securities; a third-party interloper who accesses a computer where JPMorgan Chase is held liable.<br />

Carrier: Park Assurance Company<br />

Levels/Limits: $300,000,000<br />

Policy Period: 07/01/11 – 07/01/12<br />

<strong>Page</strong> 103


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.104 Online Access:<br />

13.105 Will the account reporting system provide beginning and ending ledger (book) balances, collected<br />

balances, available balances, and float assignment as well as transaction details for both current and<br />

prior days?<br />

J.P. Morgan ACCESS combines powerful Web-based cash management tools to provide the <strong>District</strong><br />

with a secure reliable single point <strong>of</strong> access to a wide range <strong>of</strong> financial transactions and account<br />

services, including trust, custody, trade and treasury management applications. Whether your cash is<br />

in one or multiple accounts located locally or worldwide, J.P. Morgan ACCESS puts critical cash<br />

management information and tools at your fingertips and the unparalleled experience and backing <strong>of</strong><br />

J.P. Morgan at your service.<br />

<strong>The</strong> <strong>District</strong> can utilize J.P. Morgan ACCESS to make informed cash management decisions. J.P.<br />

Morgan ACCESS cash management applications integrate payments, investment, inquiry, and<br />

information delivery tools in a seamless online environment.<br />

As a leading provider <strong>of</strong> global electronic banking services, J.P. Morgan actively invests in<br />

technologies and supports strategic products that meet the needs <strong>of</strong> a diverse worldwide client base.<br />

As a key player in financial networks worldwide, J.P. Morgan <strong>of</strong>fers the access and flexibility the<br />

<strong>District</strong> needs to transact business. J.P. Morgan ACCESS is a key system that is utilized by our<br />

customers and it is described in further detail below.<br />

J.P. Morgan ACCESS Services<br />

Reporting Services<br />

Initiation Services<br />

Inquiry Services<br />

• Cash (including balances, transactions, multibank, checks paid,<br />

lockbox, controlled disbursement funding)<br />

• Disbursement<br />

• Funds transfer<br />

• Cash concentration<br />

• Audit<br />

• Search and sort facilities that allow clients to pinpoint transactions<br />

and manage data effectively<br />

• Export features to facilitate data integration with client accounting<br />

and decision-support platforms—data from cash reporting is<br />

available for export<br />

• Custody and investment reporting options<br />

• ACH<br />

• Wire (J.P. Morgan and multibank)<br />

• Additional inquiry facilities for check disbursement services are<br />

available in the J.P. Morgan ACCESS Payables Web Services<br />

module.<br />

With an online system like J.P. Morgan ACCESS, the <strong>District</strong> will have the flexibility <strong>of</strong> assigning<br />

multiple users to the system, while maintaining security features such as dual authorization capability<br />

and by-account access restrictions. <strong>The</strong> <strong>District</strong> will choose its own Security Administrators (SAs).<br />

<strong>The</strong> SAs will be able to manage the <strong>District</strong>’s users and access. <strong>The</strong>re is no limit to the number <strong>of</strong><br />

users that can access the application simultaneously.<br />

<strong>Page</strong> 104


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

J.P. Morgan ACCESS provides the <strong>District</strong> with the efficiency <strong>of</strong> a single “Dashboard” from which<br />

authorized users can access the accounts and applications to which they have been entitled using<br />

their User ID and password.<br />

J.P. Morgan ACCESS Dashboard shows the variety <strong>of</strong> modules available in the menu list in the left<br />

column.<br />

Figure 12<br />

Modular systems like J.P. Morgan ACCESS can be deployed to meet the <strong>District</strong> ’s specific treasury<br />

needs and can be modified to allow access to multiple products as your needs evolve. You will be<br />

able to view timely information, initiate transactions, and make inquiries through one consolidated<br />

window. J.P. Morgan ACCESS integrates the various TSS information delivery, investment and<br />

transaction services, as well as inquiry tools into a single online portal.<br />

13.106 How <strong>of</strong>ten are current day balances and transaction detail updated? What other current-day reporting<br />

items are available through the reporting system?<br />

Depending on the account type being reported, current-day information is generally available<br />

beginning at 12:01 a.m. ET. Information generally is available within 10 minutes <strong>of</strong> receipt or creation.<br />

J.P. Morgan provides updates throughout the business day for established accounts. Current-day<br />

information is available, based on the operating area <strong>of</strong> the bank, for funds transfer, letters <strong>of</strong> credit,<br />

securities and deposit transactions.<br />

Wire transfers are updated in near real-time. Other types <strong>of</strong> transactions updates are available as<br />

follows.<br />

<strong>Page</strong> 105


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.107 Can multiple users access the information? If so, can the bank restrict users to accessing only portions<br />

<strong>of</strong> the information? Please describe the administrative functionality that is available to the <strong>School</strong><br />

<strong>District</strong>? Can the <strong>District</strong> add users?<br />

Yes, multiple users can utilize J.P. Morgan ACCESS. For control purposes, user entitlements are<br />

established by the <strong>District</strong>’s system administrators. Users may be authorized to add, modify, delete,<br />

approve and/or release wire transactions. User entitlements can even differ for repetitive vs. nonrepetitive<br />

transactions. For a process that specifically meets company policies and operational needs,<br />

these features enable the <strong>District</strong> to balance desired efficiency against needed controls.<br />

13.108 Are ACH returns and ACH Notifications <strong>of</strong> Change available?<br />

Yes, via J.P. Morgan ACCESS Special Reports, an electronic version <strong>of</strong> paper reports includes a<br />

Returns and Exceptions Report. <strong>The</strong> Report provides detailed information on your return items,<br />

including check returns, Automated Clearing House (ACH) returns and ACH notification <strong>of</strong> changes<br />

(NOC).<br />

13.109 Can account analysis detail be downloaded into excel from your system? If not, can it be provided as a<br />

monthly transmission?<br />

Account Analysis statements can be delivered via paper, online via the J.P. Morgan ACCESS portal<br />

and electronically via EDI 822 file format.<br />

J.P. Morgan supports 822 EDI version 4010, which can be delivered via:<br />

• Direct Transmission – the monthly file is available by the 6 th business day for download once a<br />

secure FTP connection has been established.<br />

• Secure E-Mail Distribution – an embedded link within a secure e-mail can be used to download<br />

the file via a Web browser.<br />

All sections <strong>of</strong> the Account Analysis statement may be viewed, printed and exported through the<br />

Electronic Statements module. Up to 13 months <strong>of</strong> statements are made available online.<br />

13.110 Can balances and transaction detail be downloaded from the system? In what formats (pdf, html, csv,<br />

excel)?<br />

<strong>The</strong> <strong>District</strong> may export and integrate balance and transaction information from the<br />

J.P. Morgan ACCESS Cash Balance and Transaction Reporting module in the following formats into<br />

other systems and applications:<br />

• Adobe® Acrobat® (PDF)–formatted reports.<br />

• Export files in comma-delimited (CSV), BAI2, Micros<strong>of</strong>t Excel and MT 940 formats.<br />

In addition, if the <strong>District</strong> desires a transmission directly to internal systems, J.P. Morgan can provide<br />

a direct transmission <strong>of</strong> historical data in BAI2 format. This facility, separate from the Bank’s online<br />

product, is typically requested for large-volume accounts.<br />

13.111 What time each day is the data available?<br />

Previous-day information is available 7:00 a.m. ET.<br />

13.112 How many business days is data stored on the reporting system and available for the <strong>District</strong> to access?<br />

J.P. Morgan ACCESS <strong>of</strong>fers 45 calendar days <strong>of</strong> account balance and transaction data. Upon<br />

request, the system can store 90 calendar days or one year.<br />

Please refer to Appendix 11 for “J.P. Morgan ACCESS Sample Reports.”<br />

<strong>Page</strong> 106


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.113 What technical specifications will be required for <strong>District</strong> employees to access the system?<br />

J.P. Morgan ACCESS supports the operating systems listed below. J.P. Morgan weighs many factors<br />

when deciding which versions to support. For optimal performance on J.P. Morgan ACCESS, the<br />

Bank requests that the <strong>District</strong> confirms that its systems meet the recommended hardware and<br />

s<strong>of</strong>tware standards. Otherwise, performance likely will be affected.<br />

Use the following checklists to validate the <strong>District</strong>’s technology environment for potential users <strong>of</strong> the<br />

current J.P. Morgan ACCESS and the next generation systems.<br />

J.P. Morgan ACCESS Specifications<br />

System<br />

Operating<br />

System<br />

Browsers<br />

Other S<strong>of</strong>tware<br />

Workstation<br />

Processor<br />

Physical RAM<br />

Installed<br />

Hard Drive<br />

Capacity<br />

Communications<br />

Monitor/<br />

Resolution<br />

Requirements<br />

Micros<strong>of</strong>t Windows 7, Windows Vista Business (32-bit) or Windows ® XP (SP3)<br />

Note: J.P. Morgan ACCESS does not support Apple MAC computers<br />

Micros<strong>of</strong>t Internet Explorer ® (IE) 9, 8 and 7 browsers (128-bit encryption level)<br />

Recommended: Micros<strong>of</strong>t Internet Explorer 8<br />

Note: IE8 users may need to turn ON “compatibility view” mode for certain applications<br />

or by adding “jpmorgan.com to Compatibility View Settings, under Tools.<br />

Note: IE8 users should activate the “Smart Screen Filter” (under Safety button) for added<br />

security.<br />

Note: <strong>The</strong> browser must allow “cookies” to be created and retained on the workstation.<br />

- Adobe ® Reader ® 9.0* and above<br />

Reader is used by several J.P. Morgan ACCESS products, including: Benefits Payments, Cash<br />

Balances and Transactions Reporting, eServe SM , Receivables Edge SM , Payables Web Services<br />

and Views Portfolio Reporting.<br />

- Oracle Java TM Plug-in version 6 updates 20 thru 30*<br />

Java is used for the following products: Accounting Reporting 4.1 (Apollo), ACH File Warehouse, ACH<br />

Initiation, Corporate Action Instructions, eServe, Funds Transfer Initiation, Global ACH, Liquidity<br />

Initiation, Payables Web Services, Receivables Edge, Supply Chain Finance, TITAN Online and<br />

Transaction Initiation.<br />

Recommended: Sun Microsystems® Java® plug-in version 6 update 30**<br />

- Adobe Flash ® Player 9.0* or later for Online Training and Views Portfolio Reporting<br />

- Compression s<strong>of</strong>tware (WinZip ® , etc.) for clients who have elected Cash Reporting file<br />

export<br />

- Micros<strong>of</strong>t Excel® 2003 or above for clients using Cash Balances and Transactions<br />

Reporting to export data using “CSV Unicode”, which supports multi-byte characters.<br />

Note: Installation <strong>of</strong> s<strong>of</strong>tware/plug-ins may require administrative rights on a workstation.<br />

Best Practices: Use workstation dedicated to internet banking (not for e-mail or web browsing).<br />

Use workstation NOT shared by public, such as at library or internet café.<br />

Recommended: 1.2 GHz or higher<br />

512 MB RAM minimum – users will see better performance with higher levels <strong>of</strong> RAM<br />

Recommended: 1GB RAM or higher (Windows 7 requires at least 1GB)<br />

300 MB available free space (minimum)<br />

Recommended: 500 MB or higher<br />

High speed Internet connection with company and/or personal firewall<br />

SVGA 1024 x 768 resolution, 256-color (minimum)<br />

Click here<br />

to turn ON.<br />

<strong>Page</strong> 107


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

J.P. Morgan ACCESS Specifications<br />

System<br />

Spam Blocking<br />

Important<br />

Requirements<br />

Please check with your company’s technical support department to ensure the following e-mail<br />

addresses are not blocked for the following services:<br />

ACCESS Security Administration jpmorgan.access@jpmchase.com<br />

Cash Reporting Scheduler IMSD.Security.Operations@jpmorgan.com<br />

gca_technology_production_operations@jpmchase.com<br />

Corporate Action Instructions cai@jpmorgan.com<br />

Statements:<br />

Account Analysis<br />

tsbilling@jpmchase.com<br />

PAM<br />

espmail@ebpp.chase.com<br />

Payables Web Services:<br />

ACH Exception Availability AchPWS@jpmorgan.com<br />

Positive Pay<br />

PositivePayPWS@jpmorgan.com<br />

Reverse Positive Pay<br />

ReversePositivePayPWS@chase.com<br />

Internet File Delivery (IFD) ReconciliationsPWS@chase.com<br />

Receivables Edge Alerts Receivables_Edge@jpmchase.com<br />

Views Portfolio Reporting ViewsEmailNotification.DoNotReply@jpmorgan.com<br />

J.P. Morgan strongly recommends user workstations are regularly updated with Windows and<br />

Internet Explorer security updates. Regular virus scans should be completed as well.<br />

*Available on the J.P. Morgan ACCESS Downloads page<br />

** Note: Java 6 updates 20-30 are recommended as Oracle states security issues were found in updates 14 – 30<br />

13.114 Is specific s<strong>of</strong>tware required to communicate with the bank’s system?<br />

No specific s<strong>of</strong>tware other than the browser requirements detailed above is required.<br />

13.115 Image Services:<br />

13.116 Describe the bank’s current image processing capabilities.<br />

We suggest that the <strong>District</strong> utilize our Payables Web Services (PWS) that provides online image<br />

history inquiry for seven years.<br />

PWS provides an advanced upfront check search functionality that provides the <strong>District</strong> with the<br />

complete status <strong>of</strong> each check. <strong>The</strong> <strong>District</strong> can perform single and range-based searches by account<br />

number, check number and amount, sequence number, paid and issue date and payee name. <strong>The</strong><br />

results tell you whether the check is still outstanding, has an active or revoked stop, is canceled<br />

(voided), was returned or has paid.<br />

Additionally, batches <strong>of</strong> images can be requested in an <strong>of</strong>fline request mode for more efficient<br />

origination <strong>of</strong> larger numbers <strong>of</strong> requests.<br />

Check images are available the same day the check is presented.<br />

PWS is more efficient than paper or even CD-ROMs, especially when retrieving information quickly. If<br />

required, CD-ROMs can be supplied five business days after the <strong>District</strong>’s specified cut-<strong>of</strong>f.<br />

• With PWS, retrieval time is measured in seconds and minutes, compared with hours or even days<br />

for physical retrieval, and the quality <strong>of</strong> the reproduced image is extremely clear (see image<br />

example below)<br />

• CD-ROM output provides long-term historical storage<br />

• For high volume check disbursements clients, image transmissions provide fast automated image<br />

files directly transmitted to your internal check archive<br />

<strong>Page</strong> 108


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Payables Web Services (PWS) – Check Image Service<br />

Check images <strong>of</strong> paid items will be available to the <strong>District</strong> online through Payables Web Services<br />

(PWS), the disbursement module <strong>of</strong> J.P. Morgan ACCESS SM . This browser-based solution enables<br />

the <strong>District</strong> to retrieve check images for all applicable accounts without waiting for a photocopy or CD-<br />

ROM to arrive.<br />

Images are available online the day checks are presented for payment; users enter various search<br />

criteria and cut and paste paid check images. <strong>The</strong> solution also <strong>of</strong>fers a number <strong>of</strong> viewing functions<br />

(i.e., front and back, zoom, etc.).<br />

PWS Check Image<br />

Figure 13<br />

Long-Term Online Check Image Retrieval<br />

<strong>The</strong> <strong>District</strong>’s authorized users may access paid check images online for accounts to which they have<br />

the appropriate entitlements and initiate a search using:<br />

• Account number<br />

• Check number<br />

• Paid date<br />

• Dollar value<br />

• Payee name<br />

<strong>Page</strong> 109


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Custom search fields chosen by the <strong>District</strong>, such as general ledger number or vendor number<br />

PWS displays search results online, allowing a user to select an individual item and view the<br />

corresponding image. Check images are available the day a check is presented. Images are stored<br />

and available for online retrieval for a standard period <strong>of</strong> seven years.<br />

a. Do they include “on-line” access to return and adjustment images?<br />

Yes, J.P. Morgan <strong>of</strong>fers images <strong>of</strong> paid items in different media, depending on your image archive<br />

preference.<br />

• Online retrieval via PWS<br />

• CD-ROM<br />

• Image transmission<br />

b. What are the hardware and s<strong>of</strong>tware requirements for the <strong>District</strong>?<br />

As Payables Web Services (PWS) is the disbursement module within the J.P. Morgan ACCESS<br />

portal, please refer to Section 13.113 for technical specifications required to access the system.<br />

13.117 Describe images are accessed from CD-Rom? Is there an index function to allow a user to identify when<br />

CD should be used?<br />

J.P. Morgan’s CD-ROM viewing s<strong>of</strong>tware package provides multiple-level search options. If payee<br />

information is provided, J.P. Morgan places that data on the CD-ROM, and it becomes a searchable<br />

field within the application.<br />

Additionally, for sorting and searching, clients can use Payables Web Services to populate up to 10<br />

client-defined index fields (i.e., payee name, vendor number, GL account number).<br />

13.118 Additional Services:<br />

13.119 Include information on any other services currently provided or planned by the bank that may benefit the<br />

<strong>District</strong>.<br />

Based on our initial assessment <strong>of</strong> the <strong>District</strong>’s requirements in this RFP, we are pleased to present<br />

the <strong>District</strong> with additional services for review and consideration. <strong>The</strong>se services are proposed to<br />

augment and compliment the requirements included in the RFP. Brief descriptions are included<br />

below:<br />

Chase Access Prepaid Payroll Card Program<br />

J.P. Morgan has tremendous experience in this area and presently provides a variety <strong>of</strong> card<br />

solutions for many <strong>of</strong> the Bank’s government clients. For example, to increase the <strong>District</strong>’s<br />

conversion from paper-based processes, such as issuing<br />

checks, and to reduce payroll processing costs, J.P. Morgan<br />

recommends that the <strong>District</strong> consider utilizing Payroll Cards.<br />

Payroll cards are account based, and <strong>of</strong>fer a low cost solution,<br />

which is designed specifically for employees who prefer not to<br />

manage a checking account.<br />

Chase Access Prepaid <strong>of</strong>fers a turnkey prepaid debit card solution for government clients. <strong>The</strong> Chase<br />

Access Prepaid Card program can help the <strong>District</strong> increase direct deposit rates and save time and<br />

money, while helping efficiently manage your payment processes. A sample agreement and pricing<br />

can be found in Appendix 12.<br />

<strong>Page</strong> 110


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

With the Chase Access Prepaid Card, the <strong>District</strong> can:<br />

• Reduce payment processing costs, including those associated with check printing, distribution,<br />

secure check storage, fraud and escheatment management<br />

• Expand direct deposit participation to the un-banked portion <strong>of</strong> your payees<br />

• Improve productivity by reducing time spend distributing checks<br />

• Offer a new benefit that saves your employees time and money<br />

• Use a state-<strong>of</strong>-the-art, Web-enabled platform to easily manage your Chase Access Prepaid Card<br />

program.<br />

<strong>The</strong> <strong>District</strong>’s payees can:<br />

• Obtain immediate access to their funds 24 hours a day, 7 days a week at virtually every ATM in<br />

the nation, with surcharge-free access at more than 50,000 Chase and Allpoint ATMs in the U.S.<br />

<strong>The</strong> card can also be used to make purchases and get cash back at Visa prepaid card retail<br />

locations worldwide.<br />

• Avoid time/inconvenience <strong>of</strong> picking up checks at the <strong>of</strong>fice, or waiting for checks in the mail, and<br />

then cashing them<br />

• Avoid costly check-cashing fees which can range from 3% to 7% <strong>of</strong> the check amount<br />

• Receive the prestige <strong>of</strong> carrying a Visa-branded card when they might otherwise not qualify, with<br />

no credit check required<br />

• Avoid carrying large sums <strong>of</strong> cash and associated risks<br />

• Purchase items on the Web or by phone<br />

• Use the Bill Payment service that allows cardholders to pay bills on-line<br />

• Experience a higher level <strong>of</strong> safety with a FDIC-insured account, purchases that are protected by<br />

Visa Purchase Protection and Zero Liability Policies.<br />

• Have access to 24 x 7 bilingual customer support and receive assistance whenever they need it<br />

Enrollment<br />

J.P. Morgan recommends the use <strong>of</strong> batch enrollment files as the primary method to exchange<br />

cardholder enrollment information. Batch enrollment is a fully automated file transfer process for<br />

account setup (enrollment) activities, such as initial conversion from checks to the Chase Access<br />

Prepaid Card. Batch enrollment can also be used for ongoing account enrollment and demographic<br />

updates. <strong>The</strong> batch transfer process requires no manual entry or intervention to initiate, since this is<br />

an automated daily process.<br />

Alternatively, the <strong>District</strong> can use the Agent Service Center online tool to enroll payees by entering<br />

payee name, address and security information. <strong>The</strong> <strong>District</strong> will receive the payee’s account number<br />

immediately. <strong>The</strong> <strong>District</strong> can also pull up the Customer Pr<strong>of</strong>ile Report, which contains program<br />

pr<strong>of</strong>ile number, cardholder information, account number and account status (active or inactive).<br />

Once a payee is enrolled, the prepaid card will be mailed directly to the cardholder’s address, unless<br />

otherwise requested. <strong>The</strong> cardholder will receive a card carrier with card activation requirements, a<br />

card user guide, program terms and conditions, and a privacy policy, along with the card.<br />

Funding<br />

<strong>The</strong> <strong>District</strong> will fund the Chase Access Prepaid Card accounts leveraging your existing direct deposit<br />

process, with an ACH credit to each individual account.<br />

<strong>Page</strong> 111


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Reporting<br />

<strong>The</strong> Agent Service Center also provides the <strong>District</strong> with a number <strong>of</strong> reports that allow authorized<br />

users to monitor participation and actively manage the prepaid card program. Standard reports<br />

include:<br />

• Customer Pr<strong>of</strong>ile Report<br />

• Daily Transaction Report<br />

• Direct Deposit Information Report<br />

• Cardholder Status Activity Report<br />

• Funding Summary and Detail Reports<br />

• Card Activation Summary and Status Detail Reports<br />

Check Print Solutions<br />

J.P. Morgan has been in the print and dispatch business for more than 20 years. Throughout this<br />

time, we have served the needs <strong>of</strong> clients across a large number <strong>of</strong> industries. We <strong>of</strong>fer print-to-mail<br />

services for checks and advices with file submission through direct transmission or internet upload via<br />

Payables Web Services. J.P. Morgan <strong>of</strong>fers a solution for generating transactions that will allow the<br />

<strong>District</strong> to streamline operations and reduce expense by transferring many <strong>of</strong> the tasks involved in<br />

payments initiation and reconciliation from your <strong>of</strong>fice to us.<br />

We also <strong>of</strong>fer solutions for clients to submit consolidated payments files whereby clients can send a<br />

single file to J.P. Morgan with instructions for wire transfers, checks, ACH and foreign exchange<br />

transactions. We <strong>of</strong>fer flexible format options that include EDI and proprietary file formats to enable<br />

efficient interfaces between your systems and our treasury systems.<br />

J.P. Morgan’s PWS Check Printing platform features include:<br />

Simplified check templates for accounts payable, payroll, royalty, dividend and Explanation <strong>of</strong><br />

Benefits documents. Use <strong>of</strong> our simplified templates will <strong>of</strong>fer a quicker and lower cost<br />

implementation.<br />

A postal net barcode provides processing efficiencies with the U.S. Postal Service, which translates<br />

into postal discounts for your mail expense.<br />

Check paper stock that provides image-survivable security features such as coin reactive mark,<br />

simulated watermark, and micro-printing.<br />

Our check print product integrates with our suite <strong>of</strong> fraud prevention services, whereby we can<br />

automatically generate and apply check issuance data including payee name to our systems<br />

eliminating the need for the <strong>District</strong> to separately submit check issuance data on these transactions to<br />

the bank.<br />

Smart Safe<br />

We propose the <strong>District</strong> consider Smart Safe with Advanced Credit to help improve your daily cash<br />

flows. Our virtual vault incorporates U.S. dollar validation, counterfeit detection, secure storage and<br />

s<strong>of</strong>tware capabilities, while providing full reporting to your armored courier, schools and the <strong>District</strong>’s<br />

administration <strong>of</strong>fice.<br />

How does it Work?<br />

Place your currency in the Smart Safe secure bill validator throughout the day. At the end <strong>of</strong> the day,<br />

the balance is validated and transmitted electronically from the Smart Safes to your armored vendor.<br />

<strong>Page</strong> 112


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

<strong>The</strong> armored vendor will consolidate – by account number – cash that was placed in the Smart Safes<br />

in all <strong>of</strong> your locations, and transmit the information electronically to us.<br />

We credit your account with your advanced credit, which you can view the following morning via J.P.<br />

Morgan ACCESS or your BAI reporting file.<br />

Deposits are applied at either the account level or unique login identification (ULID) level, depending<br />

on what information is included in your vendor-prepared file transmission.<br />

Advanced credit applies only on currency deposited in the safes. Checks and coin can be deposited<br />

in the safes with deposit tickets and you receive credit on these funds once the armored carrier<br />

physically collects them and transports them to a J.P. Morgan vault.<br />

We will provide same day credit for all currency deposits that we receive confirmation <strong>of</strong> from the<br />

armored carrier by 5:00 p.m. ET. So if the armored carrier is collecting the deposit information and<br />

sending a transmission file to J.P. Morgan, we recommend that the <strong>District</strong> ask the vendor to send<br />

that file to J.P. Morgan by 5:00 p.m. PT.<br />

<strong>The</strong> <strong>District</strong> will see a separate daily deposit on J.P. Morgan ACCESS for each Smart Safe. Each<br />

safe will be identified by a unique location identification number (ULID).<br />

Features and Benefits<br />

• Improve cash flow with daily credit for currency placed in Smart Safes, without making a physical<br />

deposit to the bank<br />

• Lower costs by reducing daily armored service pickups to every fourth day<br />

• Virtually eliminate deposit adjustments<br />

• Save time in preparing and managing currency deposits<br />

• Mitigate opportunity for theft and provide added security<br />

• <strong>The</strong>se and other efficiencies can help your school managers eliminate time consuming deposit<br />

preparation – freeing them to spend more time to focus on other tasks<br />

• <strong>The</strong> <strong>District</strong> can further reduce costs by scheduling armored service pickups to occur every third<br />

or fourth day<br />

J.P. Morgan is unique in the marketplace with piloting same-day credit for Smart Safe clients with all<br />

three national armored vendors, Brinks, Garda and Loomis. <strong>The</strong> <strong>District</strong> may lease a Smart Safe from<br />

these vendors and request J.P. Morgan to apply daily credits for currency deposits into the safe.<br />

Our transactions are communicated and posted automatically and transactions are reconciled<br />

systematically to provide a seamless and consistent product delivery to our clients, regardless <strong>of</strong><br />

vendor.<br />

Regional Wholesale Lockbox<br />

Regional Wholesale Lockbox is a service that would increase the speed <strong>of</strong> your collections and<br />

posting process as well as minimize the time for collections. <strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong><br />

<strong>County</strong> would authorize J.P. Morgan to collect, process, deposit and report remittances mailed to a<br />

U.S. Post Office box in the company’s name. By redirecting mailed payments to the bank, this<br />

collection service improves funds availability, reduces the costs associated with the processing <strong>of</strong> the<br />

payments and eliminates fraud risk. Since payments are processed according to customer<br />

specifications on the same day as they are received, Lockbox also accelerates posting <strong>of</strong> payment<br />

detail, allowing the corporation to update account records faster and with greater accuracy.<br />

<strong>Page</strong> 113


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Customers can receive posting information via paper-based reports, fax, electronic files via<br />

transmission or our online Imaging solution, Receivables Edge SM .<br />

Lockbox Imaging through Receivables Edge<br />

Receivables Edge is an Internet-based service that provides electronic images <strong>of</strong> checks, remittance<br />

documents and envelopes to clients. Through this single portal, you can access images and<br />

information related to payments received in your J.P. Morgan lockboxes as well as electronic<br />

payments received via ACH or Fedwire. Easy navigation, advanced queries, payment alerts and<br />

workflow tools give your accounts receivable, credit and client service staff the ability to make<br />

informed business decisions quickly without handling paper documents.<br />

Receivables Edge lets you view transaction data and images that are stored on a server at<br />

J.P. Morgan. You access the server via the Internet, using a standard Web browser. Beginning with<br />

your first scheduled deposit time, your lockbox images are available within a half-hour after lockbox<br />

processing is completed. Further, electronic payments are available on a scheduled basis. Images<br />

are retained in a high-speed, online storage archive for over a month and provides for unlimited<br />

retrieval <strong>of</strong> check and invoice images. For your permanent record retention needs, you may also<br />

choose to use our long-term, 10-year archive solution or J.P. Morgan can also provide image delivery<br />

via direct transmission through FTP channels.<br />

Receivables Edge Welcome Screen<br />

Figure 14<br />

<strong>Page</strong> 114


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

eServe<br />

J.P. Morgan is pleased to <strong>of</strong>fer the <strong>District</strong> eServe is a Web-based inquiry and research management<br />

tool available through the J.P. Morgan ACCESS portal. <strong>The</strong> <strong>District</strong> can service, report and track<br />

routine issues involving incoming and outgoing funds transfers and automated clearing house (ACH)<br />

U.S. dollar origination transactions – all online 24 hours a day, seven days a week from your desktop,<br />

laptop or a wireless device.<br />

eServe will be available to the <strong>District</strong> as a complementary service - free <strong>of</strong> charge<br />

eServe will help the <strong>District</strong>:<br />

Search, review and research transaction details<br />

• Confirm transactions<br />

• Open inquiries and track resolution online<br />

• Track all inquiries with built-in audit trails<br />

• Receive rapid funds transfer notifications via e-mail or wireless device<br />

• Generate easy-to-review service-level reports quickly for your accounts and track resolution<br />

With eServe, easy-to-handle inquiries are a click away. As always, J.P. Morgan service<br />

representatives are ready to serve your business needs.<br />

As part <strong>of</strong> J.P. Morgan ACCESS, it’s quick and easy to use eServe – no special s<strong>of</strong>tware or hardware<br />

needed. You can also customize eServe to fit the <strong>District</strong>’s particular needs, and since it’s a part <strong>of</strong><br />

J.P. Morgan ACCESS, you’ll be able to use a variety <strong>of</strong> J.P. Morgan services all in one place.<br />

13.120 Bank Fees:<br />

13.121 All fees must be assessed through Account Analysis. No account can be debited.<br />

All qualifying service fees will be assessed via account analysis and will be billed to the <strong>District</strong> via<br />

invoice. No accounts will be debited for service fees without prior approval from the <strong>District</strong>.<br />

13.122 Provide the proposed prices for the list <strong>of</strong> banking services as presented on the Prices and Services<br />

Chart. Prices must be guaranteed for the initial, 3-year term <strong>of</strong> the contract.<br />

Agreed. Please refer to Prices and Services Chart.<br />

13.123 Would the <strong>District</strong> order deposit tickets and other supplies through the bank or directly from a vendor?<br />

Deposit tickets and other supplies can be ordered directly from J.P. Morgan. Deposit tickets,<br />

endorsement stamps and depository bag fees are handled as a direct debit to your account, while<br />

other depository supplies may be charged through account analysis.<br />

For Multicurrency deposit and collections, a transmittal form with instructions will be provided for<br />

multicurrency deposit and collections at the time your account is set-up for this service.<br />

13.124 <strong>The</strong> bank must cash <strong>District</strong> checks payable to an employee at no charge. Is a check cashing agreement<br />

required? If yes, include a copy. What controls are in place to minimize check fraud?<br />

J.P. Morgan understands and acknowledges the requirements stated in the section above. Based on<br />

historical volumes provided by the <strong>District</strong>, J.P. Morgan will provide check cashing services for the<br />

<strong>District</strong> and its employees at no charge upon receipt <strong>of</strong> a signed check cashing agreement. Please<br />

refer to Appendix 13 for “J.P. Morgan’s Sample Check Cashing Agreement.”<br />

<strong>Page</strong> 115


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Advanced Technology against Fraud<br />

J.P. Morgan proactively develops fraud prevention tools to reduce client risk. We work closely with<br />

our clients to provide up-to-date security features in a controlled environment.<br />

We use sophisticated technology to provide a multithread approach to detection, including both<br />

paper-based and electronic-based payment fraud:<br />

• Positive Pay: Each day that checks are issued, clients will electronically transmit details <strong>of</strong> all<br />

issued items against your business checking and controlled disbursement accounts. J.P. Morgan<br />

will process the daily checks-presented information against your input file and generate an<br />

exception report (on a next-day basis) identifying all items that are paid with mismatched or no<br />

issue information on file.<br />

• Payee Name Verification: Reduces the risk <strong>of</strong> fraud due to payee line alterations by<br />

automatically matching the payee name on the issue file to the check presented. Items that do<br />

not match are sent for review by J.P. Morgan operators, then either accepts or rejected/sent to<br />

our client for final decision. <strong>The</strong>se exceptions are incorporated with PWS and include check<br />

images for your review and decision.<br />

• Teller Line Positive Pay: When activated, provides protection before encashment at the teller<br />

line in Chase branches nationwide. This service now includes payee name verification at the<br />

teller line for maximum protection.<br />

• “Push” Technology: Provides daily e-mail notification to our clients <strong>of</strong> any exception items<br />

online, leaving our clients free to manage other business activities. Each business day, J.P.<br />

Morgan will notify our clients by 11:00 a.m. ET whether or not there are any exception items<br />

requiring review. If you have any exception items, we require a pay/return decision by 4:00 p.m.<br />

ET that same day.<br />

• Post No Checks: Blocks paper/check transactions drawn on that specific account from posting to<br />

a clients’ depository or electronic-only payment account(s).<br />

• ACH Debit Block: Protects against unauthorized ACH debit transactions from posting to clients’<br />

accounts; provides a means <strong>of</strong> returning unauthorized ACH debits in a timely manner; helps<br />

reduce efforts in reconciling and investigating debit transactions.<br />

• ACH Transaction Review: This enhancement to J.P. Morgan’s ACH debit block service<br />

empowers clients with an online interface to set filter criteria, view items that do not meet filter<br />

criteria, and make pay or return decisions on reported ACH exceptions.<br />

In addition to our suite <strong>of</strong> fraud prevention services, J.P. Morgan employs the following tools:<br />

• Use <strong>of</strong> ASI-16 fraud detection s<strong>of</strong>tware: a fraud detection filter examines daily check transactions,<br />

comparing them to the individual’s check writing history through a predefined set <strong>of</strong> bank<br />

parameters.<br />

• Teller system alerts: J.P. Morgan may mark an account with a caution/surveillance restraint as an<br />

interim step to protect against additional losses while account closing is pending.<br />

• Large-dollar check review: This <strong>of</strong>fers a review <strong>of</strong> items above a specified dollar threshold to<br />

detect fraudulent signatures.<br />

• Thumbprint: Tellers require non-Chase clients to present multiple forms <strong>of</strong> identification and a<br />

thumbprint when cashing checks.<br />

• Loss Avoidance Warehouse (LAW) system: This system tracks and reports deposit accountrelated<br />

losses.<br />

• Proprietary transaction monitoring systems<br />

<strong>Page</strong> 116


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Participation in industry-wide exchanges<br />

• Enhanced check cashing procedures, including two new fraud prevention tools that will help<br />

protect your account(s):<br />

• Check cashing indicator<br />

• Maximum per check amount<br />

Please note that these new services only apply to checks drawn on J.P. Morgan that are<br />

presented by non-J.P. Morgan account holders in our branches.<br />

13.125 Does the Bank pass on any fees or other assessment for FDIC Insurance? If so, how does the bank<br />

calculate the charge?<br />

<strong>The</strong> FDIC charges are pass-thru fees. <strong>The</strong> current fees are 13 basis points and are calculated by the<br />

following formula on a monthly basis:<br />

Monthly Average Ledger Balances x 13 bps / 365 calendar days x days in month<br />

13.126 Can the <strong>District</strong> decide how the balances in its accounts will be grouped for purposes <strong>of</strong> compensation,<br />

e.g., assessed individually, by division, or at the relationship level?<br />

<strong>The</strong> <strong>District</strong> may decide how accounts will be grouped for purposes <strong>of</strong> compensation. <strong>The</strong> balances in<br />

a specific account will benefit the group that the account is linked to. <strong>The</strong> <strong>District</strong> may create multiple<br />

pricing groups or have accounts billed on a standalone basis if the account is not part <strong>of</strong> a billing<br />

group.<br />

13.127 When calculating average balances, are positive and negative balances netted?<br />

Yes, positive and negative balances are netted, when calculating average balance for compensation<br />

13.128 How does the bank charge for overdrafts? Daylight Overdrafts? Does the bank charge for use <strong>of</strong><br />

uncollected funds? If so, how is the charge calculated?<br />

Overdrafts are subject to the credit policy <strong>of</strong> J.P. Morgan and will be evaluated on a case-by-case<br />

basis. Overdrafts may be paid and waived, with a negative collected fee assessed on analysis or<br />

invoice at J.P. Morgan’s prime rate. Daylight overdrafts are considered on case-by-case basis.<br />

J.P. Morgan charges for the use <strong>of</strong> daily uncollected funds by applying a variable overdraft rate to<br />

individual Demand Deposit Accounts (DDAs). A Daily Occurrence Fee for overdrafts may be<br />

assessed on a per-occurrence basis. <strong>The</strong>se fees may be <strong>of</strong>fset by Earnings Credit Allowance.<br />

Negative Collected Balance Fee = (Negative Collected Balance x OD Rate) / 360 days<br />

13.129 What billing period options does the bank <strong>of</strong>fer? How and when will the <strong>District</strong> be billed for<br />

deficiencies?<br />

J.P. Morgan <strong>of</strong>fers monthly settlement as a standard option. Other options such as quarterly, semiannual<br />

or annual settlement periods may be <strong>of</strong>fered in certain regions and are subject to negotiation.<br />

Billing statements are generated on a monthly cycle, regardless <strong>of</strong> settlement period.<br />

For U.S. accounts, clients are debited on the 15 th calendar day <strong>of</strong> the month following the billing<br />

period<br />

13.130 How long are excess balances carried forward and applied to charges in future billing periods?<br />

J.P. Morgan’s policy is to utilize earnings credit in the billing period in which they were earned.<br />

Excess earnings credits are not carried forward to future periods as a matter <strong>of</strong> policy.<br />

<strong>Page</strong> 117


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

As previously stated in our response in Scope <strong>of</strong> Services 10.8, regarding Bank Fees, J.P. Morgan<br />

will comply with the <strong>District</strong>’s request to have excess earnings credits from compensating balances<br />

carried forward month to month with settlement at the end <strong>of</strong> each calendar year.<br />

13.131 How soon after the close <strong>of</strong> the billing period is the account analysis available to the <strong>District</strong>?<br />

For U.S. based accounts, statements are generated monthly, and are available online the sixth<br />

business day <strong>of</strong> the month following close <strong>of</strong> the billing period.<br />

J.P. Morgan’s Electronic Account Analysis Statements are available online through the J.P. Morgan<br />

ACCESS portal. Statements can be downloaded in to Adobe ® Acrobat ® PDF, Micros<strong>of</strong>t ® Excel ® , CSV<br />

formats.<br />

13.132 How are adjustments reflected on the account analysis? Are online analysis statement updated when<br />

adjustments are made?<br />

Details <strong>of</strong> adjustments for prior periods are provided in separate sections within the account analysis<br />

statement. You should notify the Bank in writing <strong>of</strong> any errors or non-receipt <strong>of</strong> an account analysis<br />

statement within sixty (60) calendar days after the statement is mailed, transmitted or made available<br />

online to you. Please refer to Appendix 2 for “Sample Account Analysis Statement Guide.”<br />

13.133 Please describe the procedures used to adjust bank statements and to assure a corresponding<br />

adjustment to account analysis statement. How is the adjustment handled if the analysis period has<br />

already ended?<br />

Details <strong>of</strong> adjustments for prior periods are provided in separate sections within the account analysis<br />

statement. You should notify the Bank in writing <strong>of</strong> any errors or non-receipt <strong>of</strong> an account analysis<br />

statement within sixty (60) calendar days after the statement is mailed, transmitted or made available<br />

online to you.<br />

Billing errors are thoroughly researched so the appropriate corrections can be applied to your<br />

account. Any discrepancies on your statement should be brought to the attention <strong>of</strong> your J.P. Morgan<br />

representative as soon as possible for timely resolution.<br />

13.134 Please provide a sample invoice for the <strong>District</strong>’s account. <strong>The</strong> <strong>District</strong> will not permit the bank to debit<br />

the <strong>District</strong>’s account for the payment <strong>of</strong> any bank fees.<br />

Please refer to Appendix 14 for a “Sample Invoice” for bank fees.<br />

13.135 CUSTODIAL SERVICES<br />

13.136 General Investment Portfolio:<br />

13.137 Provide a listing <strong>of</strong> cut <strong>of</strong>f times for notification <strong>of</strong> securities transactions. Please specify if the cut <strong>of</strong>f<br />

times vary for different types <strong>of</strong> securities.<br />

Deadlines for receipt and delivery <strong>of</strong> U.S. securities are detailed in the following table. Please note<br />

that for all Fed Book-Entry transactions, J.P. Morgan provides the ability to process reversals during<br />

the last 15 minutes prior to Fed closing.<br />

Transaction Type<br />

Automated Instruction Deadline<br />

(ET)<br />

Faxed Instruction Deadline (ET)<br />

Receive<br />

Physical 2:00 p.m. on Settlement Date (SD) 1:00 p.m. on Settlement Date (SD)<br />

Commercial paper 2:45 p.m. SD 2:00 p.m. SD<br />

<strong>Page</strong> 118


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

FBE * 2:45 p.m. SD 2:00 p.m. SD<br />

DTC (Non-ID) * 2:45 p.m. SD 2:00 p.m. SD<br />

DTC (ID) 12:00 p.m. (noon) on Trade Date + 1 12:00 p.m. (noon) on Trade Date + 1<br />

Deliver<br />

Physical 1:30 p.m. SD 11:00 a.m. SD<br />

FBE 2:45 p.m. SD 2:00 p.m. SD<br />

DTC (Non-ID) 2:45 p.m. SD 2:00 p.m. SD<br />

DTC (ID) 12:00 p.m. (noon) on Trade Date + 1 12.00 p.m. (noon) on Trade Date + 1<br />

Same Day Turnaround *<br />

Physical<br />

Notification to Physical Receive<br />

window by 10:00 a.m. SD and<br />

receipt <strong>of</strong> securities and instructions<br />

by 1:30 p.m. SD<br />

Book Entry (FBE) ** Receipt <strong>of</strong> securities at least 15<br />

minutes prior to Fed closing and<br />

instructions by 2:00 p.m. SD<br />

Book Entry (DTC) ** Receipt <strong>of</strong> securities at least 15<br />

minutes prior to DTC closing and<br />

instructions by 2:00 p.m. SD<br />

Not applicable<br />

Not applicable<br />

Not applicable<br />

* Includes stock/bond loan transactions<br />

** If required, J.P. Morgan can negotiate a customized deadline for clients with a significant volume <strong>of</strong> same-day turnaround transactions<br />

13.138 Describe any sub-custodial arrangements that would be used for securities belonging to the <strong>District</strong>’s.<br />

Fully describe the roles and responsibilities <strong>of</strong> each sub-custodian, if applicable.<br />

We do not anticipate utilizing sub-custodians in providing custodial services for the <strong>School</strong> <strong>District</strong> <strong>of</strong><br />

<strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>, FL.<br />

13.139 Describe how the financial institution interacts with investment managers.<br />

J.P. Morgan <strong>of</strong>fers specialized staff to support both third-party and in-house investment managers.<br />

<strong>The</strong> third-party and in-house teams are responsible for trade settlement, reporting, cash management<br />

support and all other aspects <strong>of</strong> day-to-day interaction.<br />

We support 558 third-party investment managers from our service centers in Dallas and<br />

Bournemouth. Within Bournemouth, New York, San Francisco and Dallas we have designated client<br />

service account managers responsible for coordinating the delivery <strong>of</strong> services to the investment<br />

manager community. This approach enables the Client Service Account Managers to become more<br />

acquainted with an individual manager’s style, securities characteristics and trading patterns. J.P.<br />

Morgan interacts with managers via telephone, electronic communication, internet reporting, review<br />

meetings and J.P. Morgan sponsored events and conferences.<br />

13.140 Does the bank provide custodial information to the <strong>District</strong> through an on-line inquiry/reporting service?<br />

Yes, please refer to our response to 13.150.<br />

13.141 Describe the custodial relationship between the institution and the Federal Reserve Bank.<br />

Federal Reserve Bank Book-Entry System<br />

<strong>The</strong> Federal Reserve Bank is responsible for cash clearing in the U.S. market, as well as the clearing<br />

<strong>of</strong> U.S. Treasury and Federal agency securities transactions. J.P. Morgan interacts with FBE via the<br />

Federal Reserve Bank book-entry network and reconciles cash and securities transactions<br />

electronically with the Fed daily. J.P. Morgan also has real-time links established to facilitate and<br />

support intraday settlement.<br />

<strong>Page</strong> 119


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.142 Organization and Background:<br />

13.143 Briefly describe the organization structure <strong>of</strong> the bank Custody Department.<br />

J.P. Morgan Worldwide Securities Services, a division <strong>of</strong> Treasury & Securities Services, provides<br />

custody, trust, fund services and clearing to endowments, foundations, asset managers, pension<br />

funds, insurance companies, banks, broker-dealers, government entities, hedge funds and sovereign<br />

wealth funds on a global basis.<br />

We organize this business in the following fashion:<br />

• Global Custody and Clearing: Trade processing and settlement, securities safekeeping,<br />

corporate actions, class actions, income processing and proxy voting<br />

• Global Fund Services: Fund accounting, fund administration, benefit payments, performance<br />

analytics, compliance reporting, global derivatives services, hedge fund services, private equity<br />

and property services and outsourcing<br />

• Financing and Markets Products: Securities lending, foreign exchange, execution products,<br />

futures and options, transition management, depositary receipts, collateral management and<br />

commission recapture<br />

J.P. Morgan maintains various operational/service centers and locations throughout the United States<br />

and foreign jurisdictions. <strong>The</strong> services in scope for this proposal will be provided from one or more <strong>of</strong><br />

such locations. Operational/service centers and locations may change from time to time.<br />

13.144 What is the total <strong>of</strong> all assets held in custody/safekeeping? How many Custody clients does your<br />

organization service?<br />

J.P Morgan provides custody for over 3,000 clients and holds $17.9 trillion (a/o 3/31/12) in custody for<br />

our clients.<br />

13.145 List all insurance coverages relevant to the department handling Custody functions. Please indicate the<br />

type and amount.<br />

Please refer to Appendix 15 for “Insurance Coverage.”<br />

13.146 Administration:<br />

13.147 How many accounts does your typical account representative manage? How do you determine the<br />

number <strong>of</strong> accounts assigned to each administrator?<br />

<strong>The</strong> members <strong>of</strong> client service team are crucial to the success <strong>of</strong> this relationship. After J.P. Morgan<br />

is appointed, the client coverage <strong>of</strong>ficers and other senior staff members meet with the client to<br />

develop a detailed account pr<strong>of</strong>ile, including determining which <strong>of</strong> our service delivery locations will<br />

be best suited to service the client's account.<br />

J.P. Morgan uses a capacity model to effectively forecast staffing needs. Criteria used in this model<br />

include (but is not limited to): account size, fund type, volume, asset types, valuation frequency,<br />

security complexity and client reporting requirements.<br />

With this information, we develop a list <strong>of</strong> qualified individuals who have experience supporting the<br />

same type <strong>of</strong> products and investments as the client. Staff in the United States, for example, must be<br />

knowledgeable about how to identify and escalate prohibited transactions.<br />

J.P. Morgan's client coverage <strong>of</strong>ficers handle an average <strong>of</strong> 20 client relationships. Assignments are<br />

based on size, complexity and investment strategies <strong>of</strong> the relationships.<br />

<strong>Page</strong> 120


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.148 Describe how your organization interacts with investment managers. Explain your procedures for<br />

notifying investment managers <strong>of</strong> trades and cash balances.<br />

Investment managers are given access to One Portfolio View (described in the next section) and can<br />

thru the following views monitor cash and transactions.<br />

Transactions/Activity Detail<br />

This lists all or selected transaction activity within a specific date range including purchases, sales,<br />

maturities, free receipts, free deliveries, income, capital changes, additions, withdrawals, and other<br />

transactions. Up to 16 months <strong>of</strong> transaction data is available. A report can be printed or data can be<br />

downloaded into a spreadsheet file so that the data can be easily sorted based on user requirements.<br />

One Portfolio View – Transaction & Activity Detail<br />

Figure 15<br />

Anticipated Cash<br />

This provides cash balance projections based on anticipation <strong>of</strong> income, maturities, pending trade<br />

settlement and other activity. Projections can be made 90 days in advance <strong>of</strong> payment dates. A<br />

report can be printed or data can be downloaded into a spreadsheet file.<br />

<strong>Page</strong> 121


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

One Portfolio View – Anticipated Cash Reporting<br />

Figure 16<br />

13.149 On-Line Communications:<br />

13.150 Describe your on-line system for clients and their investment managers. Describe the information<br />

available, i.e. pending trades; accounting information, asset lists by account including market value,<br />

transaction history, summary <strong>of</strong> account market values for the portfolio, and securities on loan.<br />

One Portfolio View, our online reporting tool, provides clients with real-time access to their account<br />

information held on the trust accounting system. Using One Portfolio View, clients and investment<br />

managers can access their accounts at their convenience. One Portfolio View has been available to<br />

our clients since 2000. <strong>The</strong> basic service was developed by our vendor SEI and customized for J.P.<br />

Morgan’s clients.<br />

Information available on One Portfolio View includes:<br />

• Holdings/Investment Detail - Provides asset category and security-wise details comprising cost,<br />

unit price, pricing date, market value, annual income, unrealized gains and losses.<br />

• Account Summary - Provides a quick high-level view <strong>of</strong> holdings by asset category.<br />

• Tax Lot Detail and Unrealized Gain/Loss - Shows the full tax lot detail for each security held.<br />

<strong>Page</strong> 122


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Transactions/Activity Detail - Provides an activity listing <strong>of</strong> all or selected transactions like<br />

purchases, sales, maturities, free receipts, deliveries, income, capital changes, etc.<br />

• Anticipated Cash - Provides a forward looking 90 day cash projection based on anticipated<br />

income, maturities and other pending trade settlements<br />

• Statements - Provides monthly settlement-based trust statements<br />

Data can be printed or downloaded for settlement-based trust statements and are available in a<br />

spreadsheet format or through other s<strong>of</strong>tware applications. Up to 16 months <strong>of</strong> history is available,<br />

including suppressed transactions, to reference historical data. Access to client’s account information<br />

is available 24 hours a day, seven days a week (except for nominal periods <strong>of</strong> time for routine daily<br />

maintenance).<br />

Sample screen prints <strong>of</strong> the reports available within One Portfolio View are as below:<br />

Holdings/Investment Detail<br />

This provides asset category and security-wise details for each client and provides up to 16 months <strong>of</strong><br />

‘as <strong>of</strong>’ holding data. <strong>The</strong> investment detail contains costs, unit price, pricing date, market value,<br />

annual income, unrealized gain/loss and current yield for each holding. <strong>The</strong> investment detail reflects<br />

the prior day market valuation for most securities in the portfolio. A report can be printed or data can<br />

be downloaded into a spreadsheet file so that the data can be easily sorted based on user<br />

requirements.<br />

<strong>Page</strong> 123


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

One Portfolio View – Holdings/Investment Detail<br />

Figure 17<br />

Account Summary<br />

This provides a quick high-level view <strong>of</strong> account holdings by asset category. A report printing<br />

functionality is also available.<br />

<strong>Page</strong> 124


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

One Portfolio View – Account Summary<br />

Figure 18<br />

Tax Lot Detail – Unrealized Gain / Loss<br />

This shows the full tax lot detail for each security held. A report can be printed or data can be<br />

downloaded into a spreadsheet file so that the data can be sorted based on user requirements.<br />

One Portfolio View - Tax Lot Detail – Unrealized Gain / Loss<br />

Figure 19<br />

<strong>Page</strong> 125


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Transactions/Activity Detail<br />

This lists all or selected transaction activity within a specific date range including purchases, sales,<br />

maturities, free receipts, free deliveries, income, capital changes, additions, withdrawals, and other<br />

transactions. Up to 16 months <strong>of</strong> transaction data is available. A report can be printed or data can be<br />

downloaded into a spreadsheet file so that the data can be easily sorted based on user requirements.<br />

One Portfolio View – Transactions/Activity Detail<br />

Figure 20<br />

Anticipated Cash<br />

This provides cash balance projections based on anticipation <strong>of</strong> income, maturities, pending trade<br />

settlement and other activity. Projections can be made 90 days in advance <strong>of</strong> payment dates. A<br />

report can be printed or data can be downloaded into a spreadsheet file.<br />

<strong>Page</strong> 126


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

One Portfolio View - Anticipated Cash<br />

Figure 21<br />

13.151 How current is on-line information, and how many hours per day is it available?<br />

SEI Trust 3000 is a real-time “on-line” system that posts intraday related transactions and other<br />

activities as they occur. However, SEI does have a daily overnight batch component that runs<br />

various jobs for system generated transactions on a set schedule. Access to client’s account<br />

information is available 24 hours a day, seven days a week (except for nominal periods <strong>of</strong> time for<br />

routine daily maintenance).<br />

13.152 Can clients retrieve on-line information in a customized reporting format? If so, describe your custom<br />

reporting flexibility and limitations. Can the data be downloaded to a CSV or Excel file?<br />

Yes, One Portfolio View, our online reporting tool, provides clients with real-time access to their<br />

account information held on the trust accounting system. Data can be printed or downloaded for<br />

settlement-based trust statements through One Portfolio View, our online reporting tool. Statements<br />

are available in a spreadsheet format or through other s<strong>of</strong>tware applications.<br />

13.153 How long have you <strong>of</strong>fered on-line services? Provide a description <strong>of</strong> remote site hardware and s<strong>of</strong>tware<br />

required by clients and investment managers.<br />

We have <strong>of</strong>fered on-line services since 2000. Access to the web is required to access data.<br />

<strong>Page</strong> 127


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.154 What provisions are made for training <strong>of</strong> client personnel in the use <strong>of</strong> the system?<br />

One Portfolio View is a user-friendly tool that displays account information and does not require any<br />

training. For users who need extra help, they can receive assistance via an email request to<br />

OnePortfolioview@JPMorgan.com. <strong>The</strong> support teams are J.P. Morgan employees, not third-party<br />

contractors, to ensure high standards <strong>of</strong> customer service. <strong>The</strong> support staff is available to answer<br />

questions from 7:00 am to 6:00 pm ET.<br />

13.155 What information, current and historical, is provided and available on-line in raw data elements? Indicate<br />

when and how this information is available/accessible.<br />

J.P.Morgan provides clients and their service partners with online access to account information. Our<br />

online products are easy to use and simple to access.<br />

One Portfolio View sm <strong>of</strong>fers real-time Internet access to your account information with a variety <strong>of</strong><br />

viewing options including:<br />

• Investment detail with assets grouped by type with links to the unrealized gain/loss section<br />

• Transaction activity detail with a listing <strong>of</strong> all additions, withdrawals, income, purchases and sales<br />

• Account summary with a high-level view <strong>of</strong> your accounts’ holdings by asset category<br />

• Cash projections based on each account<br />

• Monthly statements<br />

Data can be printed or downloaded for use with a spreadsheet or other s<strong>of</strong>tware application. Access<br />

to account information is virtually 24 hours a day, 7 days a week (except for nominal periods <strong>of</strong> time<br />

for routine daily maintenance).<br />

Minimum computer requirements are necessary for access to these programs. Most users' systems<br />

will meet or exceed these requirements:<br />

• <strong>The</strong> browser must support 128-bit encryption to ensure the security <strong>of</strong> data transfer<br />

• <strong>The</strong> Internet connection must be at least 28.8 kilobits per second (kbps)<br />

• Minimum hardware requirements include using a Pentium 90 with 32 megabytes <strong>of</strong> RAM<br />

13.156 Accounting Reporting:<br />

13.157 Provide a complete description <strong>of</strong> your accounting system.<br />

J.P. Morgan has outsourced the system that supports our middle market master trust/custody clients<br />

to SEI Investments Company (SEI). <strong>The</strong> SEI core domestic trust and securities accounting, customer<br />

reporting and management information system has been in place since 1991. <strong>The</strong> securities<br />

accounting system accommodates trade settlement, income collections, corporate actions, reporting,<br />

investment accounting and cash management. <strong>The</strong> system facilitates real-time, read-only access to<br />

account information. System upgrades and enhancements are performed on a quarterly basis.<br />

<strong>The</strong> entire environment is secured through the TSO security application that identifies and<br />

authenticates the system user via their TSO ID and password. This ensures that only authorized<br />

users are able to access the appropriate applications and data. To ensure the availability <strong>of</strong> the<br />

application systems, redundant connections are in place between J.P. Morgan and SEI.<br />

Processing Cycle<br />

<strong>The</strong> processing <strong>of</strong> trade settlements and control <strong>of</strong> physical movement is provided in the Security<br />

Movement and Control (SMAC) application <strong>of</strong> the trust accounting system. This application tracks all<br />

<strong>Page</strong> 128


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

trades from the trade date to settlement date. Automated collections for maturities are also<br />

supported, along with other security movements for free receipts, deliveries and transfers. Trade<br />

entry, daily settlement, income collections, and position reconciliations are streamlined through<br />

automated and integrated links with DTCC and other depositories and custodians.<br />

Reconciliation reports and processes<br />

Reconciliation with the depositories is an automated process. We receive a daily report <strong>of</strong> our<br />

positions in detail. <strong>The</strong>se detail positions are integrated with our own reports and exceptions are<br />

tracked, researched and resolved.<br />

To ensure the integrity <strong>of</strong> the custodial data, the trust accounting system is reconciled in total at the<br />

end <strong>of</strong> each day. Data from other modules is collected into one database, reconciled and daily<br />

transaction settlements are processed back to the modules.<br />

Reports<br />

We can furnish trust accounting statements on a trade date or settlement date basis and on an<br />

accrual (except expenses) or cash basis. Statements can be generated on a monthly, quarterly,<br />

semi-annual or annual basis. We <strong>of</strong>fer a variety <strong>of</strong> format options such as:<br />

• Account summary<br />

• Investment summary<br />

• Portfolio details by issue<br />

• Cash receipts/disbursements<br />

• Income earned<br />

• Acquired/disposed asset listing<br />

• Unrealized gain/loss by asset category<br />

• Total unrealized gain/loss<br />

Additionally we <strong>of</strong>fer clients data on their accounts through our internet system One Portfolio View.<br />

13.158 Does your system report or accommodate trade date, contractual settlement date, cash basis accounting<br />

or a combination? Are any other methodologies available (i.e., tax lot, etc)? Please explain.<br />

We can furnish trust accounting statements on a trade date or settlement date basis and on an<br />

accrual (except expenses) or cash basis. Statements can be generated on a monthly, quarterly,<br />

semi-annual or annual basis.<br />

13.159 What is the lag time between trade execution, availability <strong>of</strong> on-line transaction date to the client, and the<br />

posting <strong>of</strong> the transaction to your accounting system?<br />

Once the Bank becomes aware <strong>of</strong> trades, normally trade date they are posted as pending settlement<br />

to the clients account.<br />

13.160 Can you carry the book value <strong>of</strong> securities at original cost, amortized/accreted cost, average cost, or<br />

some other basis? How do you compute realized gains and losses?<br />

YES – we can carry book value at what values are provided to us.<br />

Gains and losses are determined based upon how the assets are established in the account [LIFO,<br />

FIFO, average, etc.]. Realized gain/loss determined by subtracting the total amount for which the<br />

asset was purchased from the value <strong>of</strong> the asset at its latest pricing. An actual gain or loss from the<br />

<strong>Page</strong> 129


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

sale <strong>of</strong> an asset is known as a Realized Gain/Loss. <strong>The</strong> gain or loss is determined by subtracting the<br />

amount paid for the asset from the amount received from the sale <strong>of</strong> the asset.<br />

13.161 Do you have the capacity to report brokerage commissions by account and by transaction?<br />

Yes, the trust accounting system reports brokerage commissions by account and by transaction.<br />

13.162 Explain the methodology and policies in place for accrual accounting. What transactions are not<br />

accrued?<br />

Our trust accounting system provides statements on either a trade date or settlement date basis and<br />

either an accrual or cash basis.<br />

13.163 Describe your ability to implement, establish and maintain a fixed income portfolio based on amortized<br />

cost. Describe the amortization/accretion methods available to the fund, frequency <strong>of</strong> processing,<br />

conversion experience, and the current value <strong>of</strong> fixed income being maintained by you using this<br />

application.<br />

We can receive assets based on amortized values.<br />

If amortization/accretion is elected, we utilize the straight-line method, which is applied on a monthly<br />

basis and at the time <strong>of</strong> asset disposition.<br />

13.164 What is your source and how do you account for pay down information? Do you maintain a record <strong>of</strong> the<br />

original face amount purchased?<br />

Mortgage – backed securities are priced thru IDC on a monthly basis. Original face amounts are<br />

maintained.<br />

13.165 Is reporting provided on a trade date, accrued basis?<br />

Yes.<br />

13.166 Describe your standard reporting package. Provide copies <strong>of</strong> reports available to clients.<br />

We can furnish trust accounting statements on a trade date or settlement date basis and on an<br />

accrual (except expenses) or cash basis. Statements can be generated on a monthly, quarterly,<br />

semi-annual or annual basis. We <strong>of</strong>fer a variety <strong>of</strong> format options such as:<br />

• Account summary<br />

• Investment summary<br />

• Portfolio details by issue<br />

• Cash receipts/disbursements<br />

• Income earned<br />

• Acquired/disposed asset listing<br />

• Unrealized gain/loss by asset category<br />

• Total unrealized gain/loss<br />

13.167 Which standard reports are available on-line? Are they available the next business day? Describe when<br />

and how we would access these reports.<br />

All standard reports are available “real time” on One Portfolio View (OPV).<br />

<strong>Page</strong> 130


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.168 How soon after accounting periods are fully audited reports available?<br />

J.P. Morgan works with its clients to establish acceptable report delivery dates. Settlement datebased<br />

position and transaction reports are available on-line the first business day <strong>of</strong> the month with<br />

hard copies <strong>of</strong> final monthly statements mailed or available on-line before the fifth business day <strong>of</strong> the<br />

month. Trade date based statements are audited and mailed by the tenth business day.<br />

Settlement date-based reports, which are system generated from One Portfolio View, are not audited.<br />

13.169 What steps are taken to ensure the accuracy <strong>of</strong> your reports? Are reports audited before they are mailed<br />

to clients? If so, by whom?<br />

Our custody statements are released upon the completion <strong>of</strong> multiple audit steps taken by our WSS<br />

Operations Team [pricing, balancing, etc.].<br />

13.170 Are you willing and able to prepare special reports from available data? Is there an extra charge for this<br />

service?<br />

We are willing and able to prepare special reports, additionally we will work with our clients to insure<br />

they have the knowledge to create customized reports. Any cost in creating a special report will be<br />

agreed to prior to our undertaking the project.<br />

13.171 Custody Safekeeping:<br />

13.172 Describe your depository memberships (i.e., DTC, FRB, PTC) and the services you use at these<br />

depositories.<br />

In the United States, J.P. Morgan uses the services <strong>of</strong> all major depositories to settle book entry<br />

securities. We use all <strong>of</strong> the services provided by these depositories, including settlement,<br />

safekeeping through the immobilization <strong>of</strong> assets, and income distribution. J.P. Morgan is linked<br />

directly to the depositories through mainframe interfaces that enable accurate and efficient<br />

transaction processing.<br />

J.P. Morgan also operates our own physical receive/deliver vendor and vault facility in New York’s<br />

financial district for settlement <strong>of</strong> physical and book-entry securities, without the involvement <strong>of</strong> any<br />

second-party or third-party banks.<br />

Depository Trust Company - J.P. Morgan has been a direct participant <strong>of</strong> DTC since inception in<br />

1973. J.P. Morgan interfaces directly with DTC through automated real-time transmissions and<br />

terminal interfaces. <strong>The</strong>se links control the flow <strong>of</strong> data between J.P. Morgan and the depository’s<br />

systems, including the loading <strong>of</strong> trade confirmation data onto J.P. Morgan’s front-end systems,<br />

affirmation <strong>of</strong> trades back through the depositories, and release <strong>of</strong> transactions to J.P. Morgan’s<br />

securities movement and control system.<br />

Federal Reserve Bank Book Entry System - J.P. Morgan has been a direct participant <strong>of</strong> FBE since<br />

inception in 1966. J.P. Morgan interacts with FBE via the Federal Reserve Bank Book Entry Network,<br />

and reconciles electronically with the Fed in aggregate daily. For purchases, the Fed sends a realtime,<br />

online advice <strong>of</strong> security receipt, which J.P. Morgan matches to our pending file. If there is no<br />

match, the incoming transaction is electronically referred to the customer service unit for resolution.<br />

13.173 Describe your system for the registration and custody <strong>of</strong> assets.<br />

Our core U.S. custody securities movement and control platform tracks securities and cash positions<br />

for custody clients, operating in a real-time interactive environment. <strong>The</strong> platform interfaces directly<br />

with DTC, BDAS (for Fed settlements), the NSCC and our in-house Treasury Services cash<br />

applications.<br />

<strong>Page</strong> 131


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Globally, our core custody securities movement and control platform also tracks securities and cash<br />

positions for global custody clients, operating in a real-time interactive environment. <strong>The</strong> system<br />

interfaces directly with our sub-custodian network via SWIFT, as well as with global depositories<br />

through SWIFT or dedicated depository interfaces. <strong>The</strong> system is also linked directly to our global<br />

cash systems.<br />

In the vast majority <strong>of</strong> markets around the world, securities are registered and safe-kept in book-entry<br />

form at securities depositories, greatly reducing the risks for foreign investors. In the few remaining<br />

countries where physical securities are safe-kept with sub-custodians, we monitor the registration<br />

status <strong>of</strong> each trade. An indicator on our custody system identifies those transactions where a<br />

certificate is out for registration.<br />

If the certificate is not received within market specific standards, we instruct our sub-custodian to<br />

contact the registrar to identify the cause <strong>of</strong> the delay and ensure completion <strong>of</strong> the registration<br />

process in the shortest possible timeframe.<br />

Our procedures minimize risks for clients, which may range from missed entitlements to stolen<br />

securities. We work closely with our sub-custodians to identify any particular risks in a given country<br />

and to create procedures or actions, which reduce the likelihood <strong>of</strong> such risks.<br />

<strong>The</strong> sub-custodians referred to in this response have to do with our non-U.S. asset settlement<br />

process. We do not anticipate utilizing for this relationship.<br />

13.174 Describe where and how the receipt and delivery <strong>of</strong> "physical" securities occur and how are they<br />

secured. Describe any involvement <strong>of</strong> second party banks in the clearing <strong>of</strong> such transactions.<br />

In the United States, receipt and delivery <strong>of</strong> physical assets occur at our vault in New York City. In<br />

addition to physical protection, the vault <strong>of</strong>fers state-<strong>of</strong>-the-art security features to help provide for the<br />

safety <strong>of</strong> physical assets. As an additional safety measure, we maintain insurance coverage for<br />

losses related to cash, securities and other properties under custody.<br />

Physical securities are held in J.P. Morgan’s nominee name or bearer form. Receipts and deliveries<br />

are monitored point-to-point through each step <strong>of</strong> the settlement process.<br />

Our system not only tracks the area in which a security resides but also monitors the timeliness <strong>of</strong><br />

movement toward its ultimate destination. Added control is provided by scanning securities each time<br />

they are settled.<br />

Normally, at least one day's notice is required for transfers <strong>of</strong> U.S. securities. When we receive a<br />

sale instruction for a physical security from a client, edit checks are completed, and the trade is<br />

passed automatically to the securities movement and control processing system.<br />

One day prior to settlement, a withdrawal ticket is produced in the vault. Our authorized vault<br />

personnel withdraw the security from the client’s holdings and route the item on the processing<br />

system to the delivery department. <strong>The</strong> delivery department prepares the item for delivery (that is,<br />

scan, count, examine, negotiate) and presents the item to the purchaser via messenger or mail (free<br />

deliveries only). <strong>The</strong> delivery department then recovers payment from purchaser or receipt for mailed<br />

items and settles the trade.<br />

All physical securities received at our window are time-stamped, micr<strong>of</strong>ilmed and subject to a detailed<br />

operational procedure. <strong>The</strong> process includes verification <strong>of</strong> at least 12 data points, including clearing<br />

broker, registration, quantity, settlement amount, CUSIP, account, bond form and maturity date. If the<br />

CUSIP is new, a request is sent electronically to our global market reference database for it to be set<br />

up on our system. Any security presented that does not match the client’s instructions are referred to<br />

the client for further instruction or DK’d back to the broker.<br />

<strong>Page</strong> 132


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

If a security is accepted, a J.P. Morgan transaction number is created and the trade is monitored<br />

point-to-point through each step <strong>of</strong> the settlement process. Our system captures the registration<br />

process for and notifies clients <strong>of</strong> the registration status <strong>of</strong> positions on a regular basis. Once the<br />

assets are re-registered, the system is updated to reflect the registered position. We also record-date<br />

for each item.<br />

13.175 Briefly describe your securities settlement process. Describe your procedures and capabilities for<br />

settling and accounting for same day cash trades.<br />

<strong>The</strong> processing <strong>of</strong> trade settlements and control <strong>of</strong> physical movement is provided in the securities<br />

movement and control (SMAC) application <strong>of</strong> our trust accounting system. Both the trade order and<br />

execution information are used to create a pending trade in SMAC. <strong>The</strong> use <strong>of</strong> Depository Link<br />

allows the system to match trade executions to DepLink confirms. Affirms are then created for those<br />

confirms that match executions. Trades are then tracked through settlement.<br />

<strong>The</strong> SMAC pending items are identified in an account as pending trades until settlement date. On<br />

settlement date, the trades post to the account, updating account, position, taxlot and totals. Our<br />

trust accounting system has automatic interfaces with the various depositories to download this data<br />

and track the registration and location <strong>of</strong> all assets.<br />

Book-entry trades are settled in the following steps:<br />

1) <strong>The</strong> investment manager or client instructs a broker to execute a trade.<br />

2) Broker executes and builds trade details into an electronic confirm transmitted over the DTC<br />

Institutional Delivery System (IDS).<br />

3) Investment manager or client affirms trade details.<br />

4) J.P. Morgan electronically pends trade to internal accounting system.<br />

5) J.P. Morgan validates transaction details, receives or delivers trade versus payment from or to<br />

the broker on settlement date.<br />

For Fed trades, steps 2 and 3 do not occur. Trades for these instruments can either be submitted via<br />

fax or electronic trade communication such as TradeSuite.<br />

For cash trades, we require written authorization the same day for settlement.<br />

For physical settlements, after pending trade to internal accounting system, J.P. Morgan issues<br />

instructions to withdraw the securities. After verifying that the securities agree with the trade<br />

instructions and are in good deliverable form, J.P. Morgan settles the trade. <strong>The</strong> account is credited<br />

and securities are then delivered from the account holdings.<br />

13.176 Are purchases and sale settlements made on an actual or contractual basis? If you utilize a contractual<br />

settlement approach, are there any stipulations or exceptions to this method?<br />

Trades are posted on contractual settlement date.<br />

<strong>The</strong>re are no exceptions or stipulations for the type <strong>of</strong> securities identified by the <strong>District</strong>.<br />

13.177 How and when do you record and report (within your system, to clients, to investment managers, etc.)<br />

corporate actions?<br />

Corporate actions are processed upon receipt <strong>of</strong> vendor notifications.<br />

Upon receipt <strong>of</strong> the notification, J.P. Morgan’s corporate action unit reviews and interprets all<br />

documents and updates the trust accounting system with the information. Notification <strong>of</strong> all corporate<br />

action <strong>of</strong>fers are given to clients and investment managers. For all mandatory <strong>of</strong>fers,<br />

<strong>Page</strong> 133


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

J.P. Morgan acts on behalf <strong>of</strong> the client / investment manager without direction. In the case <strong>of</strong> a lack<br />

<strong>of</strong> response for voluntary action participation, J.P. Morgan would follow up through reminders the<br />

default <strong>of</strong> the <strong>of</strong>fer would apply.<br />

Our Corporate Action Processing System automates the processing, reporting, notification and<br />

tracking requirements associated with corporate actions. To obtain all current information that affects<br />

your portfolios, J.P. Morgan subscribes to nationally recognized sources for notification <strong>of</strong> capital<br />

structure changes that include DTC, Financial Information, Inc. XCITEK, J.J. Kenny and Bloomberg<br />

for domestic securities.<br />

All corporate action claims are processed end-to-end in the corporate action processing module,<br />

within J.P. Morgan’s Trust 3000 system.<br />

13.178 What is the source <strong>of</strong> your pricing data for stocks, bonds, options, and convertibles and including how<br />

frequently prices are updated?<br />

Please refer to Appendix 16 for “Pricing Sources.”<br />

13.179 How do you handle corrections/reversals (i.e., as adjustments or as <strong>of</strong>fsetting purchases and sales)?<br />

A member <strong>of</strong> the client service team contacts you or your investment manager to advise <strong>of</strong> the issue<br />

preventing the trade and would rely on fax instruction to amend or cancel the pending trade.<br />

All amendments received within the proper timeframes are processed on a same-day basis.<br />

J.P. Morgan will provide the ability to process reversals up to the last 15 minutes prior to Fed closing.<br />

13.180 Cash Management:<br />

13.181 What is your policy toward crediting <strong>of</strong> interest and dividends on payable dates? Are income payments<br />

credited in same day funds?<br />

Interest and dividends are credited and available for investment on payable date.<br />

13.182 When are funds withdrawn for purchases? Credited for sales? Fed funds or clearing house funds?<br />

Funds are debited and credited on contractual settlement date.<br />

13.183 Describe your system for monitoring cash balances. Do you sweep cash automatically? If so, how <strong>of</strong>ten<br />

and to what balance? Or do you purchase and sell manually each day to accomplish this task?<br />

J. P. Morgan <strong>of</strong>fers an automated sweep to address un-invested cash balances at the beginning <strong>of</strong><br />

the business day. Once income has posted through night stream, the sweep is automatically<br />

processed the next business day. <strong>The</strong> automated sweep runs after the batch date is advanced so<br />

that it processes cash balances for the coming day. Other sweep options are manually processed<br />

intraday by the client account administrator, based on client request. Our investment sweep services<br />

enable you to:<br />

• Reduce idle cash by investing excess balances<br />

• Automate the investment process, and save time by eliminating the need to initiate transactions<br />

by phone or through a broker<br />

• Ensure daily liquidity<br />

Sweeping is a way to ensure that available funds are invested, especially hard-to-predict balances<br />

that may include late-day credits and debits. Available funds that exceed your target balance are<br />

automatically debited from your account and invested into the vehicle <strong>of</strong> your choice. Interest<br />

accrues daily and credits monthly on the first business day <strong>of</strong> the following month.<br />

<strong>Page</strong> 134


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Additionally, J.P. Morgan provides a wide range <strong>of</strong> other investment options to match clients<br />

investment policies and risk tolerance. J.P. Morgan <strong>of</strong>fers the J.P. Morgan family <strong>of</strong> funds, which are<br />

managed by J.P. Morgan’s Asset Management line <strong>of</strong> business. Key money market funds are as<br />

below:<br />

• J.P. Morgan Prime Money Market Fund<br />

• J.P. Morgan U.S. Government Money Market Fund<br />

• J.P. Morgan Federal Money Market Fund<br />

• J.P. Morgan Treasury Plus Money Market Fund<br />

• J.P. Morgan 100% U.S. Treasury Securities Money Market Fund<br />

• J.P. Morgan Tax Free Money Market Fund<br />

• J.P. Morgan Liquid Assets Money Market Fund<br />

13.184 How are instructions for investment transactions relayed to you? Are there any time restrictions? What<br />

procedures are in place to identify, follow-up and resolve failing trades? What percentage <strong>of</strong><br />

transactions failed for the most recent calendar year?<br />

Clients and their investment managers are serviced from global processing hubs and regional<br />

customer service centers located around the world.<br />

Clients have direct access to our customer service operations during local business hours. In<br />

addition, client service units in each regional service center communicate via automated processing<br />

hubs in Dallas, Texas, and Bournemouth, England, who in turn communicate electronically with each<br />

subcustodial agent in J.P. Morgan’s global custody network.<br />

<strong>The</strong>se centers enable J.P. Morgan to meet the needs <strong>of</strong> clients and investment managers throughout<br />

the world, in the time zone, language and culture best suited to each client.<br />

J.P. Morgan interacts with investments managers through a web-based reconciliation tool which<br />

allows investment managers to update specific information pertaining to market values, cash flows,<br />

returns and performance methodology. This procedure allows us to facilitate a comparison <strong>of</strong> data<br />

between J.P. Morgan and external parties.<br />

This reconciliation is a vital part <strong>of</strong> our performance validation process which is completed for each<br />

investment portfolio prior to release <strong>of</strong> final performance reporting. In cases where there are return<br />

differences, we work with the investment managers and our accounting team to identify and resolve<br />

the discrepancies.<br />

13.185 What short-term investment vehicles (describe in detail) are available to your clients? Please review<br />

attached Investment Policy. Any money market fund recommendation must be either the institutional<br />

class share or the share class with the overall lowest all-in fee.<br />

J.P. Morgan <strong>of</strong>fers a complete and leading array <strong>of</strong> overnight and short-term cash investment<br />

alternatives to support the client’s overall investment and trading activity.<br />

As a first step, we work with clients to develop a comprehensive and sound liquidity management<br />

strategy. J.P. Morgan consults with clients to understand their particular objectives and to fashion the<br />

optimal overnight and short-term investment approach – one that maintains the right balance <strong>of</strong> risk,<br />

liquidity, operating efficiency and total return.<br />

In doing so, we leverage the expertise <strong>of</strong> J.P. Morgan’s market-leading investment entities, including<br />

J.P. Morgan Treasury, J.P. Morgan Asset Management and J.P. Morgan Securities LLC.<br />

<strong>Page</strong> 135


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Creating a Liquidity Management Strategy<br />

A comprehensive and sound liquidity management strategy must address safety, diversification and<br />

accessibility. We know that cash must be in the right place at the right time. To meet these goals, we<br />

help our clients create a strategy that adheres to J.P. Morgan’s Five Principles <strong>of</strong> Liquidity<br />

Management. Under this approach, we seek to:<br />

• Understand and segment cash needs and then determine the appropriate (not necessarily<br />

minimum) liquidity requirement<br />

• Establish the appropriate overnight and short-term investment guidelines for availability and<br />

safety<br />

• Select investment types, within the guidelines, that are appropriate for each cash category<br />

• Establish and verify diversified contingent funding sources, if needed<br />

• Maximize the transparency and efficiency <strong>of</strong> the cash position across geographies and legal<br />

entities<br />

Accessing Leading Liquidity Management Entities<br />

To help you achieve the optimal liquidity management strategy, J.P. Morgan can leverage the<br />

capabilities and expertise <strong>of</strong> our leading treasury, asset management and investment banking entities<br />

for whatever investment chosen, including interest bearing accounts, money market funds and direct<br />

securities placement.<br />

J.P. Morgan Treasury provides global leadership and scale in numerous trading markets.<br />

J.P. Morgan Asset Management has seen continued asset growth and remains the largest<br />

institutional money market fund provider in the world. And J.P. Morgan Securities LLC is a fullservice<br />

broker-dealer with global trading capabilities and a full range <strong>of</strong> securities expertise.<br />

We also provide access to select third-party providers to fulfill a client’s requirements.<br />

Proven Market Leadership in Liquidity Management<br />

<strong>The</strong> continued recognition we receive demonstrates the success <strong>of</strong> our approach. Recent awards<br />

include:<br />

• Best Overall Bank for Cash in North America, Global Finance, 2006, 2007, 2008, 2009 and 2010<br />

• European Cash Management Provider <strong>of</strong> the Year , ICFA Magazine, European Awards, 2010,<br />

2011<br />

• Global Cash Management Provider <strong>of</strong> the Year, ICFA Magazine, Global Awards, 2008, 2009 and<br />

2010<br />

• Best Cash Management Bank: Australia, <strong>The</strong> Asset, Triple A Transaction Banking Awards,2010<br />

• Best Cash Management Bank: Japan, <strong>The</strong> Asset, Triple A Transaction Banking Awards, 2010<br />

While we work with clients to create the optimal liquidity management strategy utilizing our wide<br />

range <strong>of</strong> investment and deposit products, our experience has been that pension clients have the<br />

most interest in the following options:<br />

J.P. Morgan Money Market Funds<br />

J.P. Morgan U.S. Money Market Mutual Funds are <strong>of</strong>fered through J.P. Morgan Asset Management,<br />

the world’s largest provider <strong>of</strong> institutional money market funds. J.P. Morgan <strong>of</strong>fers the convenience<br />

<strong>Page</strong> 136


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

<strong>of</strong> an automatic sweep and the liquidity and stability provided by J.P. Morgan Asset Management’s<br />

large portfolio size.<br />

• Investment Philosophy: Clients can choose from eight J.P. Morgan funds, each managed by<br />

J.P. Morgan Asset Management. Each fund comprises short-term debt instruments with a<br />

weighted average maturity <strong>of</strong> the portfolio <strong>of</strong> 60 days or less.<br />

• Objectives and Guidelines: All <strong>of</strong> the funds seek to provide current income while maintaining<br />

daily liquidity. Suitable for accounts with stable balances (e.g. maximum 10 to 20 percent<br />

volatility).<br />

• Management Fees: Investments are subject to certain expenses as set forth in the fund’s<br />

prospectus. No minimum investment is required; however, clients will be placed in an appropriate<br />

share class based on invested balances. Expenses vary by share class. Yields are net <strong>of</strong><br />

expenses.<br />

J.P. Morgan Money Market Mutual Funds (Management fees varies by share class)<br />

Prime Money Market Fund<br />

U.S. Government Money Market Fund<br />

Federal Money Market Fund<br />

Treasury Plus Money Market Fund<br />

18 – 51 bps<br />

18 – 59 bps<br />

21 – 59 bps<br />

21 – 59 bps<br />

100% U.S. Treasury Securities Money Market Fund 18 – 59 bps<br />

Tax Free Money Market Fund<br />

Liquid Assets Money Market Fund<br />

Municipal Money Market Fund<br />

21 – 59 bps<br />

18 – 59 bps<br />

21 – 59 bps<br />

• Minimum Quality Ratings: All <strong>of</strong> the funds adhere to 2a-7 guidelines for quality and average<br />

maturity.<br />

• Sweep Process: All <strong>of</strong> the funds are available through an intraday or end-<strong>of</strong>-day sweep. For<br />

both intraday and end-<strong>of</strong>-day sweeps, there is no automatic return <strong>of</strong> cash. Redemptions are<br />

triggered by activity in the cash account. <strong>The</strong> end-<strong>of</strong>-day sweep cut-<strong>of</strong>f is the last transaction <strong>of</strong><br />

the business day. Standard intraday Standard intraday cut-<strong>of</strong>fs are listed below.<br />

J.P. Morgan Money Market Mutual Funds Intraday Cut-<strong>of</strong>f Times<br />

Prime Money Market Fund<br />

U.S. Government Money Market Fund<br />

Federal Money Market Fund<br />

Treasury Plus Money Market Fund<br />

4:00 PM ET<br />

4:00 PM ET<br />

1:00 PM ET<br />

4:00 PM ET<br />

100% U.S. Treasury Securities Money Market Fund 1:00 PM ET<br />

Tax Free Money Market Fund<br />

Liquid Assets Money Market Fund<br />

Municipal Money Market Fund<br />

Earnings Credit<br />

11:00 AM ET<br />

4:00 PM ET<br />

11:00 AM ET<br />

Clients can earn a credit – a s<strong>of</strong>t dollar value calculation – on USD cash balances held in the U.S. in<br />

a non-interest bearing account to be used to <strong>of</strong>fset fees for banking services such as Custody, Fund<br />

Accounting or Investment Analytics. Though it works differently than an explicit interest payment,<br />

<strong>Page</strong> 137


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

earnings credit can have the same net effect enabling clients to earn value for short term cash<br />

balances.<br />

Earnings Credits accrue daily on 100% <strong>of</strong> cash balances, net <strong>of</strong> deposit insurance fees.<br />

Earnings Credit <strong>of</strong>fers additional benefits to our clients:<br />

• Counterparty risk is reduced: As a provision <strong>of</strong> the Dodd-Frank Act, the Federal Deposit<br />

Insurance Corporation (FDIC) introduced a new program on December 31, 2010 that provides<br />

unlimited insurance coverage on all non-interest bearing transaction accounts, which include<br />

balances used to pay for service fees, effective until December 31, 2012. After the expiration <strong>of</strong><br />

this unlimited insurance, balances left in the cash accounts are backed by the full faith and credit<br />

<strong>of</strong> JPMorgan Chase Bank, N.A. which has current ratings <strong>of</strong> Moody’s: P-1 / S&P: A-1 / Fitch: F1+.<br />

• Lowered Expenses: Using the earnings credit facility to pay for bank services is an easy and<br />

convenient way to lower overall administrative expenses, which ultimately optimizes operating<br />

income.<br />

• Efficiency: Operationally the earnings credit product is more efficient for optimizing cash than<br />

managing a sweep structure or direct investing because the funds remain in the cash account<br />

and are available for use as needed.<br />

• Attractive Value: <strong>The</strong> earnings credit rate is a managed rate set periodically by J.P. Morgan after<br />

considering a range <strong>of</strong> factors such as market rate environment, deposit insurance fees, and<br />

relevant competitor pricing. <strong>The</strong> managed rate maintains pricing flexibility while protecting clients<br />

from short-term rate volatility by not linking to any one index.<br />

Additional Options<br />

While we have found that our pension clients focus on the above-listed products, we would be happy<br />

to consult or provide detailed information on other investment products including:<br />

JPMorgan Chase & Co. Offshore Time Deposit Sweep<br />

J.P. Morgan can pay interest on U.S. dollar balances through our <strong>of</strong>fshore time deposit sweep. <strong>The</strong><br />

J.P. Morgan <strong>of</strong>fshore time deposit provides a simple, convenient and safe way to invest and earn a<br />

competitive rate <strong>of</strong> return. Rated A1/P1 by Moody’s and Standard & Poor’s, this option moves funds<br />

to an account at the JPMorgan Chase Bank N.A., branch in Nassau (Bahamas) or London (U.K.) and<br />

provides a good option for clients who cannot predict daily balances with certainty.<br />

Interest is accrued daily and credited on the first business day <strong>of</strong> the month.<br />

• Investment Philosophy: This option is a deposit obligation <strong>of</strong> JPMorgan Chase, N.A., and<br />

balances sit on our balance sheet as a liability.<br />

• Objectives and Guidelines: This option seeks to provide current income while maintaining daily<br />

liquidity. This is a direct investment, and thus no prospectus is available.<br />

• Performance: <strong>The</strong> effective yield is based on Fed Funds effective rate, less a spread. Daily<br />

yields are calculated on a 360-day basis.<br />

• Management Fees: Clients earn Fed Funds effective rate, less a spread. Funds are invested<br />

via our sweep platform and no wire costs are incurred for placing funds.<br />

• Minimum Quality Ratings: <strong>The</strong> funds are deposit obligations <strong>of</strong> JPMorgan Chase Bank N.A.,<br />

which currently enjoys the short term rating <strong>of</strong> A1+/P1.<br />

• Sweep Process: Available through the end-<strong>of</strong>-day sweep process. Clients have full daily<br />

liquidity.<br />

<strong>Page</strong> 138


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

JPMorgan Chase & Co. Commercial Paper Sweep<br />

J.P. Morgan can pay interest on U.S. dollar balances through our JPMorgan Chase & Co. commercial<br />

paper sweep. Rated A1/P1 by Moody’s and Standard & Poor’s, this option represents an investment<br />

into a Master Note, representing a commercial paper obligation <strong>of</strong> JPMorgan Chase & Co. Interest is<br />

accrued daily and credited on the first business day <strong>of</strong> the month.<br />

• Investment Philosophy: <strong>The</strong> sweep represents an investment into a master note, representing<br />

a commercial paper obligation <strong>of</strong> JPMorgan Chase & Co., the bank’s holding company.<br />

• Objectives and Guidelines: This option seeks to provide current income while maintaining daily<br />

liquidity. This is a direct investment, and thus no prospectus is available.<br />

• Performance: <strong>The</strong> effective yield is based on Fed Funds effective rate, less a spread. Daily<br />

yields are calculated on a 360-day basis. For clients requiring tiered investments, the<br />

J.P. Morgan managed rate will be earned on the second tier.<br />

• Management Fees: Clients earn Fed Funds effective rate, less a spread. Funds are invested<br />

via our sweep platform and no wire costs are incurred for placing funds.<br />

• Minimum Quality Ratings: Commercial paper has a short term rating <strong>of</strong> A1/P1.<br />

• Sweep Process: Available through the end-<strong>of</strong>-day sweep process. Clients have access to<br />

sweep balances on a daily basis.<br />

13.186 What percentage <strong>of</strong> fails did you experience in the last three years for sales and for purchases?<br />

Our fail rates have been very consistent over the past three years at 2.5% purchase fail and 1.3 to<br />

1.4% sale fail. Below are the volume and market values for 2011.<br />

<strong>The</strong> total domestic U.S. trade volume and average fail rates for purchase and sale trades during the<br />

12 months ending December 31, 2011 are as follows:<br />

Trades<br />

Volume<br />

(Number)<br />

Total Market Value<br />

(US$ millions) Fail Rate (%)<br />

Purchases 9.5 million $47,077,896 2.5%<br />

Sales 8.1 million $40,516,272 1.4%<br />

13.187 System Capabilities:<br />

13.188 What are your systems capabilities (hardware and s<strong>of</strong>tware)? How long has the current hardware been in<br />

place?<br />

<strong>The</strong>re are no capacity limits for transactions, accounts, user sessions and user IDs. <strong>The</strong> SEI Trust<br />

3000 system is accessible over a secure, private communication line. <strong>The</strong> network operating system<br />

is CISCO IOS. <strong>The</strong> current arrangement accounting and reporting system has been in place since<br />

2000.<br />

13.189 Is the Custody department supported by a dedicated data processing programming and application staff<br />

How many and what level <strong>of</strong> vendor support personnel are on-site?<br />

Yes.<br />

13.190 What back-up and recovery capabilities are in place in case <strong>of</strong> malfunctions or emergencies? Where is the<br />

back-up system located?<br />

Daily data back-ups and <strong>of</strong>f-site storage protect the continuity and integrity <strong>of</strong> our system. We have<br />

contingency arrangements that provide for the use <strong>of</strong> alternate work sites in case <strong>of</strong> disaster so that<br />

<strong>Page</strong> 139


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

normal business operations can continue with minimal interruption. Annually we participate in<br />

disaster recovery trials to ensure the integrity <strong>of</strong> the data reprocess.<br />

13.191 Describe your disaster plan procedure and results <strong>of</strong> such tests performed in the last year.<br />

Due to the sensitive nature <strong>of</strong> this information, J.P. Morgan does not release specific details on the<br />

location <strong>of</strong> primary and backup data centers and processing sites. All backup sites and hot site<br />

locations are in a separate zone or region depending on the product and regulatory requirements <strong>of</strong><br />

the country in which we are operating. J.P. Morgan’s corporate policies use the zone designation to<br />

measure and depict local diversification <strong>of</strong> infrastructure and access.<br />

To address wide scale disruption the term region, as a designation, is used to measure and depict the<br />

susceptibility <strong>of</strong> multiple locations to the same wide-scale disruption. An analysis to determine zone<br />

and region designation is performed by our Corporate Real Estate/Corporate Security/Global Life<br />

Safety business units with input from Corporate Technology and Corporate Resiliency Risk<br />

Management.<br />

To determine if two or more sites are in the same or separate zones, the following resources/risks are<br />

taken into account:<br />

• Electric power source or sources<br />

• Do the sites rely on the same power grids and/or sub-stations?<br />

• Telecom feeds<br />

• Do the sites rely on mutually exclusive routing for telecom services?<br />

• Are there any single points <strong>of</strong> failure that could impact the sites in terms <strong>of</strong> telecom<br />

availability?<br />

• Water Supply<br />

• Do the sites rely on a single water source such that a crisis impacting the water source would<br />

render either sites inhabitable or the cooling systems <strong>of</strong> the sites unusable?<br />

• Transportation<br />

• Do the sites rely on a single method <strong>of</strong> transportation (e.g., rail) or single road for access?<br />

• Is there a unique route to get to each site without having to pass in close proximity to the<br />

other site?<br />

• Is there a single road shared by the two sites such that one must pass one site to get to the<br />

other?<br />

• Accessibility<br />

• Are the sites located in such close proximity that police or <strong>of</strong>ficial action could possibly<br />

barricade both sites due to the same event?<br />

• Are the sites located in such close proximity that they could fall into the same crime zone or<br />

hazard zone?<br />

To determine if two or more sites are in the same or separate regions, the following resources/risks<br />

are taken into account:<br />

• Airborne and/or weather threats<br />

• Is the geography <strong>of</strong> the area such that the sites are located in the same weather threat zone?<br />

Are they in the same hurricane-threatened area, same flood plain, etc.?<br />

<strong>Page</strong> 140


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

• Are the locations subject to threats from the same airborne agents? Hazmat (freight rail or<br />

interstate freeway or turnpike nearby), chemical manufacturing, nuclear power plants?<br />

• Additional threats or risks in the area<br />

• Are the sites near the same high-pr<strong>of</strong>ile building which might be a terrorist target?<br />

• Are the sites situated on the same fault line?<br />

• Is the political or country-wide infrastructure considered to be unstable?<br />

Current implications <strong>of</strong> zone and regional designation:<br />

• One zone designation<br />

• Sites residing in the same zone cannot serve as recovery locations for any other sites in that<br />

zone<br />

• In creating recovery plan, material, facility, or capabilities residing in the same zone must be<br />

considered unavailable to those recovery plans (e.g., records, supplies, equipment,<br />

technology, etc.)<br />

• One region designation<br />

• Business units and applications supporting processes that are subject to Inter-Agency White<br />

Paper1 compliance must provide a recovery location out <strong>of</strong> the region without reliance on<br />

records, supplies, equipment, technology, etc., from within the region<br />

13.192 When was the s<strong>of</strong>tware developed and was it developed internally or externally?<br />

JPMorgan utilizes a vendor application which was originally developed in 1972.<br />

13.193 What are your security procedures that protect customer information, especially with respect to<br />

unauthorized access to data? Please describe in detail all security measures.<br />

<strong>The</strong> SEI Trust 3000 system is accessible over a secure, private communication line.<br />

J.P. Morgan incorporates extensive security procedures and authorization mechanisms to control<br />

access to its systems and to client account data. <strong>The</strong> computer programming and securities<br />

processing departments are in separate physical locations, with segregated duties and<br />

responsibilities.<br />

Computer operations personnel do not have the access necessary to enter transaction data.<br />

Technology security administration personnel maintain a matrix <strong>of</strong> user access privileges. Within this<br />

structure, a separation <strong>of</strong> duties is enforced among information/technology control roles, which helps<br />

to ensure that no one person can assume an excessive level <strong>of</strong> control.<br />

Processes for periodically reviewing access include:<br />

• Access to systems is reviewed periodically by security administration and department managers.<br />

• <strong>The</strong> human resources system automatically passes notification <strong>of</strong> a change in an employee’s<br />

status (such as terminations) to security administration, and the employee’s access is revoked<br />

immediately based on this notification.<br />

• In the event <strong>of</strong> an employment transfer, the user’s access is amended to reflect new<br />

responsibilities.<br />

• Password configuration standards<br />

<strong>Page</strong> 141


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

13.194 Custodial Fees:<br />

13.195 Submit a copy <strong>of</strong> your proposed fee schedule and/or describe on what basis fees are calculated. Indicate<br />

frequency with which you intend to submit billings.<br />

Please refer to the Cost <strong>of</strong> Services section for Custody pricing.<br />

<strong>Page</strong> 142


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

14.0 References<br />

14.1 Complete the Reference Document and include five (5) governmental references including at least one<br />

public school district (if possible, where similar services were provided). This should include at least one<br />

reference from a customer who has been with you for a year or less, three references from veteran<br />

customers with long term or repeat contracts and at least one reference from a past customer who is<br />

currently not under contract. <strong>The</strong> <strong>District</strong> will contact these references during the evaluation process.<br />

NOTE: <strong>The</strong> information requested must include a current email address for each reference.<br />

<strong>The</strong> completed Reference Document that includes school district references who use General Banking<br />

Services with J.P. Morgan is attached on the following pages. Custody references are listed below:<br />

Custody References:<br />

Oklahoma City Employee Retirement System<br />

Bob Ponkilla<br />

Treasurer<br />

420 W. Main, Suite 120<br />

Oklahoma City, OK 73102<br />

bob.ponkilla@okc.gov<br />

405-297-2965<br />

City <strong>of</strong> Tempe<br />

Wayne Knowles<br />

Financial Management Accountant<br />

20 E 6th Street<br />

Tempe, AZ 85280<br />

wayne_knowles@tempe.gov<br />

480-350-8972<br />

Beloit College<br />

Sandy Fordell<br />

Executive Assistant<br />

700 College Street<br />

Beloit, WI 53511<br />

Fordells@belloit.edu<br />

608-363-2250<br />

Louisiana State University<br />

Eddie Parfait, CPA<br />

Financial Accounting and Reporting<br />

204 Thomas Boyd Hall<br />

Baton Rouge, LA 70803<br />

eparfait@lsu.edu<br />

225-578-7682<br />

Wabash College<br />

Larry Griffith<br />

P.O. Box 352<br />

Crawfordsville, IN 47933<br />

griffitl@wabash.edu<br />

765-361-6212<br />

<strong>Page</strong> 143


SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

PURCHASING DEPARTMENT<br />

12C-009C – REFERENCES<br />

See Section 14.0<br />

This information will be used in the evaluation <strong>of</strong> this bid.<br />

List five (5) references as stated in the RFP, Section 14.0 which show experience in similar work, to include<br />

nature and scope <strong>of</strong> work, which demonstrates an expertise in providing the services as stated herein.<br />

Please complete all fields <strong>of</strong> requested information for all five (5) references. <strong>The</strong>se firms will be contacted to<br />

validate your references. It is important that you list a current contact name and their current email<br />

address. Please read the title after each Reference No. and enter the appropriate vendor name and<br />

information. Failure to provide this documentation may result in rejection <strong>of</strong> bid.<br />

YOUR COMPANY NAME: __________________________________________________<br />

JPMorgan Chase Bank, N.A.<br />

Submitted By:______________________________________________________________<br />

Ralph Hildevert<br />

Reference No. 1 – New Customer <strong>of</strong> Firm (<strong>of</strong> 1 year or less)<br />

Name <strong>of</strong> Firm:<br />

___________________________________________________<br />

Malverne Union Free <strong>School</strong> <strong>District</strong><br />

Address <strong>of</strong> firm:<br />

___________________________________________________<br />

301 Wicks Lane, Malverne, NY 11565<br />

Phone Number <strong>of</strong> firm: 516-887-6417<br />

Hours firm can be reached: ___________________________________________________<br />

9:00 a.m. - 5:00 p.m. ET<br />

Scope <strong>of</strong> Service:<br />

___________________________________________________<br />

General Banking Services<br />

Date <strong>of</strong> Service:<br />

Contact Person:<br />

Contact Person Email:<br />

Contact Person Phone:<br />

Contact Person Fax:<br />

Contact Person Cell Phone:<br />

___________________________________________________<br />

March 2011<br />

___________________________________________________<br />

Tom McDaid<br />

___________________________________________________<br />

tmcdaid@malverne.k12.ny.us<br />

___________________________________________________<br />

516-887-6417<br />

___________________________________________________<br />

516-596-2910<br />

___________________________________________________<br />

N/A<br />

Reference No. 2 – Repeat customer with long term or repeat contracts<br />

Name <strong>of</strong> Firm:<br />

___________________________________________________<br />

Milwaukee Public <strong>School</strong>s<br />

Address <strong>of</strong> firm:<br />

P.O. ___________________________________________________<br />

Box 2181, Milwaukee, WI 53201<br />

Phone Number <strong>of</strong> firm: 414-475-8740<br />

Hours firm can be reached : ___________________________________________________<br />

8:00 a.m. - 4:30 p.m. CT<br />

Scope <strong>of</strong> Service:<br />

___________________________________________________<br />

Full Banking Services and Purchasing Card


Date <strong>of</strong> Service:<br />

Contact Person:<br />

Contact Person Email:<br />

Contact Person Phone:<br />

Contact Person Fax:<br />

Contact Person Cell Phone:<br />

___________________________________________________<br />

Since 2006<br />

___________________________________________________<br />

Dave Kirchgessner<br />

___________________________________________________<br />

kirchge@milwaukee.k12.wi.us<br />

___________________________________________________<br />

414-475-8956<br />

___________________________________________________<br />

414-475-8387<br />

___________________________________________________<br />

N/A<br />

Reference No. 3 – Repeat customer with long term or repeat contracts<br />

Name <strong>of</strong> Firm:<br />

___________________________________________________<br />

Houston Independent <strong>School</strong> <strong>District</strong><br />

Address <strong>of</strong> firm:<br />

___________________________________________________<br />

4400 West 18th St., Houston, TX 77092<br />

Phone Number <strong>of</strong> firm:<br />

Hours firm can be reached :<br />

713-556-6487<br />

___________________________________________________<br />

8:00 a.m. - 5:00 p.m. CT<br />

Scope <strong>of</strong> Service:<br />

___________________________________________________<br />

Comprehensive Treasury Services<br />

Date <strong>of</strong> Service:<br />

Contact Person:<br />

Contact Person Email:<br />

Contact Person Phone:<br />

Contact Person Fax:<br />

Contact Person Cell Phone:<br />

___________________________________________________<br />

Since 2005, re-awarded July 2011<br />

___________________________________________________<br />

Rick Fairman<br />

___________________________________________________<br />

rfairman@houstonisd.org<br />

___________________________________________________<br />

713-556-6487<br />

___________________________________________________<br />

713-556-6412<br />

___________________________________________________<br />

N/A<br />

Reference No. 4 – Repeat customer with long term or repeat contracts<br />

Name <strong>of</strong> Firm:<br />

___________________________________________________<br />

Lakeland Central <strong>School</strong> <strong>District</strong><br />

Address <strong>of</strong> firm:<br />

___________________________________________________<br />

1086 East Main St., Shrub Oak, NY 10588<br />

Phone Number <strong>of</strong> firm: 914-245-1700<br />

Hours firm can be reached : ___________________________________________________<br />

9:00 a.m. - 5:00 p.m. ET<br />

Scope <strong>of</strong> Service:<br />

___________________________________________________<br />

General Banking Services<br />

Date <strong>of</strong> Service:<br />

Contact Person:<br />

Contact Person Email:<br />

Contact Person Phone:<br />

___________________________________________________<br />

Since 1965<br />

___________________________________________________<br />

Binoy Alunkal<br />

___________________________________________________<br />

balunkal@lakelandschools.org<br />

___________________________________________________<br />

914-245-1700 X 208


Contact Person Fax:<br />

Contact Person Cell Phone:<br />

___________________________________________________<br />

914-245-4391<br />

___________________________________________________<br />

N.A.<br />

Reference No. 5 – Previous customer with no current contracts<br />

Name <strong>of</strong> Firm:<br />

See ___________________________________________________<br />

below*<br />

Address <strong>of</strong> firm:<br />

___________________________________________________<br />

Phone Number <strong>of</strong> firm:<br />

Hours firm can be reached :<br />

___________________________________________________<br />

Scope <strong>of</strong> Service:<br />

___________________________________________________<br />

Date <strong>of</strong> Service:<br />

Contact Person:<br />

Contact Person Email:<br />

Contact Person Phone:<br />

Contact Person Fax:<br />

Contact Person Cell Phone:<br />

___________________________________________________<br />

___________________________________________________<br />

___________________________________________________<br />

___________________________________________________<br />

___________________________________________________<br />

___________________________________________________<br />

*J.P. Morgan considers information about our clients proprietary and highly confidential.<br />

<strong>The</strong>refore, we are not at liberty to disclose specific information about


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

15.0 Sample Reports and Contracts<br />

15.1 Provide a sample <strong>of</strong> all <strong>of</strong> the required service contracts for bank and custodial services.<br />

Please refer to Appendix 13 for “J.P. Morgan’s Sample Service Agreements.”<br />

15.2 Please provide samples <strong>of</strong> the following reports (paper or on-line reports) that you would propose to use<br />

in meeting the needs <strong>of</strong> the <strong>District</strong>, such as:<br />

a. Reconciliation Reports<br />

Please refer to Appendix 17 for “Sample Account Reconciliation Reports.”<br />

b. Daily Balance and Activity Reports<br />

Please refer to Appendix 11 for “J.P. Morgan ACCESS Sample Reports.”<br />

c. Repurchase Agreement Calculation Schedule<br />

Using the following calculation, the interest amount is calculated based on the invested balance<br />

which is typically the collected balance amount above a client set target balance held in the<br />

associated demand deposit account (DDA):<br />

Average Collected Balance x Repurchase Agreement Interest Rate # <strong>of</strong> Days in Month<br />

360 Days<br />

<strong>The</strong> target balance is typically set to the amount required to <strong>of</strong>fset bank fees but could be any<br />

amount including zero.<br />

d. Monthly Bank and Analysis Statements<br />

Please refer to Appendix 18 for a sample “DDA statement", Appendix 19 for a sample “Custody<br />

statement” and Appendix 2 for the “Account Analysis User Guide.”<br />

e. Schedule <strong>of</strong> Collateral Pledged<br />

Please refer to Appendix 20 for a sample “Collateral statement.”<br />

15.3 Not limited to the following, please provide samples <strong>of</strong> the following agreements you would propose to<br />

use in conjunction with this engagement:<br />

a. Master Agreement<br />

b. Wire (Funds) Transfer Agreement<br />

c. ACH Agreement<br />

d. Zero Balance Account Agreement<br />

e. Sweep Investment Service Agreement<br />

f. Custodian Agreement<br />

Please refer to Appendix 13 for “J.P. Morgan’s Sample Service Agreements.”<br />

<strong>Page</strong> 147


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Forms<br />

Form 1. Debarment Certification<br />

Form 2. Area Representative<br />

Form 3. Drug Free Workplace Certification<br />

Form 4. Beneficial Interest and Disclosure <strong>of</strong> Ownership Affidavit


SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

PURCHASING DEPARTMENT<br />

AREA REPRESENTATIVE<br />

RFP 12C-009C Banking Services<br />

Please list the contact for this contract<br />

Vendor Name:<br />

__________________________________<br />

Area Representative: __________________________________<br />

Address:<br />

City/Zip Code:<br />

Telephone:<br />

Fax Number:<br />

Cell or Nextel:<br />

Emergency Number:<br />

Email Address:<br />

__________________________________<br />

__________________________________<br />

__________________________________<br />

__________________________________<br />

__________________________________<br />

__________________________________<br />

__________________________________


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendices<br />

Appendix 1. Availability Schedules<br />

Appendix 2. Account Analysis User Guide<br />

Appendix 3. Chase At Work Program<br />

Appendix 4. Purchasing Card Proposal<br />

Appendix 5. Sample Project Plan<br />

Appendix 6. Chase Branch Network<br />

Appendix 7. Business Resiliency Program<br />

Appendix 8. J.P. Morgan CRA Commitment<br />

Appendix 9. Deposit Preparation Guides<br />

Appendix 10. Deposit Bag Specifications<br />

Appendix 11. J.P. Morgan ACCESS Sample Reports<br />

Appendix 12. Chase Access Prepaid Card<br />

Appendix 13. Sample Service Agreements<br />

Appendix 14. Sample Account Analysis Invoice<br />

Appendix 15. Insurance Coverage<br />

Appendix 16. Custody Pricing Sources<br />

Appendix 17. Account Reconcilement Program<br />

Appendix 18. Sample DDA Statement<br />

Appendix 19. Sample Custody Statement<br />

Appendix 20. Sample Collateral Statement


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 1. Availability Schedules


JPMorgan Chase<br />

Availability Schedule<br />

11-Sep


JPMorgan Chase<br />

Availability Schedule Policy<br />

<strong>The</strong> availability <strong>of</strong> checks deposited is based on the financial institution where the check is<br />

• Deadlines in this schedule apply to pre-encoded, image cash letter deposits that<br />

are transmitted directly to JPMorgan Chase. <strong>The</strong> availability for all other deposits<br />

is based on capture time at the regional processing center.<br />

• <strong>The</strong> Federal Reserve banking system does not allow forward processing <strong>of</strong> any<br />

check item over $99,999,999.99. JPMorgan Chase will handle any such item as a<br />

collection item, with customer credit and availability deferred accordingly.<br />

• Availability schedules may be changed without notification.<br />

• <strong>The</strong> information furnished herein by JPMorgan Chase is CONFIDENTIAL and is<br />

distributed for the exclusive use in evaluating JPMorgan Chase programs and shall<br />

not be duplicated, published, or disclosed in whole or part, to any other person or<br />

entity other than the recipient, or used for other purposes, without the prior<br />

written permission <strong>of</strong> JPMorgan Chase.


FLORIDA/GEORGIA AVAILABILITY SCHEDULE<br />

Sorted by Transit Routing Number<br />

Sep-11<br />

TRANSIT ROUTING NUMBER(S) DESCRIPTION AVAILABILITY<br />

0000-0020, 0000-0119, 0000-0800 Postal Money Orders 1<br />

0000-0050, 0000-0051 U.S. Treasury Warrants 1<br />

0000-9000 E-Z Clear Bonds 1<br />

0110, 0112, 0113, 0114, 0115 Boston RCPC 2<br />

0111, 0116, 0117, 0118, 0119, 0211 Windsor Locks RCPC 2<br />

0210, 0220, 0260, 0280 EROC RCPC 2<br />

0212, 0214, 0219 EROC RCPC 2<br />

0213, 0223 Utica RCPC 2<br />

0215, 0216 EROC Country 2<br />

0310, 0311, 0312, 0313, 0319, 0360 Philadelphia RCPC 2<br />

0410 Cleveland City 2<br />

0412 Cleveland RCPC 2<br />

0420, 0421, 0422, 0423 Cincinnati RCPC 2<br />

0430, 0432, 0433, 0434 Pittsburgh RCPC 2<br />

0440, 0441, 0442 Columbus RCPC 2<br />

0510, 0514 Richmond RCPC 2<br />

0515, 0519 Charleston RCPC 2<br />

0520 Baltimore RCPC 2<br />

0521, 0522, 0540, 0550, 0560, 0570 Baltimore RCPC 2<br />

0530, 0531 Charlotte RCPC 2<br />

0532, 0539 Columbia RCPC 2<br />

0610, 0611, 0612, 0613 Atlanta RCPC 2<br />

0620, 0621, 0622 Birmingham RCPC 2<br />

0630, 0631, 0632 Jacksonville RCPC 2<br />

0640, 0641, 0642 Nashville RCPC 2<br />

0650, 0651, 0652, 0653, 0654, 0655 New Orleans RCPC 2<br />

0660, 0670 Miami RCPC 2<br />

0710, 0711, 0712, 0719 Chicago RCPC 2<br />

0720, 0724 Detroit RCPC 2<br />

0730, 0739 Des Moines RCPC 2<br />

0740, 0749 Indianapolis RCPC 2<br />

0750, 0759 Milwaukee RCPC 2<br />

0830 Louisville RCPC 2<br />

0813, 0839, 0863 Louisville RCPC 2<br />

CONFIDENTIAL<br />

A JPMorganChase Company 1 <strong>of</strong> 2 FLGA 601C


FLORIDA/GEORGIA AVAILABILITY SCHEDULE<br />

Sorted by Transit Routing Number<br />

Sep-11<br />

TRANSIT ROUTING NUMBER(S) DESCRIPTION AVAILABILITY<br />

0810, 0812, 0815, 0819, 0865 St. Louis RCPC 2<br />

0820, 0829 Little Rock RCPC 2<br />

0840, 0841, 0842, 0843 Memphis RCPC 2<br />

0910, 0918, 0919, 0960 Minneapolis RCPC 2<br />

0911, 0912, 0913, 0914, 0915 Minneapolis Country 2<br />

0921 Helena Country 2<br />

0920, 0929 Helena RCPC 2<br />

1010, 1011, 1012, 1019 Kansas City RCPC 2<br />

1020, 1070 Denver RCPC 2<br />

1021, 1022, 1023 Denver Country 2<br />

1030, 1039 Oklahoma RCPC 2<br />

1031 Oklahoma Country 2<br />

1040, 1049 Omaha RCPC 2<br />

1041 Omaha Country 2<br />

1110, 1111, 1119 Dallas RCPC 2<br />

1113 Dallas Country 2<br />

1120, 1122, 1123, 1163 El Paso RCPC 2<br />

1130, 1131 Houston RCPC 2<br />

1140, 1149 San Antonio RCPC 2<br />

1210, 1211, 1212, 1213 San Francisco RCPC 2<br />

1214 San Francisco Country 2<br />

1220, 1221, 1223 Los Angeles RCPC 2<br />

1222, 1224 Los Angeles RCPC 2<br />

1230, 1231, 1232, 1233 Portland RCPC 2<br />

1240, 1241, 1242, 1243 Salt Lake RCPC 2<br />

1250, 1251, 1252 Seattle RCPC 2<br />

8000 Travelers Checks 2<br />

0610-9238, 0710-0001, 0710-0077,<br />

0740-0001, 0750-0001, 0830-0013,<br />

2631-8986, 2670-8413, 2670-9126<br />

On Us 0<br />

CONFIDENTIAL<br />

A JPMorganChase Company 2 <strong>of</strong> 2 FLGA 601C


JPMorgan Chase<br />

Availability Schedule<br />

Corporate IDD<br />

Jan-12


JPMorgan Chase Image Deposit Direct (IDD)<br />

Availability Schedule Policy<br />

<strong>The</strong> availability <strong>of</strong> checks deposited is based on the financial institution where the check is drawn<br />

and the location where the deposit is made. Please note:<br />

• Deadlines in this schedule apply to image cash letter deposits that are transmitted<br />

directly to JPMorgan Chase.<br />

• <strong>The</strong> Federal Reserve banking system does not allow forward processing <strong>of</strong> any check item<br />

over $99,999,999.99. JPMorgan Chase will handle any such item as a collection item,<br />

with customer credit and availability deferred accordingly.<br />

• Availability schedules may be changed without notification.<br />

• <strong>The</strong> information furnished herein by JPMorgan Chase is CONFIDENTIAL and is distributed<br />

for the exclusive use in evaluating JPMorgan Chase programs and shall not be duplicated,<br />

published, or disclosed in whole or part, to any other person or entity other than the<br />

recipient, or used for other purposes, without the prior written permission <strong>of</strong> JPMorgan<br />

Chase.


Corporate Premium IDD - C; 601<br />

Availability is shown as Current Day Cycle<br />

Routing Transit Number(s) Description Deadline Avl Fraction<br />

JPMC On Us RTs See "On Us" tab 7:00 PM 1 100%<br />

JPMC Controlled Disbursement RTs See "On Us" tab 7:00 PM 1 100%<br />

0000-0020, 0119, 0800 Postal Money Orders 7:00 PM 1 100%<br />

0000-0050, 0051 US Treasury 7:00 PM 1 100%<br />

0000-9000 Savings Bonds 7:00 PM 1 100%<br />

0110, 0112, 0113, 0114, 0115 Boston RCPC 7:00 PM 1 70%<br />

0111, 0116, 0117, 0118, 0119, 0211 Windsor Locks RCPC 7:00 PM 1 70%<br />

0210, 0212, 0214, 0219, 0260 , 0280 EROC (New York) RCPC 7:00 PM 1 70%<br />

0213, 0220, 0223 Utica RCPC 7:00 PM 1 70%<br />

0215, 0216 EROC Country 7:00 PM 2 100%<br />

0310, 0360 Philadelphia City 7:00 PM 1 70%<br />

0311, 0312, 0313, 0319 Philadelphia RCPC 7:00 PM 1 70%<br />

0410 Cleveland City 7:00 PM 1 70%<br />

0412 Cleveland RCPC 7:00 PM 1 70%<br />

0420, 0421, 0422, 0423 Cincinnati RCPC 7:00 PM 1 70%<br />

0430, 0432, 0433, 0434 Pittsburgh RCPC 7:00 PM 1 70%<br />

0440, 0441, 0442 Columbus RCPC 7:00 PM 1 70%<br />

0510, 0514 Richmond RCPC 7:00 PM 1 70%<br />

0515, 0519 Charleston RCPC 7:00 PM 1 70%<br />

0520, 0521, 0522 Baltimore RCPC 7:00 PM 1 70%<br />

0540, 0550, 0560, 0570 Baltimore RCPC 7:00 PM 1 70%<br />

0530, 0531 Charlotte RCPC 7:00 PM 1 70%<br />

0532, 0539 Columbia RCPC 7:00 PM 1 70%<br />

0610 Atlanta City 7:00 PM 1 70%<br />

0611, 0612, 0613 Atlanta RCPC 7:00 PM 1 70%<br />

0620, 0621, 0622 Birmingham RCPC 7:00 PM 1 70%<br />

0630, 0631, 0632 Jacksonville RCPC 7:00 PM 1 70%<br />

0640, 0641, 0642 Nashville RCPC 7:00 PM 1 70%<br />

0650, 0651, 0652, 0653, 0654, 0655 New Orleans RCPC 7:00 PM 1 70%<br />

0660, 0670 Miami RCPC 7:00 PM 1 70%<br />

0710 Chicago City 7:00 PM 1 70%<br />

0711, 0712, 0719 Chicago RCPC 7:00 PM 1 70%<br />

0720, 0724 Detroit RCPC 7:00 PM 1 70%


0730, 0739 Des Moines RCPC 7:00 PM 1 70%<br />

0740, 0749 Indianapolis RCPC 7:00 PM 1 70%<br />

0750, 0759 Milwaukee RCPC 7:00 PM 1 70%<br />

0810 St. Louis City 7:00 PM 1 70%<br />

0812, 0815, 0819, 0865 St. Louis RCPC 7:00 PM 2 100%<br />

0813, 0830, 0839, 0863 Louisville RCPC 7:00 PM 1 70%<br />

0820, 0829 Little Rock RCPC 7:00 PM 1 70%<br />

0840, 0841, 0842, 0843 Memphis RCPC 7:00 PM 1 70%<br />

0910, 0960 Minneapolis City 7:00 PM 1 70%<br />

0911, 0912, 0913, 0914, 0915 Minneapolis Country 7:00 PM 2 100%<br />

0918, 0919 Minneapolis RCPC 7:00 PM 1 70%<br />

0920, 0929 Helena RCPC 7:00 PM 1 70%<br />

0921 Helena Country 7:00 PM 1 70%<br />

1010 Kansas City City 7:00 PM 1 70%<br />

1011, 1012, 1019 Kansas City RCPC 7:00 PM 2 100%<br />

1020 Denver City 7:00 PM 1 70%<br />

1021, 1022, 1023 Denver Country 7:00 PM 2 100%<br />

1030, 1039 Oklahoma City RCPC 7:00 PM 1 70%<br />

1031 Oklahoma City Country 7:00 PM 2 100%<br />

1040, 1049 Omaha RCPC 7:00 PM 1 70%<br />

1041 Omaha Country 7:00 PM 2 100%<br />

1070 Denver RCPC 7:00 PM 1 70%<br />

1110 Dallas City 7:00 PM 1 70%<br />

1111, 1119 Dallas RCPC 7:00 PM 1 70%<br />

1113 Dallas Country 7:00 PM 2 100%<br />

1120, 1122, 1123, 1163 El Paso RCPC 7:00 PM 1 70%<br />

1130, 1131 Houston RCPC 7:00 PM 1 70%<br />

1140, 1149 San Antonio RCPC 7:00 PM 1 70%<br />

1210, 1211, 1212, 1213 San Francisco RCPC 7:00 PM 1 70%<br />

1214 San Francisco Country 7:00 PM 3 70%<br />

1220, 1223 Los Angeles City 7:00 PM 1 70%<br />

1221, 1222, 1224 Los Angeles RCPC 7:00 PM 1 70%<br />

1230, 1231, 1232, 1233 Portland RCPC 7:00 PM 1 70%<br />

1240, 1241, 1242, 1243 Salt Lake City RCPC 7:00 PM 1 70%<br />

1250 Seattle City 7:00 PM 1 70%<br />

1251, 1252 Seattle RCPC 7:00 PM 1 70%


ON US<br />

Nationwide On Us RTs<br />

0210‐0002 0219‐1162 0670‐1310 1020‐0101 1221‐0229 2670‐8413<br />

0210‐0012 0223‐0017 0710‐0001 1030‐0064 1222‐8706 2670‐9083<br />

0210‐0023 0280‐0001 0710‐0077 1030‐0081 1232‐7197 2670‐9126<br />

0210‐0030 0280‐0002 0710‐7452 1070‐0035 1240‐0154 3211‐8074<br />

0211‐0036 0280‐0012 0711‐0026 1070‐8955 2212‐7025 3222‐7008<br />

0211‐1420 0280‐0030 0711‐2143 1110‐0061 2212‐7055 3222‐7162<br />

0212‐0233 0412‐0497 0720‐0032 1110‐0115 2212‐7117 3222‐8621<br />

0212‐0271 0432‐0240 0724‐1279 1111‐0002 2212‐7153 3243‐7050<br />

0212‐1008 0440‐0003 0740‐0001 1119‐9377 2260‐7009 3243‐7060<br />

0212‐7272 0519‐0036 0750‐0001 1120‐0015 2260‐7029 3250‐7076<br />

0214‐0903 0610‐9238 0750‐1266 1130‐0060 2260‐7069 3250‐7095<br />

0214‐1058 0631‐0836 0830‐0013 1131‐9372 2260‐7074<br />

0214‐1063 0654‐0013 0830‐0610 1221‐0002 2631‐8986<br />

Nationwide CD RTs<br />

0213‐0046 0311‐0023 0441‐1368 0719‐1904 0759‐0272 1113‐0088<br />

0213‐0937 0311‐0026 0441‐1544 0719‐2322 1020‐0097 1131‐0140<br />

0213‐0943 0311‐0028 0441‐1551 0724‐1292 1070‐0109 8000‐0011<br />

0220‐0084 0440‐0080 0652‐0475


TREASURY SERVICES<br />

Wholesale Image Lockbox Services<br />

J.P. Morgan<br />

Accelerated Availability<br />

Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Sorted by Transit Routing Number<br />

©2010 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC. All services are subject to applicable laws and regulations and service terms. Not all products<br />

and services are available in all geographic areas. Eligibility for particular products and services is subject to final determination by J.P. Morgan and or its affiliates/subsidiaries.


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

00000020 1400 0 1.00 0 1.00 0 1.00<br />

00000050 1400 0 1.00 0 1.00 0 1.00<br />

00000051 1400 0 1.00 0 1.00 0 1.00<br />

00000119 1400 0 1.00 0 1.00 0 1.00<br />

00000800 1400 0 1.00 0 1.00 0 1.00<br />

00009000 1400 0 1.00 0 1.00 0 1.00<br />

0110XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0111XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0112XXXX 2300 1 0.95 0 0.95 1 0.95<br />

0113XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0114XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0115XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0116XXXX 2300 1 0.95 0 0.95 1 0.95<br />

0117XXXX 2300 1 0.95 0 0.95 1 0.95<br />

0118XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0119XXXX 1430 1 0.95 0 0.95 1 0.95<br />

02100001 0400 0 0.95 0 0.95 0 0.95<br />

02100002 1600 0 1.00 0 1.00 0 1.00<br />

02100008 0400 0 0.95 0 0.95 0 0.95<br />

02100012 1600 0 1.00 0 1.00 0 1.00<br />

02100023 1600 0 1.00 0 1.00 0 1.00<br />

02100030 1600 0 1.00 0 1.00 0 1.00<br />

02100067 0400 0 0.95 0 0.95 0 0.95<br />

0210XXXX 2300 0 0.95 0 0.95 0 0.95<br />

02110036 1600 0 1.00 0 1.00 0 1.00<br />

02111420 1600 0 1.00 0 1.00 0 1.00<br />

0211XXXX 1430 1 0.95 0 0.95 1 0.95<br />

02120233 1600 0 1.00 0 1.00 0 1.00<br />

02120271 1600 0 1.00 0 1.00 0 1.00<br />

02121008 1600 0 1.00 0 1.00 0 1.00<br />

02127272 1600 0 1.00 0 1.00 0 1.00<br />

0212XXXX 1430 1 0.95 0 0.95 1 0.95<br />

02130046 1600 0 1.00 0 1.00 0 1.00<br />

02130539 1600 0 1.00 0 1.00 0 1.00<br />

02130937 0400 0 1.00 0 1.00 0 1.00<br />

02130943 1600 0 1.00 0 1.00 0 1.00<br />

0213XXXX 2300 0 0.95 0 0.95 0 0.95<br />

02140903 1600 0 1.00 0 1.00 0 1.00<br />

02141058 1600 0 1.00 0 1.00 0 1.00<br />

02141063 1600 0 1.00 0 1.00 0 1.00<br />

0214XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0215XXXX 2300 1 0.95 0 0.95 1 0.95<br />

0216XXXX 2300 1 0.95 0 0.95 1 0.95<br />

02191162 1600 0 1.00 0 1.00 0 1.00<br />

0219XXXX 1600 1 0.95 0 0.95 1 0.95<br />

02200084 1600 0 1.00 0 1.00 0 1.00<br />

0220XXXX 1600 1 0.95 0 0.95 1 0.95<br />

NC-2 CONFIDENTIAL | 2


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

02230017 1600 0 1.00 0 1.00 0 1.00<br />

0223XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0260XXXX 2000 0 0.95 0 0.95 0 0.95<br />

02800001 1600 0 1.00 0 1.00 0 1.00<br />

02800002 1600 0 1.00 0 1.00 0 1.00<br />

02800012 1600 0 1.00 0 1.00 0 1.00<br />

02800030 1600 0 1.00 0 1.00 0 1.00<br />

0280XXXX 2000 0 0.95 0 0.95 0 0.95<br />

03100001 0400 0 0.95 0 0.95 0 0.95<br />

03100003 0400 0 0.95 0 0.95 0 0.95<br />

0310XXXX 2300 0 0.95 0 0.95 0 0.95<br />

03110026 0400 0 1.00 0 1.00 0 1.00<br />

03110028 0400 0 1.00 0 1.00 0 1.00<br />

0311XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0312XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0313XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0319XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0360XXXX 2300 0 0.95 0 0.95 0 0.95<br />

04100012 0400 0 0.95 0 0.95 0 0.95<br />

04100068 0400 0 0.95 0 0.95 0 0.95<br />

04100103 0400 0 0.95 0 0.95 0 0.95<br />

0410XXXX 2300 0 0.95 0 0.95 0 0.95<br />

04120497 1600 0 1.00 0 1.00 0 1.00<br />

0412XXXX 1600 1 0.95 0 0.95 1 0.95<br />

04200031 0400 0 0.95 0 0.95 0 0.95<br />

04200039 0400 0 0.95 0 0.95 0 0.95<br />

04200042 0400 0 0.95 0 0.95 0 0.95<br />

0420XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0421XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0422XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0423XXXX 1600 1 0.95 0 0.95 1 0.95<br />

04300009 0400 0 0.95 0 0.95 0 0.95<br />

04300026 0400 0 0.95 0 0.95 0 0.95<br />

0430XXXX 2300 0 0.95 0 0.95 0 0.95<br />

04320240 1600 0 1.00 0 1.00 0 1.00<br />

0432XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0433XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0434XXXX 2000 0 0.95 0 0.95 0 0.95<br />

04400002 0400 0 0.95 0 0.95 0 0.95<br />

04400003 1600 0 1.00 0 1.00 0 1.00<br />

0440XXXX 2300 0 0.95 0 0.95 0 0.95<br />

04411368 0400 0 1.00 0 1.00 0 1.00<br />

04411544 0400 0 1.00 0 1.00 0 1.00<br />

0441XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0442XXXX 1600 1 0.95 0 0.95 1 0.95<br />

05100002 0400 0 0.95 0 0.95 0 0.95<br />

0510XXXX 2300 0 0.95 0 0.95 0 0.95<br />

NC-2 CONFIDENTIAL | 3


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

0514XXXX 2300 0 0.95 0 0.95 0 0.95<br />

05150124 1600 0 1.00 0 1.00 0 1.00<br />

0515XXXX 2000 0 0.95 0 0.95 0 0.95<br />

05190036 1600 0 1.00 0 1.00 0 1.00<br />

0519XXXX 2300 0 0.95 0 0.95 0 0.95<br />

05200001 0400 0 0.95 0 0.95 0 0.95<br />

05200011 0400 0 0.95 0 0.95 0 0.95<br />

0520XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0521XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0522XXXX 2000 0 0.95 0 0.95 0 0.95<br />

05300018 0700 0 1.00 0 1.00 0 1.00<br />

05300019 0700 0 1.00 0 1.00 0 1.00<br />

05300021 0700 0 1.00 0 1.00 0 1.00<br />

05300385 0700 0 1.00 0 1.00 0 1.00<br />

0530XXXX 0400 0 1.00 0 1.00 0 1.00<br />

05310049 0400 0 1.00 0 1.00 0 1.00<br />

05310139 0400 0 1.00 0 1.00 0 1.00<br />

05310763 0400 0 1.00 0 1.00 0 1.00<br />

05310798 0400 0 1.00 0 1.00 0 1.00<br />

0531XXXX 2300 0 1.00 0 1.00 0 1.00<br />

05320001 0400 0 0.95 0 0.95 0 0.95<br />

0532XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0539XXXX 2300 0 0.95 0 0.95 0 0.95<br />

05400003 0400 0 0.95 0 0.95 0 0.95<br />

05400004 0400 0 0.95 0 0.95 0 0.95<br />

0540XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0550XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0560XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0570XXXX 2000 0 0.95 0 0.95 0 0.95<br />

06100001 0400 0 0.95 0 0.95 0 0.95<br />

06100005 0400 0 0.95 0 0.95 0 0.95<br />

06100010 0400 0 0.95 0 0.95 0 0.95<br />

06100022 0400 0 0.95 0 0.95 0 0.95<br />

06100025 0400 0 0.95 0 0.95 0 0.95<br />

06101022 0400 0 0.95 0 0.95 0 0.95<br />

06109238 1600 0 1.00 0 1.00 0 1.00<br />

0610XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0611XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0612XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0613XXXX 2000 0 0.95 0 0.95 0 0.95<br />

06200008 0400 0 0.95 0 0.95 0 0.95<br />

0620XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0621XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0622XXXX 2000 0 0.95 0 0.95 0 0.95<br />

06300004 0400 0 0.95 0 0.95 0 0.95<br />

06300005 0400 0 0.95 0 0.95 0 0.95<br />

0630XXXX 2300 0 0.95 0 0.95 0 0.95<br />

NC-2 CONFIDENTIAL | 4


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

06310836 1600 0 1.00 0 1.00 0 1.00<br />

0631XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0632XXXX 2000 0 0.95 0 0.95 0 0.95<br />

06400001 0400 0 0.95 0 0.95 0 0.95<br />

0640XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0641XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0642XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0650XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0651XXXX 2000 0 0.95 0 0.95 0 0.95<br />

06520475 0400 0 1.00 0 1.00 0 1.00<br />

0652XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0653XXXX 2000 0 0.95 0 0.95 0 0.95<br />

06540013 1600 0 1.00 0 1.00 0 1.00<br />

0654XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0655XXXX 2000 0 0.95 0 0.95 0 0.95<br />

06600436 0400 0 0.95 0 0.95 0 0.95<br />

06600512 0400 0 0.95 0 0.95 0 0.95<br />

0660XXXX 2300 0 0.95 0 0.95 0 0.95<br />

06701310 1600 0 1.00 0 1.00 0 1.00<br />

0670XXXX 2000 0 0.95 0 0.95 0 0.95<br />

07100001 1600 0 1.00 0 1.00 0 1.00<br />

07100003 0400 0 0.95 0 0.95 0 0.95<br />

07100015 0400 0 0.95 0 0.95 0 0.95<br />

07100028 0400 0 0.95 0 0.95 0 0.95<br />

07100050 0400 0 0.95 0 0.95 0 0.95<br />

07100054 0400 0 0.95 0 0.95 0 0.95<br />

07100077 1600 0 1.00 0 1.00 0 1.00<br />

07107452 1600 0 1.00 0 1.00 0 1.00<br />

0710XXXX 2300 0 0.95 0 0.95 0 0.95<br />

07110026 1600 0 1.00 0 1.00 0 1.00<br />

07112143 1600 0 1.00 0 1.00 0 1.00<br />

0711XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0712XXXX 1600 1 0.95 0 0.95 1 0.95<br />

07191904 0400 0 1.00 0 1.00 0 1.00<br />

07192322 0400 0 1.00 0 1.00 0 1.00<br />

0719XXXX 2300 0 0.95 0 0.95 0 0.95<br />

07200032 1600 0 1.00 0 1.00 0 1.00<br />

0720XXXX 2300 0 0.95 0 0.95 0 0.95<br />

07241279 1600 0 1.00 0 1.00 0 1.00<br />

07241292 0400 0 1.00 0 1.00 0 1.00<br />

0724XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0730XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0739XXXX 2300 1 0.95 0 0.95 1 0.95<br />

07400001 1600 0 1.00 0 1.00 0 1.00<br />

07400005 0400 0 0.95 0 0.95 0 0.95<br />

07400006 0400 0 0.95 0 0.95 0 0.95<br />

0740XXXX 2300 0 0.95 0 0.95 0 0.95<br />

NC-2 CONFIDENTIAL | 5


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

0749XXXX 1430 1 0.95 0 0.95 1 0.95<br />

07500001 1600 0 1.00 0 1.00 0 1.00<br />

07501266 1600 0 1.00 0 1.00 0 1.00<br />

0750XXXX 2300 0 0.95 0 0.95 0 0.95<br />

07590272 0400 0 1.00 0 1.00 0 1.00<br />

0759XXXX 1430 1 0.95 0 0.95 1 0.95<br />

08100003 0400 0 0.95 0 0.95 0 0.95<br />

08100005 0400 0 0.95 0 0.95 0 0.95<br />

08100021 0400 0 0.95 0 0.95 0 0.95<br />

0810XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0812XXXX 2300 1 0.95 0 0.95 1 0.95<br />

0813XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0815XXXX 2000 1 0.95 0 0.95 1 0.95<br />

0819XXXX 2300 1 0.95 0 0.95 1 0.95<br />

08200010 0400 0 0.95 0 0.95 0 0.95<br />

0820XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0829XXXX 2300 1 0.95 0 0.95 1 0.95<br />

08300005 0400 0 0.95 0 0.95 0 0.95<br />

08300010 0400 0 0.95 0 0.95 0 0.95<br />

08300013 1600 0 1.00 0 1.00 0 1.00<br />

08300610 1600 0 1.00 0 1.00 0 1.00<br />

0830XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0839XXXX 2000 0 0.95 0 0.95 0 0.95<br />

08400001 0400 0 0.95 0 0.95 0 0.95<br />

08400002 0400 0 0.95 0 0.95 0 0.95<br />

08400008 0400 0 0.95 0 0.95 0 0.95<br />

08400093 0400 0 0.95 0 0.95 0 0.95<br />

0840XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0841XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0842XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0843XXXX 2000 0 0.95 0 0.95 0 0.95<br />

0863XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0865XXXX 2300 1 0.95 0 0.95 1 0.95<br />

09100001 0400 0 0.95 0 0.95 0 0.95<br />

0910XXXX 2300 0 0.95 0 0.95 0 0.95<br />

0911XXXX 2300 1 0.95 1 0.95 1 0.95<br />

0912XXXX 2300 1 0.95 1 0.95 1 0.95<br />

0913XXXX 2300 1 0.95 1 0.95 1 0.95<br />

0914XXXX 2300 1 0.95 1 0.95 1 0.95<br />

0915XXXX 2300 1 0.95 1 0.95 1 0.95<br />

0918XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0919XXXX 1430 1 0.95 0 0.95 1 0.95<br />

0920XXXX 1600 1 0.95 0 0.95 1 0.95<br />

0921XXXX 2000 1 0.95 1 0.95 1 0.95<br />

0929XXXX 1600 1 0.95 1 0.95 1 0.95<br />

0960XXXX 2300 0 0.95 0 0.95 0 0.95<br />

10100001 0400 0 0.95 0 0.95 0 0.95<br />

NC-2 CONFIDENTIAL | 6


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

1010XXXX 2300 0 0.95 0 0.95 0 0.95<br />

1011XXXX 0400 1 0.95 0 0.95 1 0.95<br />

1012XXXX 0400 1 0.95 0 0.95 1 0.95<br />

1019XXXX 0400 1 0.95 0 0.95 1 0.95<br />

10200101 1600 0 1.00 0 1.00 0 1.00<br />

1020XXXX 2300 0 0.95 0 0.95 0 0.95<br />

1021XXXX 0400 1 0.95 0 0.95 1 0.95<br />

1022XXXX 2000 1 0.95 0 0.95 1 0.95<br />

1023XXXX 2000 1 0.95 0 0.95 1 0.95<br />

10300064 1600 0 1.00 0 1.00 0 1.00<br />

10300081 1600 0 1.00 0 1.00 0 1.00<br />

1030XXXX 2300 0 0.95 0 0.95 0 0.95<br />

1031XXXX 2300 1 0.95 0 0.95 1 0.95<br />

1039XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1040XXXX 2300 0 0.95 0 0.95 0 0.95<br />

1041XXXX 2000 1 0.95 1 0.95 1 0.95<br />

1049XXXX 2300 1 0.95 0 0.95 1 0.95<br />

10700035 1600 0 1.00 0 1.00 0 1.00<br />

10708955 1600 0 1.00 0 1.00 0 1.00<br />

1070XXXX 2300 1 0.95 0 0.95 1 0.95<br />

11100002 0400 0 0.95 0 0.95 0 0.95<br />

11100061 1600 0 1.00 0 1.00 0 1.00<br />

11100115 1600 0 1.00 0 1.00 0 1.00<br />

1110XXXX 2300 0 0.95 0 0.95 0 0.95<br />

11110002 1600 0 1.00 0 1.00 0 1.00<br />

1111XXXX 1600 1 0.95 0 0.95 1 0.95<br />

11130088 0400 0 1.00 0 1.00 0 1.00<br />

1113XXXX 0400 1 0.95 0 0.95 1 0.95<br />

11199377 1600 0 1.00 0 1.00 0 1.00<br />

1119XXXX 1430 1 0.95 0 0.95 1 0.95<br />

11200015 1600 0 1.00 0 1.00 0 1.00<br />

1120XXXX 2300 0 0.95 0 0.95 0 0.95<br />

1122XXXX 0400 1 0.95 0 0.95 1 0.95<br />

1123XXXX 0400 1 0.95 0 0.95 1 0.95<br />

11300060 1600 0 1.00 0 1.00 0 1.00<br />

1130XXXX 2300 0 0.95 0 0.95 0 0.95<br />

11310140 0400 0 1.00 0 1.00 0 1.00<br />

11319372 1600 0 1.00 0 1.00 0 1.00<br />

1131XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1140XXXX 2300 0 0.95 0 0.95 0 0.95<br />

11491978 1600 0 1.00 0 1.00 0 1.00<br />

1149XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1163XXXX 0400 1 0.95 0 0.95 1 0.95<br />

12100035 0400 0 0.95 0 0.95 0 0.95<br />

12100057 0400 0 0.95 0 0.95 0 0.95<br />

1210XXXX 2300 0 0.95 0 0.95 0 0.95<br />

12114325 1600 0 1.00 0 1.00 0 1.00<br />

NC-2 CONFIDENTIAL | 7


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

12114507 1600 2 1.00 2 1.00 2 1.00<br />

1211XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1212XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1213XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1214XXXX 2000 1 0.95 1 0.95 1 0.95<br />

12200004 0400 0 0.95 0 0.95 0 0.95<br />

12200021 0400 0 0.95 0 0.95 0 0.95<br />

12200024 0400 0 0.95 0 0.95 0 0.95<br />

12200066 0400 0 0.95 0 0.95 0 0.95<br />

12200105 0400 0 0.95 0 0.95 0 0.95<br />

1220XXXX 2300 0 0.95 0 0.95 0 0.95<br />

12210002 1600 0 1.00 0 1.00 0 1.00<br />

12210229 1600 0 1.00 0 1.00 0 1.00<br />

1221XXXX 1600 1 0.95 0 0.95 1 0.95<br />

12228706 1600 0 1.00 0 1.00 0 1.00<br />

1222XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1223XXXX 1600 1 0.95 0 0.95 1 0.95<br />

12248749 1600 0 1.00 0 1.00 0 1.00<br />

1224XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1230XXXX 2000 0 0.95 0 0.95 0 0.95<br />

1231XXXX 1430 1 0.95 0 0.95 1 0.95<br />

12327197 1600 0 1.00 0 1.00 0 1.00<br />

1232XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1233XXXX 1430 1 0.95 0 0.95 1 0.95<br />

12400154 1600 0 1.00 0 1.00 0 1.00<br />

1240XXXX 2000 0 0.95 0 0.95 0 0.95<br />

1241XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1242XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1243XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1250XXXX 2300 0 0.95 0 0.95 0 0.95<br />

1251XXXX 1430 1 0.95 0 0.95 1 0.95<br />

1252XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2110XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2111XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2112XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2113XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2114XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2115XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2116XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2117XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2118XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2119XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2210XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2211XXXX 1430 1 0.95 0 0.95 1 0.95<br />

22127025 1600 0 1.00 0 1.00 0 1.00<br />

22127055 1600 0 1.00 0 1.00 0 1.00<br />

22127117 1600 0 1.00 0 1.00 0 1.00<br />

NC-2 CONFIDENTIAL | 8


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

22127153 1600 0 1.00 0 1.00 0 1.00<br />

2212XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2213XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2214XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2215XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2216XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2219XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2220XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2223XXXX 1430 1 0.95 0 0.95 1 0.95<br />

22607009 1600 0 1.00 0 1.00 0 1.00<br />

22607029 1600 0 1.00 0 1.00 0 1.00<br />

22607069 1600 0 1.00 0 1.00 0 1.00<br />

22607074 1600 0 1.00 0 1.00 0 1.00<br />

2260XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2280XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2310XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2311XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2312XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2313XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2319XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2360XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2410XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2412XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2420XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2421XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2422XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2423XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2430XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2432XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2433XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2434XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2440XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2441XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2442XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2510XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2514XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2515XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2519XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2520XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2521XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2522XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2530XXXX 0400 0 1.00 0 1.00 0 1.00<br />

2531XXXX 2300 0 1.00 0 1.00 0 1.00<br />

2532XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2539XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2540XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2550XXXX 2000 0 0.95 0 0.95 0 0.95<br />

NC-2 CONFIDENTIAL | 9


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

2560XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2570XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2610XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2611XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2612XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2613XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2620XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2621XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2622XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2630XXXX 2300 0 0.95 0 0.95 0 0.95<br />

26318986 1600 0 1.00 0 1.00 0 1.00<br />

2631XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2632XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2640XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2641XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2642XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2650XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2651XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2652XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2653XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2654XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2655XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2660XXXX 2300 0 0.95 0 0.95 0 0.95<br />

26708413 1600 0 1.00 0 1.00 0 1.00<br />

26709083 1600 0 1.00 0 1.00 0 1.00<br />

26709126 1600 0 1.00 0 1.00 0 1.00<br />

2670XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2710XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2711XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2712XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2719XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2720XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2724XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2730XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2739XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2740XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2749XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2750XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2759XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2810XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2812XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2813XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2815XXXX 2000 1 0.95 0 0.95 1 0.95<br />

2819XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2820XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2829XXXX 2300 1 0.95 1 0.95 1 0.95<br />

2830XXXX 2300 0 0.95 0 0.95 0 0.95<br />

NC-2 CONFIDENTIAL | 10


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

2839XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2840XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2841XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2842XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2843XXXX 2000 0 0.95 0 0.95 0 0.95<br />

2863XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2865XXXX 2300 1 0.95 0 0.95 1 0.95<br />

2910XXXX 2300 0 0.95 0 0.95 0 0.95<br />

2911XXXX 2300 1 0.95 1 0.95 1 0.95<br />

2912XXXX 2300 1 0.95 1 0.95 1 0.95<br />

2913XXXX 2300 1 0.95 1 0.95 1 0.95<br />

2914XXXX 2300 1 0.95 1 0.95 1 0.95<br />

2915XXXX 2300 1 0.95 1 0.95 1 0.95<br />

2918XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2919XXXX 1430 1 0.95 0 0.95 1 0.95<br />

2920XXXX 1600 1 0.95 0 0.95 1 0.95<br />

2921XXXX 2000 1 0.95 1 0.95 1 0.95<br />

2929XXXX 1600 1 0.95 1 0.95 1 0.95<br />

2960XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3010XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3011XXXX 0400 1 0.95 0 0.95 1 0.95<br />

3012XXXX 0400 1 0.95 0 0.95 1 0.95<br />

3019XXXX 0400 1 0.95 0 0.95 1 0.95<br />

3020XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3021XXXX 2000 1 0.95 0 0.95 1 0.95<br />

3022XXXX 2000 1 0.95 0 0.95 1 0.95<br />

3023XXXX 2000 1 0.95 0 0.95 1 0.95<br />

3030XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3031XXXX 2300 1 0.95 0 0.95 1 0.95<br />

3039XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3040XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3041XXXX 2000 1 0.95 0 0.95 1 0.95<br />

3049XXXX 2300 1 0.95 0 0.95 1 0.95<br />

3070XXXX 2300 1 0.95 0 0.95 1 0.95<br />

3110XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3111XXXX 1600 1 0.95 0 0.95 1 0.95<br />

3113XXXX 0400 1 0.95 0 0.95 1 0.95<br />

3119XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3120XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3122XXXX 0400 1 0.95 0 0.95 1 0.95<br />

3123XXXX 0400 1 0.95 0 0.95 1 0.95<br />

3130XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3131XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3140XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3149XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3163XXXX 0400 1 0.95 0 0.95 1 0.95<br />

3210XXXX 2300 0 0.95 0 0.95 0 0.95<br />

NC-2 CONFIDENTIAL | 11


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

32118074 1600 0 1.00 0 1.00 0 1.00<br />

3211XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3212XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3213XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3214XXXX 2000 1 0.95 1 0.95 1 0.95<br />

3220XXXX 1600 1 0.95 0 0.95 1 0.95<br />

3221XXXX 1600 1 0.95 0 0.95 1 0.95<br />

32227008 1600 0 1.00 0 1.00 0 1.00<br />

32227162 1600 0 1.00 0 1.00 0 1.00<br />

32228621 1600 0 1.00 0 1.00 0 1.00<br />

3222XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3223XXXX 1600 1 0.95 0 0.95 1 0.95<br />

3224XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3230XXXX 2000 0 0.95 0 0.95 0 0.95<br />

3231XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3232XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3233XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3240XXXX 2000 0 0.95 0 0.95 0 0.95<br />

3241XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3242XXXX 1430 1 0.95 0 0.95 1 0.95<br />

32437050 1600 0 1.00 0 1.00 0 1.00<br />

32437060 1600 0 1.00 0 1.00 0 1.00<br />

3243XXXX 1430 1 0.95 0 0.95 1 0.95<br />

32507076 1600 0 1.00 0 1.00 0 1.00<br />

32507095 1600 0 1.00 0 1.00 0 1.00<br />

3250XXXX 2300 0 0.95 0 0.95 0 0.95<br />

3251XXXX 1430 1 0.95 0 0.95 1 0.95<br />

3252XXXX 1430 1 0.95 0 0.95 1 0.95<br />

77777777 1600 2 1.00 2 1.00 2 1.00<br />

80000001 1600 1 0.95 0 0.95 1 0.95<br />

80000002 1600 1 0.95 0 0.95 1 0.95<br />

80000005 1600 1 0.95 0 0.95 1 0.95<br />

80000006 1600 1 0.95 0 0.95 1 0.95<br />

80000008 1600 1 0.95 0 0.95 1 0.95<br />

80000010 1600 1 0.95 0 0.95 1 0.95<br />

80000011 1600 1 0.95 0 0.95 1 0.95<br />

8000XXXX 1600 2 1.00 2 1.00 2 1.00<br />

NC-2 CONFIDENTIAL | 12


J.P. Morgan Accelerated Availability Schedule<br />

CHARLOTTE, NORTH CAROLINA<br />

Transit Routing<br />

Number<br />

Deadline<br />

(Military Time)<br />

MONDAY - FRIDAY SATURDAY SUNDAY<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

Float<br />

(Days)<br />

Fractional<br />

Availability<br />

WHOLESALE LOCKBOX AVAILABILITY SCHEDULE DISCLAIMER<br />

<strong>The</strong> cut<strong>of</strong>f for same day ledger credit for deposits is 4:00 p.m. local time. Items processed for deposits after that deadline will be posted on the next<br />

business day.<br />

<strong>The</strong> Federal Reserve banking system does not allow forward processing <strong>of</strong> any check item over $99,999,999.99. JPMorgan Chase will handle any<br />

such item as a collection item, with customer credit and availability deferred accordingly.<br />

Availability schedules may be changed without notification.<br />

<strong>The</strong> information furnished herein by JPMorgan Chase is CONFIDENTIAL and is distributed for the exclusive use in evaluating JPMorgan Chase<br />

programs and shall not be duplicated, published, or disclosed in whole or part, to any other person or entity other than the recipient, or used for other<br />

purposes, without the prior written permission <strong>of</strong> JPMorgan. Deadline times do not apply to Saturday and Sunday deposits. As long as items are<br />

processed before end <strong>of</strong> day on each respective weekend day for which a lockbox is configured to be processed, Saturday and Sunday deposits will<br />

be assigned availability based on float stated in the Saturday or Sunday column.<br />

NC-2 CONFIDENTIAL | 13


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 2. Account Analysis User Guide


TREASURY SERVICES<br />

Account Analysis<br />

Statement Guide<br />

Portrait Format Statement


Account Analysis Statement Guide<br />

This guide is intended to provide information to help you understand each section <strong>of</strong> your Account<br />

Analysis statement(s). All balance terms, column headings and summary line items are defined in<br />

detail with clear cross references.<br />

Information About Statements<br />

Each month, you will receive a detailed Account Analysis statement for your account. If<br />

you have multiple accounts, you will receive a summary Account Analysis statement for<br />

your entire billing relationship in addition to a detailed Account Analysis statement for<br />

each individual account.<br />

Detailed Account Analysis Statement<br />

<strong>The</strong> detailed Account Analysis statement contains three sections:<br />

• Balance Analysis<br />

A concise monthly and average year-to-date summary <strong>of</strong> your average balances,<br />

service charges, and earnings allowance. This summary provides a step-by-step<br />

review <strong>of</strong> how your investable balance and earnings allowance were calculated.<br />

• Service Analysis<br />

A review <strong>of</strong> all services used during the month and the resulting service charge<br />

and balance equivalent. Services are grouped by product family.<br />

• Adjustment <strong>Page</strong>s<br />

To provide summary and detailed information related to your historical<br />

adjustments and financial impacts to your bill.<br />

Summary Account Analysis Statement<br />

<strong>The</strong> summary Account Analysis Statement contains four sections. In addition to the<br />

Balance Analysis, Service Analysis and Adjustment Analysis sections, the summary<br />

Account Analysis statement also contains a Relationship Account Summary, which<br />

is a list <strong>of</strong> all accounts included in your relationship summary.<br />

Account Analysis Definitions and Formulas<br />

1


Balance Analysis<br />

Summarizes your average monthly and year-to-date balances, service charges and earnings<br />

allowance. It provides a step-by-step review <strong>of</strong> how your investable balance and earnings<br />

allowance were calculated. In the following descriptions, the term “month” refers to the number<br />

<strong>of</strong> calendar days the account is open within the month.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

Account Number/Group Account<br />

Number: <strong>The</strong> demand deposit account<br />

(DDA) number for this statement.<br />

For groups, the account number<br />

designated to represent a group<br />

<strong>of</strong> accounts in a relationship.<br />

<strong>Page</strong> Numbers: Each page <strong>of</strong> the<br />

analysis is numbered consecutively<br />

and also reflects the total number<br />

<strong>of</strong> pages in the entire statement.<br />

Statement Period: <strong>The</strong> beginning<br />

and ending date <strong>of</strong> the statement.<br />

Contact: Your JPMorgan Chase<br />

relationship manager or the<br />

department managing your<br />

relationship.<br />

Account Number: <strong>The</strong> number <strong>of</strong> the<br />

individual or group DDA covered by<br />

this Balance Analysis section.<br />

Average Ledger Balance: <strong>The</strong> net<br />

sum <strong>of</strong> the daily positive and negative<br />

ledger balances for the month,<br />

divided by the number <strong>of</strong> days in<br />

the month. <strong>The</strong> balance <strong>of</strong> the last<br />

preceding business day is used for<br />

weekends and holidays.<br />

Less Average Float: <strong>The</strong> difference<br />

between the average ledger balance<br />

and average collected balance for<br />

the month. JPMorgan Chase assigns<br />

float on deposited items based on our<br />

published availability schedules.<br />

Average Collected Balance: <strong>The</strong> net<br />

sum <strong>of</strong> the daily positive and negative<br />

collected balances for the month,<br />

divided by the number <strong>of</strong> days in<br />

the month.<br />

Average Negative Collected Balance:<br />

<strong>The</strong> sum <strong>of</strong> the daily negative<br />

collected balances for the month,<br />

divided by the number <strong>of</strong> days in<br />

the month. This balance is used in<br />

determining the negative collected<br />

balance fee, which also appears in<br />

the Service Analysis section <strong>of</strong> your<br />

statement.<br />

10<br />

11<br />

12<br />

13<br />

14<br />

15<br />

16<br />

17<br />

Average Positive Collected Balance:<br />

<strong>The</strong> sum <strong>of</strong> the daily positive collected<br />

balances for the month, divided by<br />

the number <strong>of</strong> days in the month.<br />

Less Reserve Requirement: <strong>The</strong><br />

portion <strong>of</strong> the DDA balances that<br />

must be set aside by the bank to meet<br />

reserve requirements. This amount is<br />

not available to <strong>of</strong>fset service charges.<br />

Average Investable Balance: <strong>The</strong><br />

sum <strong>of</strong> the average positive collected<br />

balances, less reserve requirements<br />

(less loan compensating balances,<br />

if applicable). This is the balance on<br />

which the earnings credit rate (ECR)<br />

is applied.<br />

Balances Not Eligible for Earnings<br />

Allowance: <strong>The</strong> portion <strong>of</strong> the<br />

investable balances that does not<br />

receive earnings credit.<br />

Balances Eligible for Earnings<br />

Allowance: <strong>The</strong> portion <strong>of</strong> the<br />

investable balances that receives<br />

earnings credit.<br />

Less Balance Required: Balance<br />

required to <strong>of</strong>fset the current month’s<br />

balance-based service charges.<br />

Excess (Deficit) Investable Balance:<br />

<strong>The</strong> excess or deficit in balances<br />

remaining after the balances required<br />

to <strong>of</strong>fset the current month’s balancebased<br />

service charges have been<br />

deducted.<br />

Reserve Adjustment Collected:<br />

<strong>The</strong> reserve adjustment is used for<br />

determining the collected balance<br />

position after <strong>of</strong>fset <strong>of</strong> service charges.<br />

For excess investable balances, the<br />

reserve adjustment represents surplus<br />

reserves based on excess collected<br />

balances. For deficit investable<br />

balances, the reserve adjustment<br />

represents additional reserves based<br />

on deficit collected balances.<br />

18<br />

19<br />

20<br />

21<br />

22<br />

Net Collected Balance Position: <strong>The</strong><br />

net collected balance position is the<br />

sum <strong>of</strong> the investable balance and<br />

the reserve adjustment. For excess<br />

balances, these positive collected<br />

funds are available to your company<br />

to meet other corporate obligations.<br />

For deficit balances, this is the<br />

additional positive collected balance<br />

required to <strong>of</strong>fset all service charges.<br />

Earnings Credit Allowance:<br />

<strong>The</strong> calculated value <strong>of</strong> balances<br />

maintained during the month, which<br />

can be used to <strong>of</strong>fset balance-based<br />

service charges. <strong>The</strong> ECR is displayed<br />

on each corresponding detailed DDA<br />

statement.<br />

Total Charge for Services: <strong>The</strong> sum<br />

<strong>of</strong> the charges for services rendered.<br />

This amount is detailed in the Service<br />

Analysis section. Will be either:<br />

A. Net Charge for Services: Amount<br />

due for services after deducting<br />

the total charge for services from<br />

the earnings credit allowance<br />

where the result is negative.<br />

B. Net Service Credit: Amount <strong>of</strong><br />

excess credit remaining after<br />

the total charge for services has<br />

been deducted from the earnings<br />

credit allowance where the result<br />

is positive.<br />

Service Charge Amount: Net charge<br />

(total service charge after <strong>of</strong>fset <strong>of</strong><br />

earnings allowance), which will be<br />

debited from DDA you have specified<br />

(or invoiced, if applicable).<br />

2


1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

11<br />

12<br />

13<br />

14<br />

15<br />

16<br />

17<br />

18<br />

19<br />

20<br />

21<br />

22<br />

3


Service Analysis<br />

Provides a review <strong>of</strong> all services used during the month, product volumes, and the resulting<br />

service charge and balance equivalent. Services are grouped by product family.<br />

1<br />

2<br />

3<br />

4<br />

Account Number/Group Account<br />

Number: <strong>The</strong> DDA number for this<br />

statement. For groups, the account<br />

number designated to represent a<br />

group <strong>of</strong> accounts in a relationship.<br />

<strong>Page</strong> Numbers: Each page <strong>of</strong> the<br />

analysis is numbered consecutively<br />

and also reflects the total number<br />

<strong>of</strong> pages in the statement.<br />

Statement Period: <strong>The</strong> beginning<br />

and ending date <strong>of</strong> the statement.<br />

Account Number: <strong>The</strong> number <strong>of</strong> the<br />

individual or group DDA covered by<br />

this Service Analysis section.<br />

5<br />

6<br />

7<br />

8<br />

Service: This column lists all services<br />

used during the month. Services are<br />

grouped by product family.<br />

Number <strong>of</strong> Units: This column displays<br />

total volume for each service used.<br />

Unit Price ($): <strong>The</strong> price per unit <strong>of</strong><br />

service is displayed. If accounts within<br />

a relationship analysis have different<br />

pricing for the same service, the<br />

services will be listed at each price<br />

for that service.<br />

Charge for Service ($): This column<br />

displays the total charge for each<br />

service.<br />

9<br />

10<br />

11<br />

Balance Required ($): <strong>The</strong> balance<br />

required to <strong>of</strong>fset the current month’s<br />

balance-based service charges. This<br />

amount is calculated by dividing the<br />

total charge for services by the ECR,<br />

then multiplying by the number <strong>of</strong><br />

days in the year, and dividing by the<br />

number <strong>of</strong> days in the month.<br />

Total Charge for Services ($): This<br />

amount represents the sum <strong>of</strong> all<br />

charges for services rendered during<br />

the month.<br />

Summary <strong>of</strong> Accounts: <strong>The</strong> list<br />

<strong>of</strong> all accounts included in your<br />

relationship.<br />

4


1<br />

2<br />

4<br />

3<br />

5<br />

6 7 8<br />

9<br />

10<br />

11<br />

5


Adjustment <strong>Page</strong>s<br />

Summarizes your financial impacts related to adjustments processed during this period, as well<br />

as re-states your balance analysis post the adjustments processing.<br />

1<br />

2<br />

3<br />

4<br />

Deposit/Group Account Number: <strong>The</strong><br />

demand deposit account (DDA) for<br />

this statement. For groups, this is the<br />

account designated to represent a<br />

group <strong>of</strong> accounts in a relationship.<br />

<strong>Page</strong> Numbers: Each page <strong>of</strong> the<br />

analysis is numbered consecutively<br />

and also reflects the total number<br />

<strong>of</strong> pages in the entire statement.<br />

Statement Period: <strong>The</strong> beginning<br />

and ending date <strong>of</strong> the statement.<br />

Financial Recap: This section will<br />

list any historical periods that were<br />

impacted by adjustments and Net<br />

Adjustment Amount.<br />

5<br />

6<br />

7<br />

8<br />

9<br />

Billing Account: <strong>The</strong> DDA account<br />

number that is assessed with the net<br />

service charge amount.<br />

Cycle Date: <strong>The</strong> month and year <strong>of</strong><br />

the adjusted historical period.<br />

Settlement Date: <strong>The</strong> date the service<br />

charges were due.<br />

Previous Net Charge for Service: <strong>The</strong><br />

service charge amount last assessed<br />

for the reported period.<br />

Adjusted Net Charge for Services:<br />

<strong>The</strong> service charge amount after the<br />

adjustment is applied.<br />

10<br />

11<br />

Net Charge/Credit for Service<br />

Adjustment Amount: <strong>The</strong> difference<br />

between the previous and adjusted<br />

Net Charge for Services.<br />

Historical Adjustment Summary:<br />

Refer to page 2 for descriptions <strong>of</strong><br />

each field. This section will show your<br />

previous balance information as well<br />

as your adjusted balance information,<br />

which is after all adjustments were<br />

processed for this cycle.<br />

6


1<br />

2<br />

3<br />

4<br />

5<br />

6 7 8 9 10<br />

11<br />

11<br />

7


Adjustment <strong>Page</strong>s (continued)<br />

Details your balance and volume/pricing adjustments. Information includes change to original<br />

transaction and impact to charge for service.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

Deposit/Group Account Number: <strong>The</strong><br />

demand deposit account (DDA) for<br />

this statement. For groups, this is the<br />

account designated to represent a<br />

group <strong>of</strong> accounts in a relationship.<br />

<strong>Page</strong> Numbers: Each page <strong>of</strong> the<br />

analysis is numbered consecutively<br />

and also reflects the total number<br />

<strong>of</strong> pages in the entire statement.<br />

Statement Period: <strong>The</strong> beginning<br />

and ending date <strong>of</strong> the statement.<br />

Adjusted Cycle Date: <strong>The</strong> month and<br />

year <strong>of</strong> the adjusted historical period.<br />

Account Number: <strong>The</strong> DDA to which a<br />

balance adjustment has been applied.<br />

Date Posted: <strong>The</strong> date we processed<br />

the balance adjustment.<br />

7<br />

8<br />

9<br />

10<br />

11<br />

Start Date: <strong>The</strong> first date during the<br />

month reported that the balance<br />

adjustment is effective.<br />

End Date: <strong>The</strong> last date during the<br />

month reported that the balance<br />

adjustment is effective.<br />

Collected Balance Adjustment<br />

Amount: <strong>The</strong> dollar amount <strong>of</strong> the<br />

balance adjustment.<br />

Impact to Average Balance:<br />

<strong>The</strong> balance adjustment amount<br />

multiplied times the number <strong>of</strong><br />

effective days than divided by the<br />

total number <strong>of</strong> days in the period.<br />

Impact to Earnings Allowance: <strong>The</strong><br />

amount that is added or subtracted<br />

from the Earnings Allowance as a<br />

result <strong>of</strong> this balance adjustment.<br />

This amount does not reflect reserve<br />

requirements.<br />

12<br />

13<br />

14<br />

15<br />

16<br />

Impact to Net Charge/Credit for<br />

Services: <strong>The</strong> amount that is added or<br />

subtracted from the Net Charge/Credit<br />

for Services as a result <strong>of</strong> this balance<br />

adjustment. This amount does not<br />

reflect reserve requirements.<br />

Product Family/Origin Code and<br />

Service: <strong>The</strong> product family or Lockbox<br />

number, if applicable and the service<br />

description.<br />

Unit Price: <strong>The</strong> price per unit <strong>of</strong><br />

service is displayed.<br />

Number <strong>of</strong> Units: <strong>The</strong> total volume for<br />

each service.<br />

Charge for Services: <strong>The</strong> total charge<br />

for each service.<br />

8


1<br />

2<br />

3<br />

Adjustment <strong>Page</strong>s<br />

Balance Adjustment Detail<br />

4<br />

5<br />

AUG 01 through AUG 31, 2006<br />

6<br />

7 8 9 10 11 12<br />

Date Posted Start Date End Date Collected Balance Impact to Average Impact to Impact to Net<br />

Adjustment Balance Earnings Charge/Credit<br />

Amount Allowance for Services<br />

111 DDA 12345678901<br />

11-10-2006 08-01-2006 08-31-2006 -1,000.00 -1,000.00 -3.57 -3.57<br />

Total AUG 2006 -3.57<br />

SEP 01 through SEP 30, 2006<br />

Date Posted Start Date End Date Collected Balance Impact to Average Impact to Impact to Net<br />

Adjustment Balance Earnings Charge/Credit<br />

Amount Allowance for Services<br />

111 DDA 12345678901<br />

11-10-2006 09-01-2006 09-30-2006 -1,000.00 -1,000.00 -3.45 -3.45<br />

Total SEPT 2006 -3.45<br />

Volume/Pricing Adjustment Detail<br />

4<br />

5<br />

SEP 01 through SEP 30, 2006<br />

13 14 15 16<br />

Product Family/Origin Code Unit Price Number <strong>of</strong> Units Charge for Services<br />

and Service<br />

111 DDA 12345678901<br />

Account Services<br />

Checks Paid .5000 10 5.00 Original<br />

.4000 10 4.00 Adjusted<br />

-1.00<br />

Impact to Net Charge/Credit for Services is -1.00<br />

Account Maintenance 40.0000 1 10.00 Original<br />

40.0000 2 20.00 Adjusted<br />

10.00<br />

Impact to Net Charge/Credit for Services is 10.00<br />

TOTAL SEP 2006 9.00<br />

9


Account Analysis Definitions and Formulas<br />

This listing <strong>of</strong> terms and definitions is provided so that you can easily<br />

review how the Account Analysis figures were calculated.<br />

Average Collected Balance: <strong>The</strong> net sum<br />

<strong>of</strong> the daily ending positive and negative<br />

collected balances for the month, divided<br />

by the number <strong>of</strong> days in the month. <strong>The</strong><br />

average collected balance is the average<br />

ledger balance, less average float.<br />

Average Float: <strong>The</strong> difference between the<br />

average ledger balance and the average<br />

collected balance for the month. JPMorgan<br />

Chase assigns float on deposited items<br />

based on our published availability<br />

schedules.<br />

Average Investable Balance: <strong>The</strong> average<br />

positive collected balance, less reserve<br />

requirement (less loan compensating<br />

balances, if applicable). This is the balance<br />

on which the ECR is applied.<br />

Average Ledger Balance: <strong>The</strong> net sum<br />

<strong>of</strong> the daily positive and negative ledger<br />

balances for the month, divided by the<br />

number <strong>of</strong> days in the month.<br />

Average Negative Collected Balance:<br />

<strong>The</strong> daily negative collected balances<br />

for the month, divided by the number <strong>of</strong><br />

days in the month. This balance is used<br />

in determining the negative collected<br />

balance fee.<br />

Average Positive Collected Balance: <strong>The</strong><br />

daily positive collected balances for the<br />

month divided by the number <strong>of</strong> days in<br />

the month.<br />

Average Year to Date: <strong>The</strong> balance analysis<br />

line calculations averaged for the calendar<br />

year. When an account is opened during<br />

the year, this column represents the<br />

average since the account was opened.<br />

Balance-Based Service Charges: Service<br />

charges that can be <strong>of</strong>fset by the earnings<br />

credit allowance.<br />

Balance Required: Balance required to<br />

<strong>of</strong>fset the current month’s balance-based<br />

service charges. This amount is calculated<br />

by dividing the total charge for services by<br />

the ECR, then multiplying by the number<br />

<strong>of</strong> days in the year and dividing by the<br />

number <strong>of</strong> days in the month.<br />

Balances Brought Forward: For accounts<br />

on a settlement cycle other than monthly,<br />

this represents the excess balances carried<br />

over from prior months to be accumulated<br />

within the current month.<br />

Balances Taken Forward: For accounts<br />

on a settlement cycle other than monthly,<br />

this represents the excess balances<br />

accumulated within the analysis cycle,<br />

which will be carried over to the next<br />

month.<br />

Charges Brought Forward: For accounts<br />

on a settlement cycle other than monthly,<br />

this represents the amount <strong>of</strong> service<br />

charges carried over from prior months to<br />

be accumulated within the analysis cycle.<br />

Charges Taken Forward: For accounts on<br />

a settlement cycle other than monthly,<br />

this represents the amount <strong>of</strong> service<br />

charges accumulated within the analysis<br />

cycle, which will be carried over to the next<br />

month.<br />

Collected Balance: Ledger balance<br />

less float.<br />

Credit Requirement: If required, the<br />

collected balance that must be maintained<br />

for credit services. <strong>The</strong> balance has been<br />

adjusted by the DDA reserve amount.<br />

Earnings Credit Allowance: Calculated<br />

value <strong>of</strong> balances maintained during<br />

the month, which can be used to <strong>of</strong>fset<br />

balance-based service charges. This<br />

amount is calculated by multiplying the<br />

average investable balance, times the ECR,<br />

times the number <strong>of</strong> days in the month,<br />

divided by the number <strong>of</strong> days in the year.<br />

Earnings Credit Rate: <strong>The</strong> rate used to<br />

value your average investable balance.<br />

Excess (Deficit) Earnings Allowance:<br />

Difference between the earnings credit<br />

allowance and the balance-based service<br />

charges.<br />

Excess (Deficit) Investable Balance: <strong>The</strong><br />

excess or deficit in balances remaining<br />

after the balances required to <strong>of</strong>fset the<br />

current month’s balance-based service<br />

charges have been deducted.<br />

FDIC Assessment: A pass-through fee<br />

based on each $1,000 <strong>of</strong> the monthly<br />

average ledger balance, times the current<br />

premium rate.<br />

Fee-Based Service Charges: Service<br />

charges that cannot be <strong>of</strong>fset by the<br />

earnings credit allowance.<br />

Impact to Average Balance: <strong>The</strong> balance<br />

adjustment amount multiplied times the<br />

number <strong>of</strong> effective days then divided by<br />

the total number <strong>of</strong> days in the period.<br />

Impact Earnings Allowance: <strong>The</strong> amount<br />

that is added or subtracted from the<br />

Earnings Allowance as a result <strong>of</strong> balance<br />

adjustments.<br />

(continued)<br />

10


Impact to Net Charge/Credit for Services:<br />

<strong>The</strong> amount that is added or subtracted<br />

from the Net Charge/Credit for Services as<br />

a result <strong>of</strong> any adjustments.<br />

Invoice: <strong>The</strong> first page <strong>of</strong> the analysis<br />

statement designates when service fees<br />

are to be paid by invoice versus direct<br />

debit. <strong>The</strong> analysis invoice is the first page<br />

<strong>of</strong> the analysis statement.<br />

Ledger Balance: End <strong>of</strong> day balance after<br />

all accounting entries (debits and credits)<br />

have posted to your account.<br />

Net Charge for Services: Amount due for<br />

services after deducting the total charge<br />

for services from the earnings credit<br />

allowance where the result is negative.<br />

Net Collected Balance Position: <strong>The</strong> net<br />

collected balance position is the sum <strong>of</strong><br />

the investable balance plus the reserve<br />

adjustment. For excess balances, these<br />

positive collected funds are available to<br />

your company to meet other corporate<br />

obligations. For deficit balances, this is<br />

the additional positive collected balance<br />

required to <strong>of</strong>fset all service charges.<br />

Reserve Requirement: <strong>The</strong> portion <strong>of</strong> the<br />

DDA balances that must be set aside by the<br />

bank to meet reserve requirements. This<br />

amount is not available to <strong>of</strong>fset service<br />

charges, and is calculated by multiplying<br />

the average positive collected balance by<br />

the current reserve requirement rate.<br />

Service Charge Amount: Service charge<br />

that will be debited from (or invoiced to,<br />

if applicable) the DDA you have specified.<br />

Settlement Date: When the analysis billing<br />

period is greater than one month, this<br />

represents the day for which the analysis<br />

billing cycle will be complete. For example,<br />

a quarterly billing cycle may have a<br />

settlement date <strong>of</strong> March 31 on the<br />

January analysis statement.<br />

Total Charge for Services: Sum <strong>of</strong> the<br />

charges for services rendered.<br />

Total Net Services: <strong>The</strong> net charge for<br />

services, plus or minus balances/charges<br />

brought forward.<br />

Unit Price: Price per unit <strong>of</strong> service.<br />

Net Service Credit: Amount <strong>of</strong> excess<br />

credit remaining after deducting the total<br />

charge for services from the earnings credit<br />

allowance where the result is positive.<br />

Reserve Adjustment Collected: <strong>The</strong> reserve<br />

adjustment is used for determining the<br />

collected balance position after <strong>of</strong>fset<br />

<strong>of</strong> service charges. For excess investable<br />

balances, the reserve adjustment<br />

represents surplus reserves based on<br />

excess collected balances. For deficit<br />

investable balances, the reserve<br />

adjustment represents additional reserves<br />

based on deficit collected balances.<br />

11


If you have any questions about your new<br />

statement, please call your banker, treasury<br />

management <strong>of</strong>ficer or client services contact.<br />

JPMorgan Treasury Services<br />

jpmorgan.com/ts<br />

<strong>The</strong> services and charges contained in the account analysis statements in this guide are<br />

provided for illustrative purposes and may differ from a client’s actual services and charges.<br />

© 2008 JPMorgan Chase & Co. All rights reserved.<br />

JPMorgan Chase Bank, N.A. Member FDIC


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 3. Chase At Work Program


APRIL 2012<br />

CONFIDENTIAL<br />

CHASE STRICTLY AT WORK PRIVATE PROPOSAL: AND CONFIDENTIAL<br />

SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

CHASE AT WORK: SCHOOL DISTRICT OF PALM BEACH COUNTY


CONFIDENTIAL<br />

Table <strong>of</strong> Contents<br />

Employee Banking Program ......................................................................................... 1<br />

Benefits to <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> 1<br />

Benefits to <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> Employees 1<br />

Banking with Chase ...................................................................................................... 2<br />

Delivering the Program ................................................................................................. 3<br />

Work with Your Account Representative 3<br />

Schedule and Conduct On-Site Presentations 3<br />

CHASE AT WORK PROPOSAL: SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

Employee Offer .............................................................................................................. 4<br />

Total Checking 4<br />

Chase Savings 4<br />

Premier Plus Checking 4<br />

Premier Platinum Checking 5<br />

Military Banking 5<br />

Personalized Solutions and Financial Management 6<br />

Chase Exclusives 6<br />

Financial Education 7<br />

Dedicated Account Representative .............................................................................. 7<br />

Disclosures .................................................................................................................. 8,9


Employee Banking Program<br />

CONFIDENTIAL<br />

Chase is pleased to <strong>of</strong>fer the Chase At Work program to <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong><br />

<strong>County</strong> and its employees. Chase At Work is a powerful program that <strong>of</strong>fers great discounts to<br />

checking customers, helps make banking convenient for your employees, and helps promote<br />

direct deposit – all at no cost to your organization. We <strong>of</strong>fer these services through on-site<br />

banking events where Chase bankers and specialists are available to help your employees<br />

achieve their goals. And Chase Exclusives ® <strong>of</strong>fers you and your employees better rates, more<br />

rewards and bigger discounts just for being a Chase customer.<br />

Benefits to <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

CHASE AT WORK PROPOSAL: SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

• Enhances your overall benefits package for your employees<br />

• Delivered at the workplace for the convenience <strong>of</strong> your employees<br />

• Helps decrease your payroll costs by increasing employee participation in direct deposit<br />

• Helps provide financial solutions to your employees delivered by experienced bankers<br />

form local branches at your workplace – when it’s convenient for you<br />

Benefits to <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> Employees<br />

• Personalized service for your employees – whether their needs are simple or complex, we<br />

can <strong>of</strong>fer solutions<br />

• Access to direct deposit, which allows your employees to receive their pay faster, safer<br />

and cheaper than payroll checks<br />

• Chase Exclusives ® <strong>of</strong>fers your employees better rates, more rewards and bigger<br />

discounts for Chase checking customers*<br />

• A Chase banker will work directly with your employees to explain the value <strong>of</strong> establishing<br />

a relationship with Chase<br />

*Certain restrictions apply, please see a banker for details. <strong>The</strong> terms <strong>of</strong> this account, including any fees or features<br />

may change.<br />

1


CONFIDENTIAL<br />

Benefits <strong>of</strong> Banking with Chase<br />

When your employees bank with Chase, they receive more than a checking and savings<br />

account<br />

Personal Service<br />

• At over 5,500 Chase branches<br />

• Bankers and specialists available to help your employees achieve their goals<br />

CHASE AT WORK PROPOSAL: SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

Convenience<br />

• Access to more than 17,000 Chase ATMs nationwide<br />

• Direct Deposit – get immediate access to your money on payday<br />

• Free Online Banking and Bill Pay 1<br />

• Free Chase Mobile and Account Alerts 2<br />

Strength <strong>of</strong> JP Morgan Chase<br />

• A leading global financial services firm<br />

• Trust the reliability <strong>of</strong> being backed by JPMorgan Chase<br />

2


CONFIDENTIAL<br />

Delivering the Program<br />

1. Work with Your Account Representative<br />

<strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> will have a dedicated Account Representative assigned<br />

as a single point <strong>of</strong> contact for the program. While meeting with your Account Rep you can<br />

discuss the best ways to roll out the program and schedule on-site events for your employees.<br />

Your Account Rep will work with you to arrange events, ensure they go smoothly, and provide<br />

feedback.<br />

CHASE AT WORK PROPOSAL: SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

2. Schedule and Conduct On-Site Presentations<br />

Delivering the Chase At Work SM program begins with planning on-site visits<br />

• We’ll work with you to set up convenient on-site options for your employees including:<br />

o Staff meetings<br />

o New hire orientations<br />

o Table top presentations in high-traffic areas<br />

o Customized events to fit to your business and employee schedules<br />

• Added convenience for executive level employees<br />

o Private consultations with an experienced banker and/or advisor team at the<br />

<strong>of</strong>fice or a local branch<br />

Before the on-site we will provide all <strong>of</strong> the communications to promote the event<br />

o Posters, flyers, payroll stuffers and other media<br />

o Customized emails and a hyperlink to the Chase At Work website<br />

During the on-site we will<br />

o Talk with your employees about the discounts Chase <strong>of</strong>fers when they become a<br />

Chase checking customer<br />

o Provide access to a Personal Banker to establish a relationship with Chase<br />

o Address any questions or concerns they may have<br />

After the on-site we will<br />

o Return the direct deposit forms to Human Resources or Payroll<br />

o Provide you with direct feedback on the success <strong>of</strong> each on-site event<br />

o Plan for future events as appropriate<br />

3


CONFIDENTIAL<br />

Employee Offer<br />

Chase has a broad range <strong>of</strong> products and services to meet the diverse needs <strong>of</strong> your<br />

employees. A Chase banker will provide personalized service for your employees – whether<br />

their needs are simple or complex, we can <strong>of</strong>fer solutions.<br />

CHASE AT WORK PROPOSAL: SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

Chase Total Checking SM<br />

• $12 Monthly Service Fee 3 waived with:<br />

• Monthly direct deposits totaling $500 or more made to this account<br />

• OR, with a $1,500 minimum daily balance in this account<br />

• OR with an average daily balance <strong>of</strong> $5,000 or more in linked deposit 4 /investment 5<br />

accounts<br />

Chase Savings SM<br />

• $5 Monthly Service Fee, waived with:<br />

• $300 or more minimum daily balance<br />

• OR, at least one repeating automatic transfer from your Chase checking account<br />

each month 6<br />

NEW – Customers who open an account at a Chase At Work on-site event OR at a branch<br />

after attending an on-site event are now eligible for the checking and savings <strong>of</strong>fers listed<br />

below<br />

<br />

<br />

FREE order <strong>of</strong> checks for NEW checking customers if ordered within 60 days <strong>of</strong> account<br />

opening (up to a $20 value) 7<br />

No Monthly Service Fee on a Chase Savings SM account for 12 months when linked to a<br />

Chase Total Checking SM account<br />

Chase Premier Plus Checking SM<br />

• $25 Monthly Service Fee, waived with:<br />

• An average daily balance <strong>of</strong> $15,000 or more in linked deposit 8 /investment 9 accounts<br />

• Additional Value:<br />

• Free Chase design checks<br />

• Free safe deposit box (where available) 10<br />

• No monthly Service Fee 11 on two additional Chase Premier Plus Checking SM<br />

accounts and any Chase Plus Savings SM account<br />

• No Chase fee on 4 non-Chase ATM Inquiries, Transfers and Withdrawals *<br />

<strong>The</strong> Chase Total Checking account must be new in order to be eligible for the free order <strong>of</strong> checks. <strong>The</strong> Chase<br />

Savings account must be new in order to be eligible for the Monthly Service Fee waiver to be applied for 12 months.<br />

Both accounts must be opened and linked before entering the coupon code in order for the Monthly Service Fee<br />

waiver to be applied to the savings account. <strong>The</strong> terms <strong>of</strong> the accounts, including any fees or features, may change.<br />

4


CONFIDENTIAL<br />

Employee Offer (continued)<br />

Chase Premier Platinum Checking SM<br />

• $25 Monthly Service Fee, waived with:<br />

• An average daily balance <strong>of</strong> $75,000 or more in linked deposit 12 /investment 13<br />

accounts<br />

CHASE AT WORK PROPOSAL: SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

• Exclusive Benefits and Waived Fees:<br />

• Free personal style checks<br />

• No monthly Service Fee 14 on nine additional Chase Premier Platinum Checking<br />

accounts and any Chase Plus Savings account<br />

• No Chase fee on 4 non-Chase ATM Inquiries, Transfers and Withdrawals *<br />

• No fee on Incoming Wire Transfers<br />

• Free rush service if you ever need a replacement debit card<br />

• Priority service for Premier Platinum Customers: Call 1.888.26.CHASE for<br />

personalized attention 24/7—you will always reach a live representative. Our goal is<br />

to have your questions answered or your issues resolved with one call.<br />

Chase Military Banking for Military veterans and servicemembers with a Chase Premier<br />

Plus Checking SM account<br />

• No $25 Monthly Service Fee and no minimum balance requirement on a Chase<br />

Premier Plus Checking account<br />

• No Chase fee on 4 non-Chase ATM transactions 15<br />

• No monthly Service Fee 16 on:<br />

• 2 additional Premier Plus Checking accounts<br />

• A Chase Plus Savings SM account 17<br />

In addition, with direct deposit <strong>of</strong> your military base pay, 18 active duty military or reserve<br />

servicemembers also enjoy<br />

• No Chase fee on ALL non-Chase ATM transactions 19<br />

• No Chase fee on incoming/outgoing wires<br />

• No 3% Foreign Exchange Fee on overseas debit card/ATM transactions<br />

5


CONFIDENTIAL<br />

Employee Offer (continued)<br />

Chase Personalized Banking Solutions and Financial Management<br />

Your Chase banker can introduce you to qualified J.P. Morgan pr<strong>of</strong>essionals who will work<br />

with you to understand your unique needs and help to develop comprehensive solutions that<br />

work towards achieving your personal investment objectives.<br />

CHASE AT WORK PROPOSAL: SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

Financial Analysis and Guidance<br />

• J.P. Morgan’s investment capabilities and advice is <strong>of</strong>fered through a dedicated team that<br />

is committed to the financial success <strong>of</strong> their clients<br />

• Financial Advisors are available to provide complimentary financial analysis that delivers<br />

clear, personalized recommendations<br />

• Private banking, investment and asset management, alternative assets, trust services and<br />

financial planning<br />

Chase Private Client<br />

Chase Private Client brings together the convenience and security <strong>of</strong> Chase banking with the<br />

storied history and investment insight <strong>of</strong> J.P. Morgan – one <strong>of</strong> the most trusted financial<br />

institutions in the world<br />

• Private Clients have a dedicated team <strong>of</strong> trained specialists<br />

• Personalized banking solutions include preferred rates, enhanced lending capabilities,<br />

waived fees, and many other complimentary services<br />

• For more than 160 years, our firm has come to understand the more complex needs <strong>of</strong><br />

people with wealth. Throughout our history, we have helped our clients manage risk and<br />

navigate economic cycles. <strong>The</strong>ir experience puts us in a unique position to help you<br />

realize your financial goals.<br />

Chase Exclusives<br />

In addition, these special benefits are available for being a Chase checking customer<br />

• Mortgage 20 - 1% Mortgage Cash Back SM<br />

• Home Equity Lines <strong>of</strong> Credit 21 – up to .50% <strong>of</strong>f<br />

• Auto Loans 22 – Up to .75% <strong>of</strong>f standard rates<br />

• Certificates <strong>of</strong> Deposit - Better interest rates<br />

• Investments ** - IRA annual fee waived 23<br />

• Chase Freedom ® Credit Card 24 - Get 10% extra points per $1 spent, plus 10 bonus points<br />

on every purchase<br />

“Chase Private Client” is the marketing name for a business within JPMorgan Chase & Co., and its subsidiaries.<br />

Bank products and services are <strong>of</strong>fered by JPMorgan Chase Bank, N.A. and its affiliates. Securities are <strong>of</strong>fered by<br />

Chase Investment Services Corp. (CISC). Annuities and insurance products are provided by various insurance<br />

companies and <strong>of</strong>fered through Chase Insurance Agency, Inc. (CIA), a licensed insurance agency, doing business as<br />

Chase Insurance Agency Services, Inc. in Florida. CISC, a member <strong>of</strong> FINRA and SIPC, and CIA are affiliates <strong>of</strong><br />

JPMorgan Chase Bank, N.A. Products not available in all states. <strong>The</strong> purchase <strong>of</strong> an insurance or annuity product is<br />

not a condition <strong>of</strong> any bank loan, service or product.<br />

6


CONFIDENTIAL<br />

Employee Offer (continued)<br />

Financial Education<br />

Financial education comes in various forms, including one-on-one interaction with a banker<br />

and “Money Matters” one-page overviews.<br />

Money Matters - these overviews provide key facts on topics relevant to consumers. Our<br />

bankers distribute these pieces and can discuss them during an on-site.<br />

Topics include:<br />

CHASE AT WORK PROPOSAL: SCHOOL DISTRICT OF PALM BEACH COUNTY<br />

• Benefits <strong>of</strong> Payroll Direct Deposit<br />

• Preventing and Combating Identity <strong>The</strong>ft<br />

• Credit and Debt Management<br />

• Understanding Your Credit Score<br />

• Savings and Budgeting<br />

• Basic Banking<br />

• Mortgage Basics<br />

Dedicated Account Representative<br />

• Chase provides you with a dedicated contact who works with companies just like yours<br />

and whose sole responsibility is to assure the success <strong>of</strong> your program<br />

• For your organization, this dedicated contact is Nicole Kaye, Chase At Work Account<br />

Representative. Please feel free to reach out to her if you have any questions or would<br />

like additional information.<br />

Tel: 617-359-4487<br />

7


CONFIDENTIAL<br />

Disclosures:<br />

<strong>The</strong> content <strong>of</strong> this presentation is informational only. <strong>The</strong> terms <strong>of</strong> the accounts, including any fees or features, may change. See the<br />

Deposit Account Agreement booklet and the Deposit Disclosure for the terms and conditions associated with these products.<br />

* Usage fees may be charged by the institution that owns the ATM. Additional Chase fees may apply when using an ATM outside the U.S., Puerto<br />

Rico or the U.S. Virgin Islands.<br />

1. Online Bill Pay: You must be enrolled in Chase Online SM to activate and use Online Bill Payment. Online Bill Payment service is free <strong>of</strong> charge<br />

when you designate a qualified account as your Primary Account for Online Bill Payment. A qualified account includes any Chase personal or<br />

business checking account except Chase Customized Checking SM which will be charged $5 per month for Online Bill Payment Service.<br />

2. <strong>The</strong>re is no charge from Chase, but message and data rates may apply. Such charges include those from your communications service<br />

provider. Delivery <strong>of</strong> alerts may be delayed for various reasons, including service outages affecting your phone, wireless or Internet provider;<br />

technology failures; and system capacity limitations.<br />

3. Also avoid the Monthly Service Fee on your Chase Total Checking when you pay $25 or more in qualifying checking-related services or fees.<br />

Includes all fees charged to your account whether or not identified in the Additional Banking Services and Fees disclosure, except for fees<br />

refunded to your account, the Monthly Service Fee, safe deposit box fees, fees for Chase Identity Protection Services®, fees bundled as part <strong>of</strong><br />

transaction amounts (e.g. foreign exchange rate adjustments and non-ATM cash fees) and fees for third party provided services.<br />

4. Qualifying Chase deposit accounts include the following: this checking account, personal savings accounts, CDs, certain Chase Retirement<br />

CDs, or certain Chase Retirement Money Market Accounts (balances in Money Purchase Pension and Pr<strong>of</strong>it Sharing Plans do no qualify).<br />

5. Qualifying investment accounts include the following: Prior end-<strong>of</strong>-month balances for Chase Investment Services Corp. investment accounts,<br />

certain retirement plan investment balances (investment balances in Money Purchase Pension and Pr<strong>of</strong>it Sharing Plans do no qualify), JPMorgan<br />

Funds accounts, annuity products (annuities made available through Chase Insurance Agency, Inc. (CIA) and Chase Insurance Agency Services,<br />

Inc.) and personal trust accounts. Securities (including mutual funds and variable annuities) and investment advisory services are <strong>of</strong>fered through<br />

Chase Investment Services Corp. (CISC) or affiliated broker/dealers. Annuities and insurance products are provided by various insurance<br />

companies and <strong>of</strong>fered through Chase Insurance Agency, Inc. (CIA) a licensed insurance agency, doing business as Chase Insurance Agency<br />

Services, Inc. in Florida. CISC, a member <strong>of</strong> FINRA/SIPC, and CIA are affiliates <strong>of</strong> JPMorgan Chase Bank, N.A.. Products not available in all<br />

states.<br />

6. A repeating automatic transfer <strong>of</strong> $25 or more from a Chase checking account each month is required to waive the Monthly Service Fee.<br />

7. Checks must be ordered through a Chase branch, telephone banker or chase.com. A refund <strong>of</strong> the check order, up to $20.00, will be credited to<br />

the account within 60 days <strong>of</strong> order.<br />

8. Qualifying Chase deposit accounts include: this checking account and up to two personal checking accounts (excluding Chase Premier<br />

Platinum Checking, Chase Private Client CheckingSM, Chase Access CheckingSM and accounts opened with Private Wealth Management),<br />

personal savings accounts, CDs, certain Chase Retirement CDs, or certain Chase Retirement Money Market Accounts (balances in Money<br />

Purchase Pension and Pr<strong>of</strong>it Sharing Plans do not qualify).<br />

9. Qualifying investment accounts include the following: Prior end-<strong>of</strong>-month balances for Chase Investment Services Corp. investment accounts,<br />

certain retirement plan investment balances (investment balances in Money Purchase Pension and Pr<strong>of</strong>it Sharing Plans do not qualify), JPMorgan<br />

Funds accounts, annuity products (annuities made available through Chase Insurance Agency, Inc. (CIA) and Chase Insurance Agency Services,<br />

Inc.), and personal trust accounts. Securities (including mutual funds and variable annuities) and investment advisory services are <strong>of</strong>fered through<br />

Chase Investment Services Corp. (CISC) or affiliated broker/dealers. Annuities and insurance products are provided by various insurance<br />

companies and <strong>of</strong>fered through Chase Insurance Agency, Inc. (CIA), a licensed insurance agency, doing business as Chase Insurance Agency<br />

Services, Inc. in Florida. CISC, a member <strong>of</strong> FINRA/SIPC, and CIA are affiliates <strong>of</strong> JPMorgan Chase Bank, N.A. Products not available in all<br />

states.<br />

10. Available on small safe deposit box and subject to availability.<br />

11. Account must be linked to the checking account for no Monthly Service Fee; may also include other account types with no Monthly Service<br />

Fees when linked to the checking account.<br />

12. Qualifying Chase deposit accounts include: this checking account and up to nine personal checking accounts (excluding Chase Private Client<br />

Checking, Chase Access Checking and accounts opened with Private Wealth Management), personal savings accounts, CDs, certain Chase<br />

Retirement CDs, or certain Chase Retirement Money Market Accounts (balances in Money Purchase Pension and Pr<strong>of</strong>it Sharing Plans do not<br />

qualify).<br />

13. Qualifying investment accounts include the following: Prior end-<strong>of</strong>-month balances for Chase Investment Services Corp. investment accounts,<br />

certain retirement plan investment balances (investment balances in Money Purchase Pension and Pr<strong>of</strong>it Sharing Plans do not qualify), JPMorgan<br />

Funds accounts, annuity products (annuities made available through Chase Insurance Agency, Inc. (CIA) and Chase Insurance Agency Services,<br />

Inc.), and personal trust accounts. Securities (including mutual funds and variable annuities) and investment advisory services are <strong>of</strong>fered through<br />

Chase Investment Services Corp. (CISC) or affiliated broker/dealers. Annuities and insurance products are provided by various insurance<br />

companies and <strong>of</strong>fered through Chase Insurance Agency, Inc. (CIA), a licensed insurance agency, doing business as Chase Insurance Agency<br />

Services, Inc. in Florida. CISC, a member <strong>of</strong> FINRA/SIPC, and CIA are affiliates <strong>of</strong> JPMorgan Chase Bank, N.A. Products not available in all<br />

states.<br />

14. Account must be linked to the checking account for no Monthly Service Fee; may also include other account types with no Monthly Service<br />

Fees when linked to the checking account.<br />

15. No non-Chase ATM fee charged by Chase for using another institution’s ATM. Usage fees may be charged by the institution that owns the<br />

ATM. Additional Chase fees may apply when using an ATM outside the United States, Puerto Rico or the U.S. Virgin Islands.<br />

16. A Monthly Service Fee waiver is available on either a Chase Premier Plus Checking or Chase BusinessSelect Checking account when linked<br />

together, but not on both.<br />

17. Monthly Service Fee is waived when the account is linked to a Chase Premier Plus Checking account. An unlinked Chase Plus Savings<br />

account has a $20 Monthly Service Fee unless a minimum daily balance <strong>of</strong> $15,000 or greater is maintained in the account during the monthly<br />

statement period.<br />

18. Military base pay does not include allotments and must be direct deposited into this Chase Premier Plus Checking account in last 180 days.<br />

19. No non-Chase ATM fee charged by Chase for using another institution’s ATM. Usage fees may be charged by the institution owning the ATM.<br />

8


CONFIDENTIAL<br />

20. With the patent pending 1% Mortgage Cash Back program, customers can earn up to 1% cash back on their mortgage. This <strong>of</strong>fer is only<br />

available for new, residential first mortgage purchase and refinance loans submitted directly to Chase. <strong>The</strong> 1% cash back award is calculated on<br />

customers’ scheduled monthly principal and interest payments on mortgages applied for and closed only with Chase. <strong>The</strong> award does not apply to<br />

extra principal payments or to payments for escrowed items such as taxes and insurance. Customers must enroll in the 1% Mortgage Cash Back<br />

program online at chase.com within 60 days <strong>of</strong> closing. Customers without access to chase.com should contact their Loan Officer within 60 days<br />

<strong>of</strong> their closing for enrollment help. <strong>The</strong> award will be calculated and totaled over a 12-month period, starting with the origination date <strong>of</strong> the loan.<br />

For a customer’s first year in the program, the award will be calculated based on the number <strong>of</strong> automatic mortgage payments made during that<br />

year. Awards will be paid approximately 10 days after the anniversary <strong>of</strong> a customer’s origination date. Customers can choose to have the award<br />

paid by direct deposit into a Chase personal checking account or applied to their outstanding principal balance. Customers must choose how they<br />

want to receive their 1% award when they enroll. Customers can change how they want to receive their award at any time on chase.com or by<br />

calling Customer Care at the number listed on their mortgage statement. <strong>The</strong> last year’s award will be calculated on the actual number <strong>of</strong><br />

payments in that year, and paid within 10 business days after a customer pays <strong>of</strong>f their loan. To be eligible, a customer must: 1. Have a new or<br />

existing Chase personal checking account opened before their loan closing, and 2. Enroll in Chase’s automatic mortgage payment service. With<br />

this service, their mortgage payment will be automatically deducted from their Chase personal checking account. Payments must go directly from<br />

a Chase personal checking account to the Chase mortgage and not be managed by third parties. Chase will verify that a checking account is<br />

active before issuing the annual award. After any <strong>of</strong> the following events, the <strong>of</strong>fer may be voided and no payment will be made for the 12-month<br />

period involved and for any time going forward: (a) cancellation <strong>of</strong> automatic mortgage payments or the Chase personal checking account,<br />

whether by customer or by Chase (as described in the automatic mortgage payment or Chase personal checking account agreement), or (b) any<br />

pay<strong>of</strong>f <strong>of</strong> a mortgage included in the 1% Mortgage Cash Back program, other than at maturity or through a Chase-to-Chase refinance. If the<br />

mortgage is refinanced with Chase or paid at maturity, the customer will receive their accrued benefit for that year pro-rated through the pay<strong>of</strong>f<br />

date <strong>of</strong> the first mortgage. <strong>The</strong> pro-rated amount will be direct deposited into their Chase checking account. <strong>The</strong> refinanced mortgage must be<br />

independently enrolled in the program on terms available at the time for continued participation. This <strong>of</strong>fer is not transferable, is limited to one per<br />

customer at any given time, and may be discontinued at any time without notice. Loans where servicing is not retained by Chase are excluded.<br />

<strong>The</strong>re is a $500 calendar year cap on the principal reduction or cash back amount. <strong>The</strong> 1% Mortgage Cash Back may result in taxable income to<br />

the customer. We encourage customers to consult with personal tax advisors. All home lending products are subject to credit and property<br />

approval. Rates, program terms and conditions are subject to change without notice. Not all products are available in all states or for all amounts.<br />

Other restrictions and limitations apply. Visit us at www.chase.com/MortgageCashBack.<br />

21. <strong>The</strong> Home Equity Line <strong>of</strong> Credit rate discount <strong>of</strong>fer is available for new home equity lines. A 0.25% rate discount is <strong>of</strong>fered for customers who<br />

open a new, or have an existing, Chase personal checking account. An additional 0.25% rate discount is available for customers who open a new,<br />

or have an existing, Chase Premier PlatinumSM personal checking account or a Chase Private Client CheckingSM account.<br />

22. Auto Loans are subject to credit approval by JPMorgan Chase Bank N.A. Additional terms and conditions apply. You may qualify for 0.25% <strong>of</strong>f<br />

the standard rates if you have a Chase personal checking account or 0.50% <strong>of</strong>f the standard rates if you have any Chase Premier CheckingSM,<br />

Chase Premier Plus Checking or Chase Premier Platinum Checking account. Plus, an additional discount <strong>of</strong> 0.25% <strong>of</strong>f standard rates if you have<br />

your monthly loan payment automatically deducted from your Chase checking account when you enroll at loan closing for as long as you continue<br />

automatic deductions. Rate discounts are subject to change at any time. To open a checking account online, you must live in a state where Chase<br />

has a branch. Discounts are available only on new auto loans through a branch, online or by phone with Chase, and are not available on dealer<br />

financing.<br />

23. <strong>The</strong> annual fee waiver applies separately to each Chase Traditional IRA, Traditional Rollover IRA, Roth IRA, Roth Conversion IRA, SEP or<br />

SARSEP (“IRA”) plan you own as long as one <strong>of</strong> the following applies to such plan as <strong>of</strong> April 30 (or last business day in April): you maintain a<br />

Chase checking account, a contribution <strong>of</strong> $1,000 or more is made to the IRA during the last 12 months ending April 30 (or last business day in<br />

April); you are a Traditional IRA, Traditional Rollover IRA, SEP or SARSEP participant age 70½ or older and are subject to taking Required<br />

Minimum Distributions from your plan; or the balance in the IRA is $10,000 or more (including deposits and investments).<br />

24. You will earn 1 base point for each $1 <strong>of</strong> net purchases. You will earn an additional 1 point for each $1 <strong>of</strong> airfare and hotel accommodation net<br />

purchases when you book at ultimaterewards.com. As a Chase checking customer, you will also earn 1 bonus point for each $10 <strong>of</strong> net purchases<br />

(which equates to 10% <strong>of</strong> base points earned), and an additional 10 bonus points for each individual net purchase. To participate in this program<br />

for checking customers, the primary cardmember must be the sole owner or a joint owner <strong>of</strong> an open Chase checking account. Customers who do<br />

not have an open Chase checking account will automatically be converted together with all unredeemed rewards to the program, which does not<br />

earn the bonus points described above. You do not earn points on balance transfers, cash advances, cash-like charges such as travelers checks,<br />

foreign currency and money orders, any checks that are used to access your account, overdraft advances, interest, unauthorized or fraudulent<br />

charges, or fees <strong>of</strong> any kind, including fees for products that protect or insure the balances <strong>of</strong> your account. <strong>The</strong>re is no maximum number <strong>of</strong><br />

points that you can accumulate in the program, including points earned for having a Chase checking account. Bonus/Promotional <strong>of</strong>fers may have<br />

a maximum accumulation. A service fee <strong>of</strong> up to $20 per ticket may be charged for the use <strong>of</strong> our toll-free number to book or change airline<br />

itineraries. Redemptions made online do not have a service fee. See RewardsProgram Rules and Regulations, which will be mailed after your<br />

account is established.<br />

** Securities and investment advisory services are <strong>of</strong>fered through Chase Investment Services Corp. (CISC). CISC, a member <strong>of</strong> FINRA and<br />

SIPC, is an affiliate <strong>of</strong> JPMorgan Chase Bank, N.A.<br />

INVESTMENT AND INSURANCE PRODUCTS ARE:<br />

NOT FDIC INSURED -<br />

NOT GUARANTEED BY THE BANK OR ANY FEDERAL AGENCY - MAY LOSE VALUE<br />

Deposit products and services <strong>of</strong>fered by JPMorgan Chase Bank, N.A. Member FDIC<br />

Bank products and services are <strong>of</strong>fered by JPMorgan Chase Bank, N.A and its affiliates<br />

© 2012 JPMorgan Chase & Co.<br />

9


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 4. Purchasing Card Proposal


Chase Pricing for Customers in the State <strong>of</strong> Florida<br />

STANDARD FINANCIAL PROPOSAL<br />

January 24, 2012


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

Disclaimer<br />

This document was prepared exclusively for the benefit and internal use <strong>of</strong> the J.P. Morgan Chase customer to<br />

whom it is directly addressed and delivered (including such customer’s subsidiaries, the “Company”) in order to<br />

assist the Company in evaluating, on a preliminary basis, certain products or services that may be provided by<br />

J.P. Morgan Chase. This document contains information which is confidential and proprietary to J.P. Morgan<br />

Chase, which may only be used in order to evaluate the products and services described herein and may not be<br />

disclosed to any other person. In preparing this document, we have relied upon and assumed, without<br />

independent verification, the accuracy and completeness <strong>of</strong> all information available from public sources or<br />

which was provided to us by or on behalf <strong>of</strong> the Company or which was otherwise reviewed by us. This<br />

document is for discussion purposes only and is incomplete without reference to, and should be viewed solely in<br />

conjunction with, the oral briefing provided by J.P. Morgan Chase. Neither this document nor any <strong>of</strong> its contents<br />

may be used for any other purpose without the prior written consent <strong>of</strong> J.P. Morgan Chase. J.P. Morgan Chase<br />

makes no representations as to the legal, regulatory, tax, or accounting implications <strong>of</strong> the matters referred to<br />

in this document.<br />

Notwithstanding anything in this document to the contrary, the statements in this document are not intended to<br />

be legally binding. Any products, services, terms, or other matters described in this document (other than in<br />

respect <strong>of</strong> confidentiality) are subject to the terms <strong>of</strong> separate legally binding documentation and/or are<br />

subject to change without notice.<br />

Neither J.P. Morgan Chase nor any <strong>of</strong> its directors, <strong>of</strong>ficers, employees, or agents shall incur any responsibility<br />

or liability whatsoever to the Company or any other party in respect <strong>of</strong> the contents <strong>of</strong> this document or any<br />

matters referred to in, or discussed as a result <strong>of</strong>, this document.<br />

<strong>The</strong> financial proposal is valid for 90 days. J.P. Morgan Chase reserves the right to amend this proposal<br />

thereafter.<br />

J.P. Morgan Chase is a marketing name for treasury services businesses <strong>of</strong> JPMorgan Chase Bank, N.A., and its<br />

subsidiaries worldwide. JPMorgan Chase is licensed under U.S. Pat Nos. 5,910,988 and 6,032,137.<br />

© 2009 JPMorgan Chase & Co. All rights reserved.<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

2


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

Assumptions and Incentives<br />

J.P. Morgan Chase is pleased to present the following proposal for the Customer’s programs.<br />

Pricing Assumptions<br />

J.P. Morgan Chase has based the proposed standard pricing for Purchase Card and Single-Use<br />

Account programs on the following assumptions:<br />

Purchasing Card<br />

Single-Use Accounts<br />

Statement Billing Period Monthly=30 Monthly=30<br />

Payment Days from<br />

Statement Date 14 days 14 days<br />

Contract Term<br />

Three (3) years initial with annual auto-renewals<br />

Liability, Billing, and<br />

Payment<br />

Corporate, central, corporate<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

3


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

Financial Incentives (U.S. Programs)<br />

Annual Volume Incentive<br />

J.P. Morgan Chase is pleased to <strong>of</strong>fer the Customer a volume incentive from the grid below<br />

based on the combined purchasing card program and single-use account programs annual<br />

charge volume. <strong>The</strong> incentive is calculated by multiplying annual charge volume by the<br />

incentive rate and is paid annually for the prior calendar year’s annual charge volume.<br />

Qualified<br />

30/25<br />

30/14<br />

30/7<br />

14/14<br />

14/7<br />

7/7<br />

Annual<br />

Settlement<br />

Settlement<br />

Settlement<br />

Settlement<br />

Settlement<br />

Settlement<br />

Account<br />

Terms<br />

Terms<br />

Terms<br />

Terms<br />

Terms<br />

Terms<br />

Charge<br />

Rebate<br />

Rebate<br />

Rebate<br />

Rebate<br />

Rebate<br />

Rebate<br />

Volume<br />

Rate<br />

Rate<br />

Rate<br />

Rate<br />

Rate<br />

Rate<br />

$500,000 to<br />

$1,000,000<br />

1.10% 1.21% 1.28% 1.29% 1.36% 1.39%<br />

$1,000,000<br />

to<br />

$10,000,000<br />

1.49% 1.60% 1.67% 1.68% 1.75% 1.78%<br />

>$10,000,000 1.54% 1.65% 1.72% 1.73% 1.80% 1.83%<br />

If the Customer selects terms shorter than 30/14, Payments will be made via auto debit. J.P.<br />

Morgan will be happy to discuss additional payment term options.<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

<strong>The</strong> benefits above are determined based on the average file-turn (average number <strong>of</strong> days<br />

that charges are outstanding during a contract year) for each participant. <strong>The</strong> exact number <strong>of</strong><br />

basis points will be determined based on the actual file-turn achieved by each participant.<br />

Speed-<strong>of</strong>-Pay Incentive<br />

J.P. Morgan Chase <strong>of</strong>fers the Customer the ability to improve your rebate potential through the<br />

following speed-<strong>of</strong>-pay rebate enhancement:<br />

<br />

0.01% (1.0 basis point) speed-<strong>of</strong>-pay rebate enhancement for each day <strong>of</strong> improved payment<br />

days from statement date (also known as client-held days)<br />

For illustrative purposes, if the Customer selects terms <strong>of</strong> monthly billing with payment due<br />

within 14 days <strong>of</strong> statement date and pays in 2 days after statement date, an additional 12<br />

basis points (0.12%) will be earned on annual charge volume as result <strong>of</strong> a twelve-day<br />

improvement <strong>of</strong> payment days.<br />

Reporting system option<br />

For entities with program spend <strong>of</strong> under $10 million annually, the smartdata reporting solution<br />

will be implemented.<br />

4


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

Entities with annual spend <strong>of</strong> $10 million or above can select J.P. Morgan Chase’s PaymentNet<br />

reporting platform or smartdata.<br />

Single-Use Account Programs<br />

SUA available to qualified approved program participants that meet minimum annual SUA spend<br />

requirements.<br />

In any year where the single account program volume for an entity is less than $2.0 million, no<br />

rebate will be paid on that volume. Although SUA volume less than $2.0 million does not qualify<br />

for a rebate, it will count towards the participants total spend volume. In any year where the<br />

single account program volume for an entity is at or above $5 million, but less than $10.0<br />

million, 25 basis points (0.25%) will be deducted from the applicable rebate rate for the single<br />

use account volume for that entity.<br />

In any year where the single account program volume for an entity is at or above $10 million,<br />

the program will earn rebates based on the schedule above.<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

5


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

Terms and Conditions<br />

<br />

<br />

<br />

<br />

This <strong>of</strong>fer will be effective at time <strong>of</strong> contract signing.<br />

Charge volume is total U.S. dollar charges made on a J.P. Morgan Chase Commercial Card,<br />

net <strong>of</strong> returns, and excluding cash advances, convenience checks, large ticket transactions,<br />

fraudulent charges, all amounts written <strong>of</strong>f as uncollectible, and any amounts that do not<br />

qualify for interchange under applicable association rules.<br />

Credit losses will be deducted from rebates.<br />

Large-ticket transactions will receive the large-ticket volume incentive grid shown below.<br />

AVERAGE LARGE-TICKET TRANSACTION SIZE REBATE RATE<br />

Less than $25,000 0.40%<br />

$25,000–$99,999.99 0.20%<br />

Greater than $100,000 0.10%<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

<br />

<br />

<br />

<br />

To qualify for rebates, the Customer must meet settlement terms, be current at the time <strong>of</strong><br />

rebate calculation/payment, have a satisfactory J.P. Morgan Chase credit risk rating, and<br />

not be in default under the contract. Rebates will be calculated annually in arrears and paid<br />

in the first quarter for the previous calendar year via wire transfer to an account designated<br />

by the Customer.<br />

SUA available to qualified approved programs that meet minimum annual spend<br />

requirements.<br />

Single Use Maintenance Fee - In the first quarter <strong>of</strong> each calendar year at the time <strong>of</strong> rebate<br />

calculation, the Bank will calculate the total Single Use Charge Volume. In any calendar<br />

year in which the Customer’s Single Use Charge Volume is less than $10,000,000, a 25 basis<br />

point Maintenance Fee will be charged. <strong>The</strong> Maintenance Fee will be deducted from<br />

Customer’s rebate, provided, however, if deductions exceed the rebate earned for any<br />

calendar year, the Bank will invoice the Customer for any amount in excess <strong>of</strong> the rebate<br />

which amount shall be payable within 14 days after invoice.<br />

In the event that the association lowers its interchange rates, J.P. Morgan Chase reserves<br />

the right to adjust rebates accordingly.<br />

6


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

Fees for Programs Using J.P. Morgan Chase’s PaymentNet Solution<br />

<strong>The</strong> following are the fees associated with our purchasing card program in the United States:<br />

PROGRAM FEES<br />

Annual card fee $0.00<br />

Cash advance fee<br />

Convenience check fee<br />

Rejected convenience check<br />

2.5% ($2.50 minimum)<br />

2% <strong>of</strong> check amount ($1.50/check minimum)<br />

$0.00 per occurrence<br />

Convenience check stop payment $0.00<br />

Standard card replacement<br />

$0.00 per card<br />

Card reinstatement $0.00<br />

Emergency (rush) card replacement<br />

Return check (payment)<br />

ACH return<br />

$25 per card if effected through J.P. Morgan Chase. If effected<br />

through the association, customer shall pay any fees charged by the<br />

association.<br />

$15 per return<br />

$20 per return<br />

Document retrieval Dispute-related: $0.00<br />

Non-dispute-related: 3 copy requests free, then $5 per copy request<br />

Duplicate statement<br />

Currency conversion fee<br />

$5 per statement<br />

1% surcharge (association pass-through)<br />

Dormant credit balance fee $0.00<br />

Over-limit fee $0.00<br />

Miscellaneous fees<br />

Pass-through charges for other specialized services (case-by-case fee)<br />

PAST-DUE FEES<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

Late fee<br />

Central Bill: 1% <strong>of</strong> unpaid balance at cycle; charged on cycle date<br />

Finance charge<br />

None<br />

Delinquency fee<br />

2.5% <strong>of</strong> the full amount past due (30- & 60-day+) at cycle and each<br />

cycle thereafter; charged on cycle date.<br />

CARD DESIGN<br />

Basic plastic $0.00<br />

Customer logo added to Basic plastic $0.00<br />

Customized plastic $15,000<br />

TRAINING AND CONSULTING<br />

Training at J.P. Morgan Chase’s site<br />

$0.00 (customer T&E not included)<br />

Training at your site(s)<br />

$0.00 for first session; additional sessions @ $1,550/day<br />

TECHNOLOGY SERVICES<br />

7


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

PaymentNet setup fee<br />

EDI setup/transmission<br />

Waived<br />

Pass-through on all setup and development costs<br />

Paper statements $0.00<br />

Electronic payment fee $0.00<br />

Custom reporting/mapper programming/postloader<br />

$250 per hour ($1,000 minimum)<br />

Should the Customer request services not in this schedule, the Customer agrees to pay the fees<br />

associated with such services.<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

8


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

Fees for Programs Using the smartdata system<br />

<strong>The</strong> following are the fees associated with our purchasing card program in the United States:<br />

PROGRAM FEES<br />

Annual card fee $0.00<br />

Executive Elite card fee $325<br />

Executive card fee $75<br />

Cash advance fee<br />

Convenience check fee<br />

2.0% ($3.00 minimum)<br />

2% <strong>of</strong> check amount ($1.50/check minimum)<br />

Rejected convenience check $0.00<br />

Convenience check stop payment $0.00<br />

Standard card replacement<br />

$0.00 per card<br />

Card reinstatement $0.00<br />

Emergency (rush) card replacement<br />

Return check (payment)<br />

$25 per card if effected through J.P. Morgan Chase. If effected<br />

through the association, customer shall pay any fees charged by the<br />

association.<br />

$15 per return<br />

ACH return $0.00<br />

Document retrieval Dispute-related: $0.00<br />

Non-dispute-related: $8 per document<br />

Duplicate statement<br />

Currency conversion fee<br />

$8 per statement<br />

1% surcharge (association pass through)<br />

Dormant credit balance fee $0.00<br />

Over-limit fee $0.00<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

Miscellaneous fees<br />

PAST-DUE FEES<br />

Late fee<br />

Finance charge<br />

None<br />

Individual Bill: 2.5% <strong>of</strong> balances past due 28 days following the second<br />

billing date and every 30 days thereafter.<br />

NOTE: Client can be billed both a late fee and a finance charge.<br />

Central Bill: None<br />

Central Bill: Prime + 2% is applied to the average daily, which is<br />

calculated as follows: (past due balance + any new spend) / number<br />

<strong>of</strong> days in cycle. Will be charged on the cycle date.<br />

Travel Central Bill: Prime + 2% is applied to the average daily, which<br />

is calculated as follows: (past due balance + any new spend) /<br />

number <strong>of</strong> days in cycle. Will be charged on the cycle date.<br />

Travel Individual Bill: Prime + 6.4% is applied to the average daily,<br />

which is calculated as follows: (past due balance + any new spend) /<br />

number <strong>of</strong> days in cycle. Will be charged on the cycle date.<br />

9


S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L<br />

NOTE: Client can be billed both a late fee and a finance charge.<br />

Delinquency fee<br />

Central Bill: None<br />

Travel Individual Bill: Charged as determined by either late fee or<br />

finance charge or both as outlined above. Will be the same rate/fee<br />

as late fee/finance charge.<br />

CARD DESIGN<br />

Basic plastic $0.00<br />

Customer logo plastic<br />

Customized plastic<br />

$500 - WAIVED<br />

At cost (pass-through), based on complexity <strong>of</strong> design, subject to a<br />

1,000 card minimum<br />

TRAINING AND CONSULTING<br />

Training at J.P. Morgan Chase’s site<br />

Training at your site(s)<br />

$0.00 (customer T&E not included)<br />

$1,550/day<br />

TECHNOLOGY SERVICES<br />

Paper statements $0.00<br />

Electronic payment fee $0.00<br />

Custom reporting/mapper programming/postloader<br />

SDOL custom mapper: priced by MasterCard; pass-through charge<br />

OPTIONAL PROGRAM/TECHNOLOGY SERVICES<br />

Smartdata setup fee $0.00<br />

SDOL monthly maintenance fee<br />

$50 per program per month<br />

SDOL real time $0.00<br />

REWARDS PROGRAM<br />

S O L U T I O N S F R O M J . P . M O R G A N<br />

J.P. Morgan Chase corporate rewards<br />

A travel rewards annual fee <strong>of</strong> $75 will be assessed to each<br />

cardholder’s commercial card account. <strong>The</strong> annual fee will be divided<br />

as follows: $35 dollars will cover the Bank’s administrative costs and<br />

the remaining $40 will be put into the client’s redemption pool. <strong>The</strong><br />

Bank may at any time change the amount <strong>of</strong> the annual fee and/or<br />

the allocation <strong>of</strong> this amount without notice to the client. If the<br />

travel rewards redemption expenses incurred each calendar year<br />

(regardless <strong>of</strong> when points are earned) exceed the amount <strong>of</strong> funds<br />

available in the redemption pool (the “excess redemption<br />

expenses”), the excess redemption expenses will be deducted from<br />

any rebate to the client. If the rebate earned is not sufficient to<br />

cover the excess redemption expenses, the Bank will invoice the<br />

client for the excess redemption expenses. <strong>The</strong> client shall pay such<br />

invoice within 14 days <strong>of</strong> receipt.<br />

Should the Customer request services not in this schedule, the Customer agrees to pay the fees<br />

associated with such services<br />

10


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 5. Sample Project Plan


ID % Complete Task Name Duration Start Finish Predecessors Resource Names<br />

1 0% <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> <strong>School</strong> <strong>District</strong> Implementation<br />

Project Plan<br />

47 days Mon 7/2/12 Tue 9/4/12<br />

2 0% Initiation Phase 10 days Mon 7/2/12 Fri 7/13/12<br />

3 0% Submit Implementation Request 1 day Mon 7/2/12 Mon 7/2/12 Sales<br />

4 0% Assign Implementation Project Manager 1 day Tue 7/3/12 Tue 7/3/12 3 JPM Impl Project Mgr<br />

5 0% Hold Internal Review Meeting 1 day Wed 7/4/12 Wed 7/4/12 4 JPM Impl Project Mgr<br />

6 0% Schedule Kick-<strong>of</strong>f Meeting 1 day Thu 7/5/12 Thu 7/5/12 5 JPM Impl Project Mgr<br />

7 0% Hold Implementation Kick-<strong>of</strong>f Meeting with Client 1 day Fri 7/6/12 Fri 7/6/12 6 JPM Impl Project Mgr<br />

8 0% Confirm Scope <strong>of</strong> the Implementation Request 3 days Mon 7/9/12 Wed 7/11/12 7 JPM Impl Project<br />

Mgr/Client<br />

9 0% Revise/Confirm Project Target Date 1 day Thu 7/12/12 Thu 7/12/12 8 JPM Impl Project Mgr<br />

10 0% Identify Stakeholders and Resources Required in Project 1 day Fri 7/13/12 Fri 7/13/12 9 JPM Impl Project Mgr<br />

11 0% Initiation Phase Completed 0 days Fri 7/13/12 Fri 7/13/12 10 JPM Impl Project Mgr<br />

12 0% Requirements and Planning Phase 7 days Thu 7/5/12 Fri 7/13/12<br />

13 0% Draft Project Charter 3 days Thu 7/5/12 Mon 7/9/12 5 JPM Impl Project Mgr<br />

14 0% Review Project Charter with Client 1 day Tue 7/10/12 Tue 7/10/12 13 JPM Impl Project<br />

Mgr/Client<br />

15 0% Sign-<strong>of</strong>f on Scope/Lock Project Charter 3 days Wed 7/11/12 Fri 7/13/12 14 Client<br />

16 0% Draft Detailed Project Plan 3 days Mon 7/9/12 Wed 7/11/12 7 JPM Impl Project Mgr<br />

17 0% Review DRAFT Project Plan with Client 1 day Thu 7/12/12 Thu 7/12/12 16 JPM Impl Project<br />

Mgr/Client<br />

18 0% Requirements and Design Phase Completed 0 days Thu 7/12/12 Thu 7/12/12 17,16 JPM Impl Project<br />

Mgr/Client<br />

19 0% Documentation & Service Set-up Phase 19 days Thu 7/12/12 Tue 8/7/12<br />

20 0% Legal Agreements 12 days Thu 7/12/12 Fri 7/27/12<br />

21 0% Provide Client with Legal and Product Set-up Documentation 2 days Thu 7/12/12 Fri 7/13/12 8 JPM Impl Project Mgr<br />

22 0% Signs and Returns Legal and Product Set-up Documentation 10 days Mon 7/16/12 Fri 7/27/12 21 Client<br />

23 0% ACH Debit Blocking 6 days Mon 7/16/12 Mon 7/23/12<br />

24 0% Complete, Execute & Return ACH Debit Blocking Set-up<br />

2 days Mon 7/16/12 Tue 7/17/12 21 Client<br />

Forms<br />

25 0% Submit Set-up Request to Operations 2 days Wed 7/18/12 Thu 7/19/12 24 JPM Impl Project Mgr<br />

<strong>Page</strong> 1


ID % Complete Task Name Duration Start Finish Predecessors Resource Names<br />

26 0% Advise Client <strong>of</strong> Completed Set-up 2 days Fri 7/20/12 Mon 7/23/12 25 JPM Impl Project Mgr<br />

27 0% ACH Debit Block Setup Complete 0 days Mon 7/23/12 Mon 7/23/12 26<br />

28 0% ACH (US) Direct Transmission 15 days Mon 7/16/12 Fri 8/3/12<br />

29 0% Confirm ACH Set-up Requirements 2 days Mon 7/16/12 Tue 7/17/12 21 JPM Impl Project<br />

Mgr/Client<br />

30 0% Secure Technical Resources for ACH Connectivity Setup<br />

5 days Wed 7/18/12 Tue 7/24/12 29 Client<br />

and Testing<br />

31 0% Submit Set-up Request to Operations 1 day Wed 7/18/12 Wed 7/18/12 29 JPM Impl Project Mgr<br />

32 0% Assign Systems Implementation Resource 1 day Thu 7/19/12 Thu 7/19/12 31 JPM Systems Impl Mgr<br />

33 0% Finalize Set-up Details with Client 2 days Fri 7/20/12 Mon 7/23/12 32 JPM Systems Impl Mgr<br />

34 0% Review ACH File Specifications with Client 2 days Tue 7/24/12 Wed 7/25/12 33 JPM Systems Impl Mgr<br />

35 0% Provide ACH Origin and Company ID Numbers to Client 2 days Thu 7/26/12 Fri 7/27/12 34 JPM Impl Project<br />

Mgr/JPM Systems Impl<br />

36 0% Submit Connectivity Request 1 day Tue 7/24/12 Tue 7/24/12 33 JPM Systems Impl Mgr<br />

37 0% Connectivity Resource Assigned 5 days Wed 7/25/12 Tue 7/31/12 36 JPM Connectivity<br />

Analyst<br />

38 0% Establish and Test Connectivity 3 days Wed 8/1/12 Fri 8/3/12 37 JPM Connectivity<br />

Analyst/Client<br />

39 0% Complete and Execute Infodex User Setup Form for File<br />

5 days Tue 7/24/12 Mon 7/30/12 21,33 Client<br />

Validation and Release<br />

40 0% Submit Infodex User Setup Form 1 day Tue 7/31/12 Tue 7/31/12 39 JPM Impl Project Mgr<br />

41 0% Cash Vault Services 13 days Mon 7/16/12 Wed 8/1/12<br />

42 0% Identify Store Locations and Armed Courier Services 2 days Mon 7/16/12 Tue 7/17/12 21 Client<br />

43 0% Review and Agree on Proximity Study 5 days Mon 7/16/12 Fri 7/20/12 21 Sales/Client/JPM Impl<br />

Project Mgr<br />

44 0% Interview Client and Complete Cash Services Vault<br />

2 days Mon 7/23/12 Tue 7/24/12 42,43 JPM Impl Project Mgr<br />

Questionnaire<br />

45 0% Submit Set-up Request to Operations 2 days Wed 7/25/12 Thu 7/26/12 44 JPM Impl Project Mgr<br />

46 0% Cash Disbursements 3 days Wed 7/25/12 Fri 7/27/12<br />

47 0% Set up Virtual Vault Locations 2 days Wed 7/25/12 Thu 7/26/12 44 JPMorgan<br />

48 0% If Client is Ordering Cash, JPM to Provide Client with<br />

1 day Fri 7/27/12 Fri 7/27/12 47 JPMorgan<br />

VRU Instructions<br />

49 0% Cash Deposits 6 days Wed 7/25/12 Wed 8/1/12<br />

50 0% Client to Order Supplies for Making Deposits (Deposit 5 days Wed 7/25/12 Tue 7/31/12 44 Client<br />

Bags, Deposit Tickets, etc)<br />

51 0% Advise Client <strong>of</strong> Completed Set-up 1 day Wed 8/1/12 Wed 8/1/12 50 JPM Impl Project Mgr<br />

<strong>Page</strong> 2


ID % Complete Task Name Duration Start Finish Predecessors Resource Names<br />

52 0% End <strong>of</strong> Day Investment Sweep 7 days Mon 7/16/12 Tue 7/24/12<br />

53 0% Complete, Execute & Return End <strong>of</strong> Day Sweep Agreement 2 days Mon 7/16/12 Tue 7/17/12 21 Client<br />

54 0% Submit Set-up Request to Operations 2 days Wed 7/18/12 Thu 7/19/12 53 JPM Impl Project Mgr<br />

55 0% Advise Client <strong>of</strong> Completed Set-up 3 days Fri 7/20/12 Tue 7/24/12 54 JPM Impl Project Mgr<br />

56 0% Host-to-Host (H2H)/Connectivity 16 days Mon 7/16/12 Mon 8/6/12<br />

57 0% Provide Connectivity Guide, Questionnaire and Security<br />

1 day Mon 7/16/12 Mon 7/16/12 21 JPM Impl Project Mgr<br />

Administration Designation Form to Client<br />

58 0% Complete & Return Connectivity Questionnaire and Security 5 days Tue 7/17/12 Mon 7/23/12 57 Client<br />

Administration Designation Form<br />

59 0% Provide Connectivity Questionnaire & Security Adminstration 1 day Tue 7/24/12 Tue 7/24/12 58 JPM Impl Project Mgr<br />

Designation Form to Systems Implementation/Technical<br />

60 0% Submit Connectivity Request 1 day Wed 7/25/12 Wed 7/25/12 59 JPM Systems Impl Mgr<br />

61 0% Connectivity Resource Assigned 5 days Thu 7/26/12 Wed 8/1/12 60 JPM Connectivity<br />

Analyst<br />

62 0% Set up Connectivity Test Region 3 days Thu 8/2/12 Mon 8/6/12 61 JPM Connectivity<br />

Analyst/Client<br />

63 0% Image Deposit Direct (IDD) 13 days Mon 7/16/12 Wed 8/1/12<br />

64 0% Interview Client and Complete IDD Questionnaire 2 days Mon 7/16/12 Tue 7/17/12 21 JPM Impl Project Mgr<br />

65 0% Coordinate and Schedule Training Date with Client and<br />

1 day Wed 7/18/12 Wed 7/18/12 64 JPM Impl Project Mgr<br />

Operations<br />

66 0% Submit Set-up Request to Operations 1 day Thu 7/19/12 Thu 7/19/12 65 JPM Impl Project Mgr<br />

67 0% Email IDD Questionnaire to Float Management 1 day Fri 7/20/12 Fri 7/20/12 66 JPM Impl Project Mgr<br />

68 0% IDD Unit Orders Scanner Equipment 5 days Mon 7/23/12 Fri 7/27/12 67 JPMorgan<br />

69 0% Scanner Equipment Sent to Client 1 day Mon 7/30/12 Mon 7/30/12 68 JPMorgan<br />

70 0% Confirm Receipt <strong>of</strong> Equipment 1 day Tue 7/31/12 Tue 7/31/12 69 Client<br />

71 0% Complete S<strong>of</strong>tware Installation and Image Website Training 1 day Wed 8/1/12 Wed 8/1/12 70 JPMorgan/PBCSD<br />

72 0% Confirms S<strong>of</strong>tware Testing and Training is Complete 1 day Wed 8/1/12 Wed 8/1/12 70 Client<br />

73 0% Configure Client PC workstations into Production<br />

1 day Wed 8/1/12 Wed 8/1/12 70 JPMorgan<br />

Environment<br />

74 0% Receive completion notice from IDD Fulfillment 1 day Wed 8/1/12 Wed 8/1/12 70 JPM Impl Project Mgr<br />

75 0% Advise Client <strong>of</strong> Completed Set-up 0 days Wed 8/1/12 Wed 8/1/12 74 JPM Impl Project Mgr<br />

76 0% JPMorgan Access 17 days Mon 7/16/12 Tue 8/7/12<br />

77 0% Confirm Accounts & Services; Review & Complete Set-up<br />

Documents<br />

2 days Mon 7/16/12 Tue 7/17/12 21 JPM Impl Project<br />

Mgr/Client<br />

<strong>Page</strong> 3


ID % Complete Task Name Duration Start Finish Predecessors Resource Names<br />

78 0% Complete, Execute & Return Security Administrator<br />

1 day Mon 7/16/12 Mon 7/16/12 21 Client<br />

Designation Form (SADF)<br />

79 0% Submit Set-up Request to Operations 1 day Tue 7/17/12 Tue 7/17/12 78 JPM Impl Project Mgr<br />

80 0% SecurID Tokens & Activation E-mail Sent to Client Security 1 day Wed 7/18/12 Wed 7/18/12 79 JPMorgan<br />

Administrators<br />

81 0% Security Administrators Complete Token Activation Process 1 day Thu 7/19/12 Thu 7/19/12 80 Client<br />

82 0% Security Administrators Log onto JPMorgan Access 1 day Fri 7/20/12 Fri 7/20/12 81 Client<br />

83 0% Coordinate & Schedule Security Administrator Training 1 day Mon 7/23/12 Mon 7/23/12 82 JPM Impl Project<br />

Mgr/Client<br />

84 0% Security Administrators Complete User and Entitlement<br />

1 day Mon 7/23/12 Mon 7/23/12 82 Client<br />

Set-up<br />

85 0% Coordinate & Schedule User/Product Training 1 day Tue 7/24/12 Tue 7/24/12 84 JPM Impl Project<br />

Mgr/Client<br />

86 0% Client Users Log onto JPMorgan Access 1 day Wed 7/25/12 Wed 7/25/12 85 Client<br />

87 0% ACH File Upload via ACCESS 15 days Wed 7/18/12 Tue 8/7/12<br />

88 0% Provide Client with the ACCESS ACH File Upload<br />

1 day Wed 7/18/12 Wed 7/18/12 77 JPM Project Mgr<br />

Specifications<br />

89 0% Secure ACCESS Technical Resource 2 days Thu 7/19/12 Fri 7/20/12 88 JPM Project Mgr<br />

90 0% Review ACH File Upload Specifications 3 days Mon 7/23/12 Wed 7/25/12 89 Client/JPM Technical<br />

Resource<br />

91 0% Create ACH File for Upload via ACCESS 5 days Thu 7/26/12 Wed 8/1/12 90 Client<br />

92 0% Test ACH File for Upload via ACCESS 3 days Thu 8/2/12 Mon 8/6/12 91,85 Client/JPM Technical<br />

Resource<br />

93 0% Begin Processing ACH File via ACCESS 1 day Tue 8/7/12 Tue 8/7/12 92 Client<br />

94 0% Payables Web Service (PWS) 11 days Mon 7/16/12 Mon 7/30/12<br />

95 0% Confirm Accounts & Services; Review & Complete Set-up<br />

Documents<br />

2 days Mon 7/16/12 Tue 7/17/12 21 JPM Impl Project<br />

Mgr/Client<br />

96 0% Complete, Execute & Return Security Administrator<br />

1 day Mon 7/16/12 Mon 7/16/12 21 Client<br />

Designation Form (SADF)<br />

97 0% Submit Set-up Request to Operations 1 day Tue 7/17/12 Tue 7/17/12 96 JPM Impl Project Mgr<br />

98 0% SecurID Tokens & Activation E-mail Sent to Client Security 1 day Wed 7/18/12 Wed 7/18/12 97 JPMorgan<br />

Administrators<br />

99 0% Security Administrators Complete Token Activation Process 1 day Thu 7/19/12 Thu 7/19/12 98 Client<br />

100 0% Security Administrators Log onto JPMorgan Access 1 day Fri 7/20/12 Fri 7/20/12 99 Client<br />

101 0% Coordinate & Schedule Security Administrator Training 3 days Mon 7/23/12 Wed 7/25/12 100 JPM Impl Project<br />

Mgr/Client<br />

102 0% Security Administrators Complete User and Entitlement<br />

1 day Thu 7/26/12 Thu 7/26/12 101 Client<br />

Set-up<br />

103 0% Coordinate & Schedule User/Product Training 1 day Fri 7/27/12 Fri 7/27/12 102 JPM Impl Project<br />

Mgr/Client<br />

<strong>Page</strong> 4


ID % Complete Task Name Duration Start Finish Predecessors Resource Names<br />

104 0% Client Users Log onto PWS 1 day Mon 7/30/12 Mon 7/30/12 103 Client<br />

105 0% Setup Complete 0 days Mon 7/30/12 Mon 7/30/12 104<br />

106 0% Positive Pay w/ Payee Verification (PVE) 17 days Mon 7/16/12 Tue 8/7/12<br />

107 0% Confirm Set-up Details with Client 2 days Mon 7/16/12 Tue 7/17/12 21 JPM Impl Project<br />

Mgr/Client<br />

108 0% Provide Client MICR Specification Sheet & PVE<br />

1 day Mon 7/16/12 Mon 7/16/12 21 JPM Impl Project Mgr<br />

Requirements<br />

109 0% Provide Overview <strong>of</strong> Check Testing Requirements & File<br />

1 day Mon 7/16/12 Mon 7/16/12 21 JPM Impl Project Mgr<br />

Specifications<br />

110 0% Submit ARP & PWS Set-up Requests to Operations 5 days Tue 7/17/12 Mon 7/23/12 109 JPM Impl Project Mgr<br />

111 0% Notify Client when Setup Complete/Begin Testing 1 day Tue 7/24/12 Tue 7/24/12 110 JPM Impl Project Mgr<br />

112 0% Data File Transmission 11 days Tue 7/24/12 Tue 8/7/12<br />

113 0% Assign Systems Implementation Resource 1 day Tue 7/24/12 Tue 7/24/12 110 JPM Systems Impl Mgr<br />

114 0% Contact Client to Review File Creation and Testing<br />

1 day Wed 7/25/12 Wed 7/25/12 113 JPM Systems Impl Mgr<br />

Process<br />

115 0% Provide Client with Check Issue/Paid File Specifications 1 day Thu 7/26/12 Thu 7/26/12 114 JPM Impl Project<br />

Mgr/JPM Systems Impl<br />

116 0% Submit Connectivity Request 1 day Thu 7/26/12 Thu 7/26/12 114 JPM Systems Impl Mgr<br />

117 0% Connectivity Resource Assigned 5 days Fri 7/27/12 Thu 8/2/12 116 JPM Connectivity<br />

Analyst<br />

118 0% Establish and Test Connectivity 3 days Fri 8/3/12 Tue 8/7/12 117 JPM Connectivity<br />

Analyst/Client<br />

119 0% Setup Complete/Begin Testing Phase 0 days Tue 8/7/12 Tue 8/7/12 112,114<br />

120 0% Zero Balance Account (ZBA) 7 days Mon 7/16/12 Tue 7/24/12<br />

121 0% Complete, Execute & Return US Cash Concentration<br />

2 days Mon 7/16/12 Tue 7/17/12 21 Client<br />

Agreement<br />

122 0% Submit Set-up Request to Operations 2 days Wed 7/18/12 Thu 7/19/12 121 JPM Impl Project Mgr<br />

123 0% Advise Client <strong>of</strong> Completed Set-up 3 days Fri 7/20/12 Tue 7/24/12 122 JPM Impl Project Mgr<br />

124 0% Documentation & Service Set-up Phase Complete 0 days Tue 8/7/12 Tue 8/7/12 2,63,76,94,120,56<br />

125 0% Testing and Go Live Phase 39 days Mon 7/2/12 Thu 8/23/12<br />

126 0% ACH Direct Send File 15 days Thu 7/26/12 Wed 8/15/12<br />

127 0% Create Test File 4 days Thu 7/26/12 Tue 7/31/12 34 Client<br />

128 0% Send Test File to JPMorgan via Chosen Connectivity Method 1 day Mon 8/6/12 Mon 8/6/12 38,127 Client<br />

129 0% Tests File and Provide Feedback to Client 3 days Tue 8/7/12 Thu 8/9/12 128 JPM Systems Impl Mgr<br />

<strong>Page</strong> 5


ID % Complete Task Name Duration Start Finish Predecessors Resource Names<br />

130 0% Send Transaction Journal/Return File to Client via Chosen<br />

1 day Fri 8/10/12 Fri 8/10/12 129 JPM Systems Impl Mgr<br />

Connectivity Method<br />

131 0% Tests File and Provide Feedback to JPMorgan 3 days Mon 8/13/12 Wed 8/15/12 130 Client<br />

132 0% Sign-<strong>of</strong>f on File Testing 1 day Tue 8/7/12 Tue 8/7/12 128 JPM Impl Project<br />

Mgr/JPM Systems Impl<br />

133 0% Execute & Return Security Administration Designation Form 1 day Wed 8/1/12 Wed 8/1/12 127 Client<br />

134 0% Submit Connectivity Production Keys to Security Team 2 days Thu 8/2/12 Fri 8/3/12 133 Client<br />

135 0% Confirm Connectivity Production Keys are in Place 2 days Mon 8/6/12 Tue 8/7/12 134 JPM Connectivity<br />

Analyst<br />

136 0% Establish Connectivity in Production 5 days Wed 8/8/12 Tue 8/14/12 135 JPM Connectivity<br />

Analyst/Client<br />

137 0% Build Infodex Users and Provide Passwords and User Guide 3 days Wed 8/8/12 Fri 8/10/12 132 JPM Systems Impl<br />

Mgr/JPMorgan<br />

138 0% Activate ACH Service in Production 2 days Wed 8/8/12 Thu 8/9/12 132 JPM Systems Impl Mgr<br />

139 0% Transmit First Production ACH File to JPMorgan 1 day Wed 8/15/12 Wed 8/15/12 138,136 Client<br />

140 0% Confirm Receipt <strong>of</strong> First Production File 0 days Wed 8/15/12 Wed 8/15/12 139 JPM Systems Impl Mgr<br />

141 0% Set-up Complete 0 days Wed 8/15/12 Wed 8/15/12 140<br />

142 0% Host-to-Host (H2H)/Connectivity 13 days Tue 8/7/12 Thu 8/23/12<br />

143 0% Conduct Connectivity Testing 3 days Tue 8/7/12 Thu 8/9/12 62 JPM Connectivity<br />

Analyst/Client<br />

144 0% Sign-<strong>of</strong>f on File Testing 1 day Fri 8/10/12 Fri 8/10/12 143 JPM Systems Impl<br />

Mgr/Client<br />

145 0% Submit Connectivity Production Keys to Security Team 2 days Fri 8/10/12 Mon 8/13/12 58,143 Client<br />

146 0% Confirm Connectivity Production Keys are in Place 2 days Tue 8/14/12 Wed 8/15/12 145 JPM Connectivity<br />

Analyst<br />

147 0% Establish Connectivity in Production 5 days Thu 8/16/12 Wed 8/22/12 146 JPM Connectivity<br />

Analyst/Client<br />

148 0% Submit/Receive Production Verification File to/from<br />

1 day Thu 8/23/12 Thu 8/23/12 147 Client<br />

JPMorgan<br />

149 0% Confirm Successful Receipt/Send <strong>of</strong> File 0 days Thu 8/23/12 Thu 8/23/12 148 JPM Connectivity<br />

Analyst/Client<br />

150 0% Set-up Complete 0 days Thu 8/23/12 Thu 8/23/12 149<br />

151 0% MICR Testing & Payee Name Verification 15 days Mon 7/2/12 Fri 7/20/12<br />

152 0% Provide Client with MICR Specification Sheet & PVE<br />

1 day Mon 7/2/12 Mon 7/2/12 Carolyn B.<br />

Requirements for Check Printing<br />

153 0% Client Creates/Orders Checks 10 days Tue 7/3/12 Mon 7/16/12 152 Children's Hospital<br />

154 0% Client Forwards 20 Voided and Bursted Checks to JPMorgan 1 day Tue 7/17/12 Tue 7/17/12 153 Children's Hospital<br />

for MICR Testing<br />

155 0% Perform MICR & PVE Test 2 days Wed 7/18/12 Thu 7/19/12 154 Carolyn B.<br />

<strong>Page</strong> 6


ID % Complete Task Name Duration Start Finish Predecessors Resource Names<br />

156 0% Provide Test Feedback to Client 1 day Fri 7/20/12 Fri 7/20/12 155 Carolyn B.<br />

157 0% If Successful, Advise Client to Begin Issuing Checks &<br />

0 days Fri 7/20/12 Fri 7/20/12 156 Carolyn B.<br />

Activate PVE Pos Pay Service<br />

158 0% MICR Testing Complete 0 days Fri 7/20/12 Fri 7/20/12 157<br />

159 0% Positive Pay via Direct Transmission 12 days Wed 8/8/12 Thu 8/23/12<br />

160 0% Client Transmits Test Check Issue File to JPMorgan 1 day Wed 8/8/12 Wed 8/8/12 118 Client<br />

161 0% Test Check Issue File with Payee Information (if applicable) 2 days Thu 8/9/12 Fri 8/10/12 160 JPM Systems Impl Mgr<br />

162 0% Provide Test Feedback to Client 1 day Mon 8/13/12 Mon 8/13/12 161 JPM Systems Impl Mgr<br />

163 0% Provide Test Check Paid File to Client If Included with Full 2 days Mon 8/13/12 Tue 8/14/12 161 JPM Systems Impl Mgr<br />

Reconciliation<br />

164 0% Tests File and Provide Feedback to JPMorgan 2 days Wed 8/15/12 Thu 8/16/12 163 Client<br />

165 0% Sign-<strong>of</strong>f on File Testing 1 day Fri 8/17/12 Fri 8/17/12 164 JPM Systems Impl<br />

Mgr/Client<br />

166 0% Execute & Return Security Administration Designation Form 2 days Wed 8/8/12 Thu 8/9/12 118 Client<br />

167 0% Submit Connectivity Production Keys to Security Team 2 days Fri 8/10/12 Mon 8/13/12 166 Client<br />

168 0% Confirm Connectivity Production Keys are in Place 2 days Tue 8/14/12 Wed 8/15/12 167 JPM Connectivity<br />

Analyst<br />

169 0% Establish Connectivity in Production 5 days Thu 8/16/12 Wed 8/22/12 168 JPM Connectivity<br />

Analyst/Client<br />

170 0% Security Administrators Entitle and Approve Users 1 day Fri 8/17/12 Fri 8/17/12 164 Client<br />

171 0% Activate Positive Pay Service and Payee Verification (if<br />

2 days Mon 8/20/12 Tue 8/21/12 170 JPM Systems Impl<br />

applicable)<br />

Mgr/Client<br />

172 0% Submit First Check Issue File in Production 1 day Thu 8/23/12 Thu 8/23/12 171,169 Client<br />

173 0% Confirm Receipt <strong>of</strong> Production Check Issue File 0 days Thu 8/23/12 Thu 8/23/12 172 JPM Impl Project<br />

Mgr/JPM Systems Impl<br />

174 0% Setup Complete 0 days Thu 8/23/12 Thu 8/23/12 173<br />

175 0% Testing & Go Live Phase Complete 0 days Thu 8/23/12 Thu 8/23/12 126,142,159<br />

176 0% Deal Closure Phase 8 days Fri 8/24/12 Tue 9/4/12<br />

177 0% Monitor Services During Production Verification Period 5 days Fri 8/24/12 Thu 8/30/12 19,125 JPM Impl Project<br />

Mgr/JPM Systems Impl<br />

178 0% Sign-<strong>of</strong>f on Project 1 day Fri 8/31/12 Fri 8/31/12 177 JPM Impl Project<br />

Mgr/JPM Systems Impl<br />

179 0% Conduct Post Implementation Meeting 1 day Mon 9/3/12 Mon 9/3/12 178 JPM Impl Project<br />

Mgr/JPM Systems Impl<br />

180 0% Transition to Customer Service 1 day Tue 9/4/12 Tue 9/4/12 179 JPM Impl Project<br />

Mgr/Client<br />

181 0% Distribute Survey to Client 0 days Tue 9/4/12 Tue 9/4/12 180 JPMorgan<br />

<strong>Page</strong> 7


ID % Complete Task Name Duration Start Finish Predecessors Resource Names<br />

182 0% BAU Production 0 days Tue 9/4/12 Tue 9/4/12 180<br />

<strong>Page</strong> 8


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 6. Chase Branch Network


Chase Branch List<br />

PALM BEACH COUNTY<br />

Address Telephone Address Telephone Address Telephone<br />

222 Lakeview Avenue, Ste 100<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33401<br />

(561) 655-2694<br />

328 E Northlake Blvd<br />

North <strong>Palm</strong> <strong>Beach</strong>, Fl 33408<br />

(561) 840-4281<br />

7106 Fairway Dr<br />

<strong>Palm</strong> <strong>Beach</strong> Gardens, Fl 33418<br />

(561) 624-4002<br />

285 Sunrise Avenue<br />

<strong>Palm</strong> <strong>Beach</strong>, Fl 33480<br />

(561) 833-1017<br />

6710 Forest Hill Blvd<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33413<br />

(561) 642-0601<br />

9863 Lake Worth Road<br />

Lake Worth, Fl 33467<br />

(561) 963-3418<br />

1325 N Congress Avenue<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33401<br />

(561) 640-4521<br />

1300 W Lantana Road<br />

Lantana, Fl 33462<br />

(561) 586-2298<br />

1102 Royal <strong>Palm</strong> <strong>Beach</strong> Blvd<br />

Royal <strong>Palm</strong> <strong>Beach</strong>, Fl 33411<br />

(561) 753-1871<br />

7700 S Dixie Hwy<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33405<br />

(561) 585-7526<br />

4931 S Military Trail<br />

Greenacres, Fl 33463<br />

(561) 642-0107<br />

555 N Congress Avenue<br />

Boynton <strong>Beach</strong>, Fl 33426<br />

(561) 738-5101<br />

2959 N Military Trail<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33409<br />

(561) 478-9102<br />

4470 Northlake Blvd.<br />

<strong>Palm</strong> <strong>Beach</strong> Gardens, Fl 33410<br />

(561) 626-5553<br />

10160 Northlake Blvd.<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33412<br />

(561) 630-5011<br />

930 S Military Trail<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33415<br />

(561) 642-5901<br />

6492 W Lake Worth Road<br />

Lake Worth, Fl 33463<br />

(561) 439-1301<br />

901 S Federal Hwy<br />

Boyton <strong>Beach</strong>, Fl 33435<br />

(561) 732-8184<br />

2601 10th Avenue North, 1st<br />

Floor<br />

Lake Work, Fl 33461<br />

(561) 642-5501<br />

2500 PGA Blvd<br />

<strong>Palm</strong> <strong>Beach</strong> Gardens, Fl 33410<br />

(561) 439-1301<br />

5000 W Boyton <strong>Beach</strong> Blvd.<br />

Boton <strong>Beach</strong>, Fl 33436<br />

(561) 736-3773<br />

4660 Forest Hill Blvd<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33415<br />

(561) 967-7501<br />

3399 PGA Blvd, Suite 100<br />

<strong>Palm</strong> <strong>Beach</strong> Gardens, Fl 33410<br />

(561) 624-4728<br />

1480 Greenview Shores Blvd.<br />

Wellington, Fl 33414<br />

(561) 753-0189<br />

200 Lake Avenue<br />

Lake Worth, Fl 33460<br />

(561) 642-5818<br />

4660 Hypoluxo Road<br />

Lakeworth, Fl 33463<br />

(561) 967-0838<br />

10815 S Jog Rd.<br />

Boyton <strong>Beach</strong>, Fl 33437<br />

(561) 740-2542<br />

6835 Okeechobee Blvd<br />

West <strong>Palm</strong> <strong>Beach</strong>, Fl 33411<br />

(561) 471-1344<br />

6350 Lantana Road<br />

Lake Worth, Fl 33463<br />

(561) 964-9934<br />

525 NE 7th Street<br />

Delray <strong>Beach</strong>, Fl 33483<br />

(561) 265-4331


BROWARD COUNTY<br />

Address Telephone Address Telephone Address Telephone<br />

790 E Broward Blvd.<br />

Fort Lauderdale, Fl 33301<br />

(954) 523-8122<br />

5545 Sheridan Street<br />

Hollywood, Fl 33021<br />

(954) 961-4906<br />

6001 N University Dr<br />

Tamarac, Fl 33321<br />

(954) 7267221<br />

1807 Cordova Road<br />

Fort Lauderdale, Fl 33316<br />

(954) 467-8424<br />

1319 State Road 7<br />

North Lauderdale, Fl 33068<br />

(954) 974-0324<br />

6975 Taft St<br />

Hollywood, Fl 33024<br />

(954) 981-0379<br />

1800 N Federal Hwy<br />

Fort Lauderdale, Fl 33305<br />

3201 N Federal Hwy<br />

Oakland Park, Fl 33306<br />

5055 N Dixie Hwy<br />

Oakland Park, Fl 33334<br />

5096 N Dixie Hwy<br />

Oakland Park, Fl 33334<br />

300 E Dania <strong>Beach</strong> Blvd<br />

Dania, Fl 33004<br />

(954) 568-4143<br />

(954) 564-4457<br />

(954) 489-0136<br />

(954) 229-0964<br />

(954) 925-0122<br />

101 S Pompano Pkwy<br />

Pompano <strong>Beach</strong>, Fl 33069<br />

200 S Pine Island Rd, Suite<br />

100<br />

Plantation, Fl 33324<br />

8285 W Sunrise Blvd<br />

Plantation, Fl 33322<br />

6399 W Commercial Blvd<br />

Tamarac, Fl 33319<br />

(Currently Under Construction)<br />

3300 N University Dr<br />

Sunrise, Fl 33351<br />

(954) 974-8501<br />

(954) 370-5523<br />

(954) 577-1312<br />

(855) 251-3301<br />

(954) 572-7667<br />

4809 Coconut Creek Pkwy<br />

Coconut Creek, Fl 33063<br />

10195 Cleary Blvd<br />

Plantation, Fl 33324<br />

2285 N Federal Hwy<br />

Pompano <strong>Beach</strong>, Fl 33062<br />

9499 Sheridan St.<br />

Cooper City, Fl 33024<br />

8975 W Atlantic Blvd<br />

Coral Springs, Fl 33071<br />

(954) 978-3442<br />

(954) 236-5272<br />

(954) 946-0937<br />

(954) 392-0384<br />

(954) 755-8993<br />

4820 W Oakland Park Blvd<br />

Lakes, Fl 33313<br />

(954) 485-1061<br />

1701 E Young Circle<br />

Hollywood, Fl 33020<br />

(954) 923-5361<br />

8351 NW 88th Avenue<br />

Tamarac, Fl 33321<br />

(954)720-1842<br />

6529 Nova Dr<br />

Davie, Fl 33317<br />

(954)370-3463<br />

2401 E Atlantic Blvd<br />

Pompano <strong>Beach</strong>, Fl 33062<br />

(954) 941-5701<br />

12590 W Sunrise Blvd<br />

Sunrise, Fl 33323<br />

(954) 845-0150<br />

943 SE 15th Street<br />

Pompano <strong>Beach</strong>, Fl 33060<br />

(954) 788-5492<br />

4223 Hollywood Blvd<br />

Hollywood, Fl 33021<br />

(954) 893-1749<br />

6860 Miramar Pkwy<br />

Miramar, Fl 33023<br />

(954) 962-0071


ST LUCIE COUNTY MARTIN COUNTY INDIAN RIVER COUNTY<br />

Address Telephone Address Telephone Address Telephone<br />

130 S Entrada Avenue<br />

Port St. Lucie, Fl 34952<br />

(772) 878-8001<br />

2998 NW Federal Hwy<br />

Jensen <strong>Beach</strong>, Fl 34957<br />

(772) 692-9346<br />

1205 US Hwy 1<br />

Vero <strong>Beach</strong>, Fl 32960<br />

(772) 539-3356<br />

601 Virginia Avenue<br />

Fort Pierce, FL 34982<br />

(772) 595-1582<br />

2260 SE Federal Hwy<br />

Stuart, Fl 34994<br />

(772) 220-1803<br />

660 <strong>Beach</strong>land Blvd<br />

Vero <strong>Beach</strong>, Fl 32963<br />

(772) 492-0338<br />

1201 SE Port St. Lucie Blvd<br />

Port St. Lucie, Fl 34952<br />

(772) 335-7401<br />

2280 SE Federal Hwy<br />

Stuart, Fl 34994<br />

(772) 283-4421<br />

1701 NW St. Lucie W Blvd<br />

Port St. Lucie, Fl 34986<br />

(772) 785-7792<br />

1710 SW Gatlin Blvd<br />

Port St. Lucie, FL 34953<br />

(772) 879-2784


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This Map is a Product <strong>of</strong> JPMorgan Chase, N.A.;<br />

Produced by Branch Planning - Columbus;<br />

Site Data and Production Date: March 31, 2012<br />

F<br />

7


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 7. Business Resiliency Program


J.P. Morgan Treasury & Securities Services Business<br />

Resiliency Summary<br />

June 2011<br />

SOLUTIONS STRICTLY PRIVATE FROM JPMORGAN<br />

AND CONFIDENTIAL<br />

<strong>The</strong> information contained in this document is confidential and proprietary to<br />

JPMorgan Chase & Co.<br />

<strong>The</strong> business resiliency plans <strong>of</strong> JPMorgan Chase & Co. are subject to change<br />

without notice and do not guarantee that for every disaster or business<br />

disruption: (i) such plans will be successfully implemented; or (ii) such plans, if<br />

implemented, will be sufficient and appropriate to avoid, deter or mitigate the<br />

disaster or business disruption.<br />

© 2011 JPMorgan Chase & Co. All rights reserved.


Business Resiliency Planning<br />

CONFIDENTIAL<br />

Recovering from or even avoiding a service disruption, whether a component failure or a fullscale<br />

disaster, depends on a comprehensive and effective contingency and business recovery<br />

planning process combined with experienced people to execute the plan. J.P. Morgan’s<br />

business resiliency plans address all parts <strong>of</strong> the business – including employees, facilities,<br />

systems, telecommunications, third parties, and clients. Our business resiliency plans are living<br />

documents that are updated on an ongoing basis to incorporate lessons learned and tested<br />

regularly to validate the effectiveness and completeness <strong>of</strong> the plans.<br />

Business Resiliency plans are classified as “company confidential” and cannot be disclosed or<br />

shared with external entities. For informational purposes, this document provides an overview <strong>of</strong><br />

the Business Resiliency planning, testing and implementation approach in place for J.P.<br />

Morgan’s Treasury & Securities Services line <strong>of</strong> business.<br />

J.P. Morgan uses an integrated Business Resiliency strategy that addresses both the disaster<br />

recovery and business continuity planning required to resume operations from a disruption and<br />

provide for continuing operations over the course <strong>of</strong> a business interruption lasting up to 30<br />

days.<br />

J.P. Morgan’s firm-wide Business Resiliency program complies with all applicable guidelines<br />

from <strong>The</strong> U.S. Office <strong>of</strong> the Comptroller <strong>of</strong> the Currency (OCC), the U.S. Federal Financial<br />

Institutions Examination Council (FFIEC) and the Interagency White Paper on Sound Practices<br />

to Strengthen the Resilience <strong>of</strong> the U. S. Financial System. <strong>The</strong>re are approximately 100<br />

guidelines worldwide for resiliency and our Corporate policies and LOB guidelines were<br />

documented to account for the various global regulations and are subject to country audits.<br />

Recovery strategies and plans are documented to account for the worst-case scenario, involving<br />

loss <strong>of</strong> life and widespread geographic interruption.<br />

SOLUTIONS FROM J.P. MORGAN<br />

<strong>The</strong> firm’s Treasury & Securities Services line <strong>of</strong> business maintains a dedicated staff<br />

responsible for providing Business Resiliency services to all business units. <strong>The</strong> BR<br />

pr<strong>of</strong>essionals provide governance, oversight and compliance functions for business and<br />

technology subject matter experts. <strong>The</strong> team is responsible for ensuring that corporate,<br />

regulatory and country-specific requirements are met. Disaster recovery strategies and plans<br />

(also known as information technology recovery plans) address the recovery <strong>of</strong> critical systems<br />

and applications from an interruption to normal processing cycles. A full range <strong>of</strong> technical<br />

solutions are used, with the specific technologies applied to each application/function depending<br />

on the criticality and recovery time objective <strong>of</strong> the specific application. J.P. Morgan data centers<br />

support a wide range <strong>of</strong> technology to provide high availability environments and alternate site<br />

recovery capabilities, including disk mirroring, clustering, geographically dispersed systems, and<br />

<strong>of</strong>fsite tape backups, depending on the criticality and recovery window <strong>of</strong> the application(s).<br />

Documented business continuity strategies and plans address the recovery <strong>of</strong> functions and/or<br />

people to one or more viable alternate recovery sites. When similar processes utilizing like<br />

systems are performed at multiple locations, the use <strong>of</strong> a sister site or distributed operating<br />

model is generally the preferred recovery approach. A sister site is defined as a facility that<br />

performs like processes, using similar systems and equipment, and where local management<br />

possesses expertise on the processes to be recovered at that location. In situations where only<br />

1


CONFIDENTIAL<br />

workspace or access to remote applications is required, other J.P. Morgan locations outside the<br />

production site zone are the preferred approach.<br />

Plan Development<br />

J.P. Morgan uses a formal Business Impact Analysis (BIA) process and a standard tool to gather<br />

and analyze data with each business unit. For consistency <strong>of</strong> process and content, a Business<br />

Resiliency Analyst works with the business unit staff to conduct this assessment. <strong>The</strong> BIA<br />

measures the potential impact <strong>of</strong> disruption to clients, as well as legal, regulatory and financial<br />

impact to the firm if the business process is not able to function. <strong>The</strong> business unit then<br />

establishes a recovery window for processes and supporting infrastructure. <strong>The</strong> recovery<br />

window range begins with intraday recovery and extends out based on the criticality and timesensitivity<br />

<strong>of</strong> the process.<br />

Output from the BIA is used to define and develop a preferred recovery strategy consistent with<br />

the specified recovery window. Standardized methodologies, templates and tools provide<br />

consistent reporting mechanisms, helping to ensure that the selected strategy and the detailed<br />

plan address all relevant aspects <strong>of</strong> the FFIEC guidelines. All business continuity plans are<br />

required to incorporate and satisfy specific critical elements, including:<br />

Recovery Strategy Employee Call Tree Customers/Third Parties<br />

Recovery Time Objective Damage Assessment Equipment/S<strong>of</strong>tware<br />

Emergency Notification Recovery Procedures Telecommunications<br />

Work-in-process Assessment<br />

Risk assessment and recovery site selection includes evaluation <strong>of</strong> sites that will not likely be<br />

impacted by the same event considering regional geography and critical infrastructure that<br />

supports the process. In many cases, alternate J.P. Morgan locations or sister sites are the<br />

primary recovery site. Select business units have established hot site locations for business and<br />

technology recovery while others have contracts with third party vendors to provide and support<br />

business and systems recovery.<br />

SOLUTIONS FROM J.P. MORGAN<br />

Where applicable, business resiliency plans reference command centers, assembly sites, <strong>of</strong>fsite<br />

storage and recovery sites. A formal process to document and approve recovery sites is in<br />

place to help avoid the potential double-booking or business unit overlap at recovery sites.<br />

Additionally, support groups, such as Real Estate and Desktop Support, ensure recovery sites<br />

can be utilized effectively at the time <strong>of</strong> an interruption and that plans are established to provide<br />

required infrastructure within allowable timeframes.<br />

Testing, Training and Education<br />

All plans must comply with the firms’ corporate Risk Based Testing policy and test cycle. Each<br />

resiliency plan is tested annually. Exercises can include:<br />

• Notification Procedures: Assure the accuracy and completeness <strong>of</strong> call tree information<br />

is maintained through organizational changes.<br />

• Walkthrough: Familiarize the business unit or support group staff with the plan and their<br />

role in its execution. This validates that the resiliency plan incorporates all critical<br />

processes and helps to identify gaps or other weaknesses requiring remediation.<br />

• Simulation / Table Top Testing: Validate and share assumptions, including those related<br />

to dependencies, and the ability <strong>of</strong> support groups, third parties, and other vendors to<br />

provide support. A scenario-based test is an interactive session where participants are<br />

2


CONFIDENTIAL<br />

presented with an incident and need to make decision in order to overcome a problem or<br />

situation.<br />

• Full Physical: Validate the ability to recover business units, processes, applications, and<br />

infrastructure within the established recovery time objective without dependency on the<br />

primary location.<br />

• Location: Assure resiliency readiness at the site-level to recover from a range <strong>of</strong><br />

scenarios, including full loss <strong>of</strong> site and validate the ability to recover all processes and<br />

technology with RTOs <strong>of</strong> 2 through 72 within recovery time objectives.<br />

Resiliency plans supporting critical business processes are updated annually or when there are<br />

significant changes in the environment. Plan maintenance sessions are typically a formal review<br />

<strong>of</strong> all aspects <strong>of</strong> the resiliency plan and updates are made as necessary. Where applicable, we<br />

educate each shift <strong>of</strong> the general employee population on how to respond to an event at their<br />

facility, in addition to the employees that will be directly involved with a recovery effort.<br />

In addition, J.P. Morgan has a formal, centrally managed, assessment process to evaluate the<br />

adequacy <strong>of</strong> security, disaster recovery and business continuity controls in place at critical third<br />

parties. A critical third party is an external entity, which provides a product or service that has<br />

client, revenue, regulatory or reputational impact to J.P. Morgan.<br />

Business Resiliency plans are subject to reviews by J.P. Morgan’s Internal Audit Department<br />

and the Global Business Resiliency group, which acts as the firm’s governing body for Business<br />

Resiliency measures. <strong>The</strong> plans must address and comply with documented organizational<br />

requirements. All findings are escalated to the business units, Risk Management and division<br />

executive for review.<br />

SOLUTIONS FROM J.P. MORGAN<br />

Event Management, Escalation and Response<br />

J.P. Morgan has regional crisis management teams in place to address emerging risks and<br />

respond to actual recovery issues. Within each line <strong>of</strong> business, a crisis management<br />

framework is in place to manage business units and customers through a potential or actual<br />

business interruption event. This process is tested on a regular basis and has been successfully<br />

used to manage through a multitude <strong>of</strong> planned and unplanned events including hurricanes,<br />

floods, snowstorms, terrorist attacks, technology interruptions and power outages. <strong>The</strong> following<br />

areas are addressed:<br />

• Notification <strong>of</strong> employees and activation <strong>of</strong> the plan<br />

• Damage assessment <strong>of</strong> facility, technology and work-in-progress<br />

• Evaluation and impact <strong>of</strong> established service level agreements<br />

• Communication with key support providers and customers<br />

• Recovery <strong>of</strong> work-in-progress<br />

• Recovery site activation<br />

• Impact on support groups and interdependent processes<br />

• Movement <strong>of</strong> work and people<br />

• Business unit and technology recovery<br />

• Restoration <strong>of</strong> the process back to the original production location<br />

3


CONFIDENTIAL<br />

J.P. Morgan is a large, geographically dispersed financial institution with the ability to manage<br />

complex events. Automated notification tools, e-mail, instant messaging, and teleconference<br />

bridge lines are used to communicate and coordinate activities across all business units and<br />

support groups.<br />

In an actual business disruption, it can be critical to determine accurately the extent <strong>of</strong> damage<br />

and the resources required to resume and maintain operations. Damage Assessment is<br />

comprised <strong>of</strong> three components, coordinated by groups knowledgeable in their established<br />

discipline: the Facilities and Critical Infrastructure Group evaluates the facility and select<br />

supporting infrastructure; business unit management evaluates the impact <strong>of</strong> in-progress and<br />

expected workload and determines the appropriate level <strong>of</strong> response; Global Technology<br />

Infrastructure evaluates the impact on electronic equipment, including computers, network and<br />

servers.<br />

Within each line <strong>of</strong> business at each location, a senior individual is appointed to represent the<br />

business at the J.P. Morgan’s firm-wide Crisis Command Center. In the event <strong>of</strong> a business<br />

disruption, J.P. Morgan will activate the Command Center in order to determine the scope <strong>of</strong> the<br />

disruption, the effect on the business and on our clients. When activated, the Crisis Command<br />

Center is staffed 24 hours a day with senior representatives from Facilities, Security,<br />

Technology, Infrastructure, Risk Management, Legal/Compliance, Insurance, Audit, Human<br />

Resources, Corporate Communications/Marketing, Finance and each line <strong>of</strong> business.<br />

To keep clients informed during a business disruption J.P. Morgan relies on both written and<br />

verbal communications. We provide clients with regular updates summarizing the status <strong>of</strong> the<br />

situation and the impact to clients. Depending on the nature <strong>of</strong> the disruption and the number <strong>of</strong><br />

clients impacted, the firm may use direct telephone calls, conference calls, e-mails, faxes,<br />

recorded messages, and other means to disseminate information. When applicable,<br />

communications may include contact information for those areas operating at contingency<br />

locations.<br />

SOLUTIONS FROM J.P. MORGAN<br />

Minimizing Likelihood and Extent <strong>of</strong> A Disruption<br />

J.P. Morgan’s extensive global footprint provides built-in redundancy for many core processing,<br />

operations and service delivery functions. J.P. Morgan has strategically located data centers<br />

and operation centers throughout the world. This geographic distribution helps to reduce the<br />

impact <strong>of</strong> a local disruption on our business. Each location has at least one defined and tested<br />

recovery site with connectivity to applications and a tested plan for relocating to the alternate site<br />

and resuming business.<br />

Further minimizing the likelihood <strong>of</strong> a full-scale business disruption, J.P. Morgan’s data centers<br />

and data storage procedures have been designed to minimize the likelihood <strong>of</strong> a disruption in the<br />

event <strong>of</strong> a disaster, as described below.<br />

• Data centers have on-site backup processing resources to address local equipment<br />

issues.<br />

• Data centers and major operations facilities are designed to receive electrical power<br />

from dual utility feeds, multiple redundant Uninterruptible Power Supply (UPS)<br />

protection, and redundant on-site generators. Buildings feature stringent physical<br />

security, using highly sophisticated systems to prevent against and detect fire, smoke,<br />

4


CONFIDENTIAL<br />

water and intrusion. <strong>The</strong>se measures help to reduce the risk and minimize the<br />

consequences <strong>of</strong> these events. Each building is secured at the main entrance, requiring<br />

electronic ID cards for access. In addition, a trained and equipped security staff<br />

provides 24-hour coverage.<br />

• In major facilities, telephone service is delivered from two separate switching stations<br />

and delivered to the building so that an interruption to one <strong>of</strong> the switching stations<br />

would not affect the entire building’s workspace.<br />

J.P. Morgan maintains a proprietary telecommunications network across our global operating<br />

facilities and data centers, which is designed to maintain communications in the event <strong>of</strong> a<br />

disaster. We have redundant components for each connection (e.g., routers, switches, etc.)<br />

which allow us to immediately correct device failures. We have configured our network with<br />

multiple diversely routed paths that allow us to re-direct traffic in the event <strong>of</strong> a disruption. This<br />

enables us to revert to additional options in the event <strong>of</strong> a provider outage.<br />

Wide-scale Staff Disruption (including Pandemic Preparedness)<br />

Based on the World Health Organization’s pandemic model, J.P. Morgan has prepared a<br />

process for creating layers <strong>of</strong> defense to prevent virus transmission and a work-around for the<br />

possibility <strong>of</strong> mass employee absenteeism. Our plans not only address a pandemic situation but<br />

would serve us for other wide-scale staff disruptions. Planning incorporates preparedness and<br />

expertise from all areas <strong>of</strong> the firm. Consideration has been given to the unavailability <strong>of</strong> the<br />

workforce or closing <strong>of</strong> locations over extended periods <strong>of</strong> time. J.P. Morgan will exercise<br />

commercially reasonable efforts to ensure that the firm will meet its obligations to you and to all<br />

<strong>of</strong> our customers.<br />

SOLUTIONS FROM J.P. MORGAN<br />

5


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 8. J.P. Morgan CRA Commitment


JPMorgan Chase Community Involvement – <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>, FL<br />

CRA & Community Development Activities from 2009 through 2011<br />

J.P. Morgan Chase Bank, NA (JPMC or Chase) has a proven history <strong>of</strong> commitment to the goals<br />

<strong>of</strong> the CRA, and to community service. This commitment is exemplified by the consistent<br />

rating <strong>of</strong> OUTSTANDING compliance with the Community Reinvestment Act (CRA), in its past<br />

examinations by the Federal Reserve Bank <strong>of</strong> New York, and most recently with the Office <strong>of</strong><br />

the Comptroller <strong>of</strong> the Currency.<br />

JPMorgan Chase has distinguished itself as a national leader in community development<br />

lending. JPMorgan Chase provides financing for affordable housing and economic development<br />

projects in low- and moderate-income communities served by JPMorgan Chase. During the<br />

period, the bank originated or purchased $19 million in community development loans or<br />

letters <strong>of</strong> credit in <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>.<br />

JPMorgan Chase also has a long tradition <strong>of</strong> market leadership in the area <strong>of</strong> mortgage lending,<br />

making innovative mortgage products available to meet the needs <strong>of</strong> all homebuyers. In this<br />

period, the bank made over 8,100 mortgage loans totaling $1.7 billion throughout <strong>Palm</strong> <strong>Beach</strong><br />

<strong>County</strong>, <strong>of</strong> which 28.0% were made to low- or moderate-income borrowers and 10.6% were<br />

made for homes located in low- or moderate-income communities.<br />

JPMC is also a market leader in the area <strong>of</strong> small business lending, making available a full range<br />

<strong>of</strong> competitively priced products designed to meet the needs <strong>of</strong> small businesses and their<br />

owners. JPMC has originated or purchased over 9,000 small business loans totaling $107 million<br />

throughout <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>, <strong>of</strong> which, 16.1% were made to businesses located in low- or<br />

moderate-income communities.<br />

JPMorgan Chase has continued to maintain excellent responsiveness to the community<br />

development needs <strong>of</strong> its assessment area through its significant level <strong>of</strong> qualified community<br />

development investments. JPMorgan Chase makes substantial investments in Low-Income<br />

Housing Tax Credits (LIHTC) which help finance the creation <strong>of</strong> low- or moderate-income<br />

affordable housing, and in New Markets Tax Credits (NMTC) which help provide community<br />

services and revitalization/stabilization to low- or moderate-income communities. JPMorgan<br />

Chase provided $15.2 million in qualified investments in <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> during this period.<br />

SOLUTIONS FROM J.P.MORGAN<br />

JPMorgan Chase has long supported economic development, affordable housing, support<br />

services, education, and other community development initiatives by providing grants to notfor-pr<strong>of</strong>it<br />

organizations and financial intermediaries devoted to these areas. In addition, the<br />

bank has been a leader in designing and fostering innovative programs to meet the changing<br />

needs <strong>of</strong> its communities. During this period, JPMorgan Chase provided over $1.2 million in<br />

grants for community development purposes throughout <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong>.<br />

JPMC’s Homeownership Preservation Office is recognized as an industry leader in foreclosure<br />

prevention. <strong>The</strong> Homeownership Preservation Office helps families stay in their homes<br />

whenever possible by connecting homeowners with counselors through a national help line and<br />

leading foreclosure-prevention workshops and local training programs for community leaders,<br />

housing advocates, public <strong>of</strong>ficials and investors. JPMorgan Chase also maintains Chase<br />

Homeownership Centers - dedicated walk-in centers where struggling borrowers around the<br />

country can meet face-to-face with trained counselors who help customers understand the full<br />

range <strong>of</strong> options available that could allow them to stay in their homes. During this period, the<br />

bank has opened 13 Homeownership Centers in the State <strong>of</strong> Florida, including two in <strong>Palm</strong><br />

<strong>Beach</strong> <strong>County</strong>. Statewide, the Chase homeownership centers have provided assistance to more<br />

than 39,000 homeowners at risk <strong>of</strong> losing their homes to foreclosure, including over 4,500<br />

through the <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong> homeownership centers.<br />

1


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 9. Deposit Preparation Guides


For<br />

Susan R. Jones<br />

123 Street Avenue<br />

City, State 111111<br />

888-888-8888<br />

Susan R. Jones<br />

123 Street Avenue<br />

Pay this City, Cheque State 111111<br />

888-888-8888<br />

to the Order <strong>of</strong>Susan R. Jones<br />

123 Street Avenue<br />

Pay this City, Cheque State 111111<br />

888-888-8888<br />

to the Order <strong>of</strong><br />

Pay this Cheque<br />

to the Order <strong>of</strong><br />

07100 13111 450023 15866 701125<br />

For<br />

07100 13111 450023 15866 701125<br />

For<br />

For<br />

07100 13111 450023 15866 701125<br />

Susan R. Jones<br />

123 Street Avenue<br />

City, State 111111<br />

Susan R. Jones<br />

888-888-8888<br />

123 Street Avenue<br />

Pay this Cheque<br />

City, State 111111<br />

to the Order 888-888-8888 <strong>of</strong>Susan R. Jones<br />

123 Street Avenue<br />

Pay this Cheque<br />

City, State 111111<br />

to the Order 888-888-8888 <strong>of</strong><br />

Pay this Cheque<br />

to the Order <strong>of</strong><br />

For<br />

PLEASE PRINT MAILING LABEL IF NOT SHOWN BELOW<br />

DEPOSITS MAY NOT BE AVAILABLE FOR IMMEDIATE WITHDRAWAL<br />

For<br />

$<br />

694<br />

Dollars<br />

$<br />

694<br />

Dollars<br />

$<br />

96.00<br />

+ 18.00<br />

694<br />

Dollars<br />

Pay this Cheque<br />

to the Order <strong>of</strong><br />

323.00<br />

+ 8.47<br />

+ 24.00<br />

+ 180.00<br />

+ 32.00<br />

102.00<br />

96.00<br />

+ 18.00<br />

IN Pay UNITED this Cheque STATES<br />

to FIFTY the Order DOLLARS <strong>of</strong><br />

Pay IN UNITED this Cheque STATES<br />

to FIFTY the Order DOLLARS <strong>of</strong><br />

Dollars<br />

CURRENCY<br />

Pay this Cheque<br />

to the Order <strong>of</strong><br />

Date<br />

IN UNITED STATES<br />

Pay this Cheque<br />

FIFTY DOLLARS<br />

to the Order <strong>of</strong><br />

07100 13111 450023 15866 701125<br />

IN Pay UNITED this Cheque STATES<br />

FIFTY DOLLARS<br />

to the Order <strong>of</strong><br />

07100 13111 450023 15866 701125<br />

96.00<br />

+ 18.00<br />

IN UNITED STATES<br />

FIFTY DOLLARS<br />

Dollars<br />

Dollars<br />

323.00<br />

8.47<br />

+ 102.00<br />

+ 24.00<br />

+ 180.00<br />

+ 32.00<br />

IN UNITED STATES<br />

FIFTY DOLLARS<br />

96.00<br />

Date + 18.00<br />

Date<br />

Date<br />

HG410 591 059<br />

Date<br />

HG410 591 059<br />

Date<br />

HG410 591 059<br />

CREDIT ACCOUNT OF<br />

PLEASE PRINT MAILING LABEL IF NOT SHOWN BELOW<br />

DEPOSITS MAY NOT BE AVAILABLE FOR IMMEDIATE WITHDRAWAL<br />

CURRENCY<br />

COIN<br />

CHECKS<br />

(list singly)<br />

TOTAL<br />

DEPOSIT<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

For<br />

Susan R. Jones<br />

123 Street Avenue<br />

City, State 111111<br />

888-888-8888<br />

Susan R. Jones<br />

123 Street Avenue<br />

Pay this City, Cheque State 111111<br />

888-888-8888<br />

to the Order <strong>of</strong>Susan R. Jones<br />

123 Street Avenue<br />

Pay this City, Cheque State 111111<br />

888-888-8888<br />

to the Order <strong>of</strong><br />

Pay this Cheque<br />

to the Order <strong>of</strong><br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

96.00<br />

+ 18.00<br />

07100 13111 450023 15866 701125<br />

For<br />

323.00<br />

+ 8.47<br />

07100 13111 450023 15866 701125<br />

For<br />

07100 13111 450023 15866 701125<br />

+ 24.00<br />

+ 180.00<br />

+ 32.00<br />

96.00<br />

+ 18.00<br />

+ 323.00<br />

8.47<br />

+ 102.00<br />

Date<br />

96.00<br />

+ 18.00<br />

Date<br />

Pay this Cheque<br />

to the Order <strong>of</strong><br />

Date<br />

IN Pay UNITED this Cheque STATES<br />

to FIFTY the Order DOLLARS <strong>of</strong><br />

07100 13111 450023 15866 701125<br />

Pay IN UNITED this Cheque STATES<br />

to FIFTY the Order DOLLARS <strong>of</strong><br />

+ 18.00<br />

07100 13111 450023 15866 701125<br />

IN UNITED STATES<br />

FIFTY DOLLARS<br />

07100 13111 450023 15866 701125<br />

Dollars<br />

102.00<br />

+ 96.00<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

Dollars<br />

Dollars<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

+ 24.00<br />

+ 180.00<br />

+ 32.00<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

BRANCH DEPOSIT INSTRUCTIONS<br />

1 HOW TO BUNDLE CHECKS AND TRAVELERS CHECKS 2<br />

HOW TO BUNDLE COIN AND CURRENCY<br />

a.<br />

b.<br />

c.<br />

d.<br />

Face all checks and travelers<br />

checks in the same direction.<br />

Checks and travelers checks<br />

should be endorsed including<br />

your account number.<br />

Batch checks and travelers<br />

checks together. No more<br />

than 300 checks per batch<br />

and no fewer than 6.<br />

A separate, totaled adding<br />

tape is required for each<br />

batch. <strong>The</strong> checks should be<br />

in the same order as the<br />

adding tape. Secure all<br />

checks and travelers checks<br />

together using a rubber band<br />

with the adding tape on top.<br />

DO NOT staple, fold or<br />

paperclip checks.<br />

ENDORSE HERE<br />

1125<br />

$50<br />

Travelers Cheques $50<br />

Travelers US<br />

$50<br />

$50Cheques<br />

Travelers Traveles US<br />

$50<br />

$50Cheques<br />

Traveles US Cheques<br />

07100 13111 450023 15866 Traveles 701125 Cheques<br />

Check must be endorsed<br />

within the top 1.5" <strong>of</strong> the<br />

check. When turned sideways<br />

as shown here, the<br />

top <strong>of</strong> the check is the<br />

portion that contains the<br />

account number.<br />

100<br />

Checks<br />

07100 13111 450023 15866 701125<br />

TOTAL<br />

07100 13111 450023 15866 701125<br />

07100 13111 450023 15866 701125<br />

$50<br />

HG410 591 059<br />

HG410 591 059<br />

Travelers Cheques $50<br />

HG410 591 059<br />

Travelers US<br />

$50<br />

$50Cheques<br />

Travelers US<br />

$50<br />

07100 13111 450023 15866 Traveles 701125 $50Cheques<br />

Cheques<br />

US<br />

07100 13111 694 450023 15866 wTraveles 701125 Cheques<br />

+ 24.00<br />

+ 180.00<br />

+ 32.15<br />

+ 122.00<br />

+ 96.00<br />

+ 18.00<br />

86<br />

T Checks<br />

TOTAL<br />

+ 24.00<br />

+ 180.22<br />

+ 32.00<br />

+ 122.00<br />

+ 96.45<br />

+ 18.00<br />

+ 2,589.29<br />

694<br />

07100 13111 450023 15866 Traveles 701125 Cheques<br />

$<br />

+ 4,311.76<br />

$<br />

$<br />

694<br />

a.<br />

b.<br />

c.<br />

d.<br />

Bills should be separated by<br />

denomination. 100 bills for one<br />

denomination equals a full strap. <strong>The</strong><br />

bills should be face-up and batched<br />

into a full strap for each denomination.<br />

For less than a full strap <strong>of</strong> mixed<br />

denominations, bundle bills face-up<br />

starting with the lowest denomination<br />

to the highest. Use the reverse side <strong>of</strong><br />

a currency strap to bundle the bills.<br />

On each currency strap, legibly print or<br />

stamp the company name, store<br />

number, initials <strong>of</strong> the preparer and<br />

date.<br />

Place small amounts <strong>of</strong> mixed loose<br />

coin in an envelope. On the outside <strong>of</strong><br />

the envelope, legibly print or stamp the<br />

amount, the company name, store<br />

number, initials <strong>of</strong> preparer and date.<br />

20 $2,860 20<br />

1 1<br />

$247<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

100 $1,600 100<br />

5 Date<br />

$985 5 10 10<br />

20<br />

20 $870 50<br />

1 1<br />

5<br />

Date 5 $249<br />

1<br />

10<br />

$700 100<br />

1 Date<br />

1<br />

100<br />

1<br />

Date<br />

50 50<br />

50 50<br />

20<br />

1<br />

20<br />

1<br />

1 1<br />

$72<br />

50 50<br />

20 Company Name 50<br />

Store Number<br />

1<br />

Preparer's Initials<br />

50<br />

Date<br />

1 1<br />

10<br />

Amount<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

50<br />

3 HOW TO PREPARE THE DEPOSIT TICKET<br />

4<br />

HOW TO PREPARE THE DEPOSIT BAG<br />

a.<br />

b.<br />

DEPOSIT TICKETS should be preprinted with the following<br />

information (if not, fill it in):<br />

1 Company Name<br />

2 Store Number<br />

3 MICR Line<br />

a Store Number<br />

b Account Number<br />

6 9<br />

7<br />

10<br />

8<br />

1<br />

2<br />

3<br />

3<br />

Bag Serial #<br />

Date<br />

Preparer's initials<br />

CREDIT ACCOUNT OF<br />

Company Name<br />

Store Number<br />

COIN<br />

CHECKS<br />

(list singly)<br />

TOTAL<br />

DEPOSIT<br />

II' ########## II' I: ######## I: ############# II'<br />

Write the following information on the deposit ticket:<br />

a<br />

9<br />

10<br />

b<br />

11<br />

11<br />

a.<br />

b.<br />

c.<br />

Place currency and coins in the top pouch.<br />

Place deposit ticket on top so that it is visible through the window<br />

with checks and travelers checks underneath in the bottom pouch.<br />

To seal properly, see instructions on the deposit bag.<br />

50 50<br />

20<br />

1<br />

20<br />

1<br />

1 1<br />

50 $72 50<br />

20 Company Name 50<br />

Store Number<br />

1 50<br />

Preparer's Initials<br />

1 Date<br />

1<br />

20 $2,860 20<br />

100 $1,600 100<br />

Date<br />

5<br />

$985 5 10 10<br />

20<br />

20 $870 50<br />

Date 1 1<br />

5<br />

5 $249<br />

1<br />

10<br />

100<br />

1<br />

50 50<br />

10<br />

$700 100<br />

50<br />

6 Bag Serial Number (printed on upper left <strong>of</strong> the dual-pouch<br />

deposit bag)<br />

- CURRENCY<br />

7 Date<br />

8 Preparer's Initials<br />

Top Pouch<br />

- COINS<br />

Company Name Date<br />

Account Number Store Number<br />

Cash/Coin $<br />

9 FOR COIN and CURRENCY, write total <strong>of</strong> all strapped bills in the<br />

box next to ‘currency’. Write the total amount <strong>of</strong> coins next to the<br />

‘coin’ box. Write the total <strong>of</strong> currency and coin in the TOTAL<br />

DEPOSIT box.<br />

10 FOR CHECKS, write the total <strong>of</strong> each batch <strong>of</strong> checks in the<br />

‘checks’ box. (No more than 300 checks per batch and no fewer<br />

than 6.) Write out the amount <strong>of</strong> each check next to ‘checks’<br />

when you have 6 or fewer checks. Write the total <strong>of</strong> your sums in<br />

the TOTAL DEPOSIT box.<br />

11 <strong>The</strong> bank should receive a duplicate copy <strong>of</strong> the deposit ticket if<br />

you require a validated receipt.<br />

Bottom Pouch<br />

Bag Serial #<br />

Date<br />

Preparer's initials<br />

Company Name<br />

Store Number<br />

II' ########## II' I: ######## I: ############# II'<br />

- DEPOSIT TICKET<br />

Checks $<br />

Total $<br />

- CHECKS AND<br />

TRAVELERS CHECKS<br />

100<br />

Checks<br />

TOTAL<br />

+ 24.00<br />

+ 180.00<br />

+ 32.15<br />

+ 122.00<br />

+ 96.00<br />

+ 18.00<br />

$<br />

+ 4,311.76<br />

$50<br />

HG410 591 059<br />

HG410 591 059<br />

Travelers Cheques $50<br />

HG410 591 059<br />

Travelers US<br />

$50<br />

$50Cheques<br />

694 Travelers Traveles US<br />

$50<br />

$50Cheques<br />

Cheques<br />

694<br />

US<br />

wTraveles Cheques<br />

694<br />

Traveles Cheques<br />

$<br />

$<br />

86<br />

T Checks<br />

TOTAL<br />

+ 24.00<br />

+ 180.22<br />

+ 32.00<br />

+ 122.00<br />

+ 96.45<br />

+ 18.00<br />

+ 2,589.29<br />

© 2006 JPMorgan Chase & Co. All rights reserved. JPMorgan Chase Bank, N.A. Member FDIC


Cash Vault Services<br />

Deposit Preparation Guide<br />

How to Bundle<br />

Currency and Coin<br />

How to Fill Out a Deposit Ticket for<br />

Currency, Coin and Checks<br />

Bills are separated by denomination.<br />

100 bills per denomination is a full strap.<br />

Bills should be faceup and batched into<br />

a full strap for each denomination.<br />

<br />

<br />

For less than a full strap <strong>of</strong> mixed<br />

denominations, bundle bills faceup.<br />

Use the reverse side <strong>of</strong> a currency strap<br />

to bundle bills.<br />

On each currency strap legibly print or<br />

stamp:<br />

• Company name<br />

• Store number<br />

• Date<br />

• Preparer’s initials<br />

20 20<br />

20<br />

$2000<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

20<br />

Deposit tickets should be preprinted<br />

with the following information:<br />

<br />

<br />

A Company name<br />

B Store number<br />

C Store address<br />

D MICR line<br />

1 Store number<br />

2 Account number<br />

Write the following information on<br />

the deposit ticket:<br />

G Bag serial number<br />

(preprinted on tamper-evident<br />

deposit bag)<br />

H Date<br />

I<br />

Preparer’s initials<br />

J Total deposit amount<br />

(total amount <strong>of</strong> currency,<br />

coin and checks)<br />

<br />

For currency and coin, write total <strong>of</strong><br />

all strapped and loose bills in the box<br />

next to currency. Write the total<br />

amount <strong>of</strong> coins next to the coin box.<br />

Write the total <strong>of</strong> currency and coin in<br />

the total deposit box. List loose coin<br />

deposits <strong>of</strong> more than $10 on a<br />

separate deposit ticket and enclose in<br />

a separate, tamper-evident bag.<br />

Note the check totals:<br />

• When you have up to 300 checks<br />

(and no fewer than six), write the<br />

total <strong>of</strong> each batch <strong>of</strong> checks in the<br />

checks box.<br />

• When you have six or fewer checks,<br />

write out the amount <strong>of</strong> each check<br />

next to the checks box.<br />

• Write the total <strong>of</strong> your sums<br />

in the total deposit box.<br />

<br />

Place small amounts <strong>of</strong> mixed loose coin in<br />

an envelope and legibly write or stamp on it:<br />

• Company name<br />

• Store number<br />

• Date<br />

• Amount<br />

• Preparer’s initials<br />

Sample<br />

Amount<br />

Company Name<br />

Store Number<br />

Preparer's Initials<br />

Date<br />

©2009 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC. All services are subject to applicable laws<br />

and regulations and service terms. Not all products and services are available in all geographic areas. Eligibility for particular products<br />

and services is subject to final determination by J.P. Morgan and or its affiliates/subsidiaries. Produced by TS Global Marketing.


Cash Vault Services<br />

Deposit Preparation Guide<br />

How to Prepare Deposit Bag for Currency, Coin and Checks<br />

To seal bag properly, follow the instructions printed on the bag and refer to the accompanying illustration:<br />

Sample<br />

©2009 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC. All services are subject to applicable laws<br />

and regulations and service terms. Not all products and services are available in all geographic areas. Eligibility for particular products<br />

and services is subject to final determination by J.P. Morgan and or its affiliates/subsidiaries. Produced by TS Global Marketing.


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 10. Deposit Bag Specifications


DEPOSIT BAG SPECIFICATIONS<br />

Depository Bag<br />

• <strong>The</strong> depository bag must have two separate pouches. One is designated for cash. <strong>The</strong> other is<br />

designated for checks, traveler’s checks, deposit slips and other supporting documentation.<br />

• <strong>The</strong> pouch designated for cash should have a highly tamper-evident closure.<br />

• <strong>The</strong> pouch designated for checks, deposit slips, etc., should have a resealable closure.<br />

• <strong>The</strong> two pouches must be clearly separate from each other so there is no access from one pouch to<br />

the other. <strong>The</strong> two pouches cannot be stacked back to back, but must be top/bottom or side by side.<br />

• Pouch sizes should be designed to hold the contents <strong>of</strong> a majority <strong>of</strong> the deposits typically made by<br />

the individual location.<br />

• <strong>The</strong> bag should be recyclable.<br />

• <strong>The</strong> construction <strong>of</strong> the bag should withstand customer and carrier handling without failing. J.P. Morgan<br />

recommends a minimum side-seal strength <strong>of</strong> 1,500 grams/inch.<br />

• <strong>The</strong> printing on the outside <strong>of</strong> the bag should include:<br />

• Detailed instructions outlining the expected contents <strong>of</strong> each pouch.<br />

• Space to write the delivery and sending location information.<br />

• A unique numbering system (no alpha characters or symbols) for the identification <strong>of</strong> each depository<br />

bag. Print this number on the receipt strip <strong>of</strong> the bag seal and on the body <strong>of</strong> the bag. Replicate the<br />

number in bar-code format:<br />

― Optimally, the bar code should be placed in the upper section, centered at the top <strong>of</strong> the bag.<br />

― <strong>The</strong> bar code should be Font 39; optimally with 1:2 aspect ratio, 15 mil bar width, 2:1 wide to<br />

narrow bar ratio 1/4" to 1/2" white border, black bar code color and white background.<br />

• A clear description <strong>of</strong> what to look for to determine if tampering has occurred.<br />

• <strong>The</strong> bag must provide visible means to detect tampering attempts.<br />

• <strong>The</strong> bag must have at least one transparent side so the contents <strong>of</strong> each pouch can be seen without<br />

gaining access to the pouch.<br />

Coin Bag<br />

• Security<br />

• Bag should be self-sealing.<br />

• <strong>The</strong> seal must be tamper-evident.<br />

• Durability<br />

• <strong>The</strong> bag should incorporate a reinforced handle able to withstand a hang test with greater than a 100-<br />

pound load.<br />

• Thickness <strong>of</strong> material should be a minimum <strong>of</strong> 6.5 mm.<br />

• A full bag <strong>of</strong> coin should be able to withstand 8–10 drops from a height <strong>of</strong> six-feet.<br />

• Size and features<br />

• Fillable space <strong>of</strong> the bag should not exceed 13"x19".<br />

• Bag handle should not exceed three inches, with total bag dimensions not to exceed 13"x22".<br />

• Exterior coefficient <strong>of</strong> friction (COF) <strong>of</strong> bag should be sufficient to prevent slipping while stacked with<br />

other plastic and/or canvas bags. A COF <strong>of</strong> .95 or higher should meet this standard.<br />

• Bags may be either clear or tinted. If bag materials are colored, the color should not be opaque.<br />

Contents must be clearly distinguishable through the packaging material.<br />

<strong>Page</strong> 1


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 11. J.P. Morgan ACCESS Sample Reports


Last Modified: May 10, 2011<br />

Version: 7<br />

This document contains information that is confidential and is the property <strong>of</strong> JPMorgan Chase & Co.<br />

It may not be copied, published or used, in whole or in part, for any purpose other than as expressly<br />

authorized by JPMorgan Chase & Co.<br />

All trademarks, trade names, and service marks appearing herein are the property <strong>of</strong> their respective owners.<br />

© JPMorgan Chase & Co., 2011. All Rights Reserved.


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Table <strong>of</strong> Contents<br />

Table <strong>of</strong> Contents ............................................................................................................................... 3<br />

Overview ............................................................................................................................................ 5<br />

Cash Balances and Transactions Reporting ....................................................................................... 9<br />

Standard Reports ....................................................................................................................... 9<br />

Account Summary View Report ................................................................................................... 9<br />

Balance Report ........................................................................................................................ 10<br />

Balance and Transaction Summary Report .................................................................................. 11<br />

Balance and Transaction Detail Report ....................................................................................... 12<br />

Statement Report by Cumulative Range ..................................................................................... 14<br />

Statement Report by Cumulative Range—Expanded View ............................................................. 16<br />

Statement Report by Location ................................................................................................... 18<br />

Wire Advice Report .................................................................................................................. 20<br />

Reports Available with Special Entitlements ................................................................................ 20<br />

Cash Position Worksheet .......................................................................................................... 20<br />

Checks Paid Detail Reports ....................................................................................................... 21<br />

Controlled Disbursements High Order Prefix Report ..................................................................... 23<br />

Controlled Disbursements Funding Report .................................................................................. 23<br />

Lockbox Detail Report .............................................................................................................. 25<br />

Lockbox Summary Report ......................................................................................................... 26<br />

Special Reports........................................................................................................................ 27<br />

Returns and Exceptions Report .................................................................................................. 27<br />

EDI Detail Report ..................................................................................................................... 29<br />

EDI Summary Report ............................................................................................................... 30<br />

EDI X12 820 Report ................................................................................................................. 31<br />

Investment Report ................................................................................................................... 32<br />

Loan Summary Report.............................................................................................................. 36<br />

Asia Reports ..................................................................................................................................... 37<br />

ACH/GIRO Return Report .......................................................................................................... 38<br />

Check/Draft Collections Report .................................................................................................. 40<br />

Check/Draft Delivery Report ..................................................................................................... 41<br />

Check/Draft Status Report ........................................................................................................ 42<br />

Direct Debit Report .................................................................................................................. 42<br />

Post Dated Check Report .......................................................................................................... 44<br />

Standard Collections Report ...................................................................................................... 45<br />

Withholding Tax Report ............................................................................................................ 46<br />

Table <strong>of</strong> Contents <strong>Page</strong> 3


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

ACH Reporting.................................................................................................................................. 48<br />

ACH Batch Summary Report ..................................................................................................... 48<br />

ACH Import Summary Report .................................................................................................... 50<br />

ACH Validator Summary Report ................................................................................................. 51<br />

Funds Transfer Reporting ................................................................................................................ 52<br />

Lines Report ............................................................................................................................ 52<br />

Status Report .......................................................................................................................... 53<br />

Pending Approval Report .......................................................................................................... 54<br />

Pending Release Report ............................................................................................................ 54<br />

Transaction Detail Report ......................................................................................................... 56<br />

Daily Totals Report .................................................................................................................. 56<br />

Drafts Paid Report.................................................................................................................... 56<br />

Contract Report ....................................................................................................................... 58<br />

Held and Cancelled Contracts Report ......................................................................................... 59<br />

FX Daily Rate Report ................................................................................................................ 60<br />

Liquidity Reporting .......................................................................................................................... 61<br />

Money Market Activity Report .................................................................................................... 61<br />

Money Market Accruals Report .................................................................................................. 63<br />

Money Market Fund Rates Report .............................................................................................. 65<br />

Account Summary Report ......................................................................................................... 66<br />

Investment Summary Report .................................................................................................... 67<br />

Disbursement Reporting .................................................................................................................. 68<br />

Daily Transaction Report ........................................................................................................... 68<br />

Reject Report .......................................................................................................................... 69<br />

Audit Reporting ................................................................................................................................ 70<br />

User Access and Activities Report .............................................................................................. 70<br />

Table <strong>of</strong> Contents <strong>Page</strong> 4


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Overview<br />

1<br />

At J.P. Morgan, we provide solutions to match your treasury needs and work with you<br />

to develop the right integrated tools for accessing the Bank’s full spectrum <strong>of</strong> services.<br />

J.P. Morgan ACCESS reports provide you with the decision support tools you require to<br />

monitor your cash position via the Internet.<br />

With the powerful electronic reporting capabilities <strong>of</strong> J.P. Morgan ACCESS, you can<br />

analyze and manage your cash flow by taking advantage <strong>of</strong> the J.P. Morgan data<br />

collection and aggregation capabilities. Our powerful selection tools let you determine<br />

the data you require to meet your information needs. You always know where your<br />

cash is and how it is working for you.<br />

Cash Balances and Transactions Reporting<br />

Cash Balances and Transactions Reporting provides the detail needed to plan funding<br />

and investment strategies: top-line summaries, detail transaction records, and<br />

historical reports. Most J.P. Morgan ACCESS reports are available for current-day,<br />

previous-day and historical (date-range) reporting. Value-added reports currently<br />

available include:<br />

<br />

Standard Reports—Seven statement reports available to all clients<br />

o<br />

o<br />

o<br />

o<br />

o<br />

o<br />

Account Summary View Report: Provides opening balance, detailed<br />

credit and debit activity transactions, and the closing balance for the<br />

period specified.<br />

Balance Report: Provides daily balance information, including closing<br />

ledger, same-day available balance and total debit and credit amounts.<br />

Does not include detail credits/debits.<br />

Balance and Transaction Summary Report: Based on the Balance<br />

Report, but includes a one-line summary for each credit and debit with<br />

additional lines for associated float<br />

Balance and Transaction Detail Report: Based on the Balance and<br />

Transaction Summary Report, but includes comprehensive transaction<br />

information for each credit and debit with additional lines for<br />

associated float<br />

Statement Report by Cumulative Range: Provides a report <strong>of</strong> the<br />

cumulative total <strong>of</strong> all debits and credits on the balance within a given<br />

account including the Opening Ledger Balance, Closing Ledger<br />

Balance, and Closing Available Balance for the selected date range.<br />

Statement Report by Cumulative Range—Expanded View:<br />

Contains the same information as the Statement Report by Cumulative<br />

Range, but the Expanded View provides a new option to generate a<br />

statement report that better reflects actual DDA statements. It is<br />

landscape oriented, with credits and debits commingled, and the<br />

default transaction order is by date.<br />

Overview <strong>Page</strong> 5


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

<br />

<br />

o<br />

o<br />

Statement Report by Location: Provides balance amounts and<br />

associated transaction activity for a date or range. Credits are<br />

subtotaled by “customer reference”, ideal for deposits that contain<br />

your store location numbers in the serial number field <strong>of</strong> the deposit<br />

ticket.<br />

Wire Advice Report: Provides a comprehensive report containing<br />

CHIP, BOOK, FED and SWIFT payments, both incoming and outgoing.<br />

Similar to the Funds Transfer “Transaction Detail Report”, but contains<br />

all payments posted to the account.<br />

Reports Available with Special Entitlements—Extra reports available for<br />

specific needs<br />

o<br />

o<br />

o<br />

o<br />

o<br />

o<br />

Cash Position Worksheet: A stand-alone spreadsheet that presents<br />

current day information in a cash position format. A user can add<br />

manual transactions to create a complete position.<br />

Checks Paid Detail Report: Provides current day and historical<br />

check information. Report data can be sorted in ascending check<br />

number or descending dollar amount order.<br />

Controlled Disbursements—High Order Prefix (HOP) Report:<br />

Expands on the Funding Report by providing users with HOP accounts<br />

presentment totals by location, including location number, description,<br />

amount and number <strong>of</strong> items per location.<br />

Controlled Disbursements Funding Report: Provides interim and<br />

final presentments and funding across all or selected disbursement<br />

sites. Optionally includes all detail items and adjustments.<br />

Guaranteed Funding information is also available.<br />

Lockbox Detail Report: Provides information on lockbox<br />

remittances, including check amount and number, as well as remitter<br />

name, deposit location and invoice information, as requested.<br />

Lockbox Summary Report: Provides incremental deposit totals and<br />

float, by Lockbox, throughout the day, based on your reporting needs.<br />

Special Reports—Electronic versions <strong>of</strong> paper reports<br />

o<br />

o<br />

o<br />

o<br />

o<br />

o<br />

Returns and Exceptions Report: Provides detailed information on<br />

your return items, including check returns, Automated Clearing House<br />

(ACH) returns and ACH notification <strong>of</strong> changes (NOC).<br />

EDI Detail Report: Provides detailed remittance information for<br />

electronic receivables or payments for a specific settlement date.<br />

EDI Summary Report: Provides a summary <strong>of</strong> electronic receivables<br />

or payment information for a specific settlement date.<br />

EDI X12 820 Report: Provides a print image <strong>of</strong> detailed remittance<br />

data for electronic receivables in an ANSI X12 820 format for a specific<br />

settlement date (V4010 is the default).<br />

Investment Report: Investment activity for an account, including the<br />

invested/sweep amount, interest rate/yield information, and interest<br />

or dividends earned.<br />

Loan Summary Report: Provides a preformatted view <strong>of</strong> the user’s<br />

loan position. Daily activity is updated each business day.<br />

Overview <strong>Page</strong> 6


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

<br />

<br />

<br />

Asia Reports—A set <strong>of</strong> reports designed for clients with accounts in Asia<br />

o<br />

o<br />

o<br />

o<br />

o<br />

o<br />

o<br />

o<br />

ACH/GIRO Returns Report: Provides information about electronic<br />

debit and credit items that have been returned during the clearing<br />

process with the Beneficiary Bank or rejected by the Bank, and the<br />

reason for rejection or return.<br />

Check/Draft Collections Report: Provides information on paper<br />

collections, including check status, deposit, invoice and payor details.<br />

Check/Draft Delivery Report: Displays a list <strong>of</strong> transactions<br />

according to their delivery status or Airway Bill Number.<br />

Check/Draft Status Report: Displays the status <strong>of</strong> all checks and<br />

bank drafts issued by the Bank. It can be used as a checklist to see<br />

which transactions have cleared or are outstanding.<br />

Direct Debit Report: Provides information about direct debit<br />

transactions and the status <strong>of</strong> the transactions.<br />

Post Dated Checks Report: Is used to review the status <strong>of</strong> future<br />

dated checks that have been deposited.<br />

Standard Collections Report: Lists incoming payments, with detailed<br />

information about selected instruments, such as incoming wires, direct<br />

debits, check deposits, cash deposits, drafts and lockbox deposits.<br />

Withholding Tax Report: Provides a monthly list <strong>of</strong> tax paid.<br />

ACH Reporting<br />

ACH reporting provides detail information on Automated Clearing House<br />

transactions.<br />

o<br />

o<br />

o<br />

ACH Batch Summary Report: Provides detail information on<br />

entered, released and submitted Automated Clearing House<br />

transactions.<br />

ACH Import Summary Report: Provides result details <strong>of</strong> the import<br />

and is available via a hyperlink, or from the Database List screen.<br />

ACH Validator Summary Report: Provides the totals <strong>of</strong> all batches<br />

that were imported, and to view messages if any errors occurred.<br />

Funds Transfer Reporting<br />

Funds Transfer Reporting provides the status <strong>of</strong> transactions initiated through<br />

the Funds Transfer Initiation (wires) service as well as predefined wire<br />

linesheets.<br />

o<br />

o<br />

o<br />

o<br />

o<br />

o<br />

o<br />

Lines Report: Provides detailed information on repetitive wire<br />

instructions (lines).<br />

Status Report: Provides same day and historical summary level<br />

transaction information based on a specific data type (Entered,<br />

Approved, Released).<br />

Pending Approval Report: Provides summary level information for<br />

transactions having the last status <strong>of</strong> entered.<br />

Pending Release Report: Provides summary level information for<br />

transactions having the last status <strong>of</strong> approved.<br />

Transaction Detail Report: Provides same day and historical details<br />

<strong>of</strong> funds transfers entered and their approval/confirmation status.<br />

Released funds transfers display confirmation numbers.<br />

Daily Totals Report: Provides users with a report showing the most<br />

recent daily totals based on their pr<strong>of</strong>ile.<br />

Drafts Paid Report: Provides details about FX drafts released by the<br />

Bank on your behalf.<br />

Overview <strong>Page</strong> 7


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

<br />

<br />

<br />

o<br />

o<br />

o<br />

Contract Report: Provides the details <strong>of</strong> FX trades you have made<br />

and confirmed.<br />

Held and Cancelled Contracts Report: Lists all held or cancelled FX<br />

contracts for the selected date range and the associated payments.<br />

FX Daily Rate Report: Provides the fixed daily FX rate.<br />

Liquidity Reporting<br />

Liquidity Reporting provides information on investment activity as well as<br />

accruals and historical rates.<br />

o<br />

o<br />

Money Market Activity Report: Provides comprehensive investment<br />

information for account activity for the current and prior month.<br />

Money Market Accruals Report: Provides opening month-to-date<br />

positions and fund accruals for each <strong>of</strong> your accounts.<br />

o Money Market Fund Rates Report: Provides 1 day, 7 day, and 30<br />

day rates for each fund.<br />

o<br />

o<br />

Account Summary Report: Provides a summary <strong>of</strong> DDA accounts,<br />

money market fund investment accounts and fixed maturity holdings.<br />

Investment Summary Report: Provides a graphic view <strong>of</strong> all money<br />

market fund holdings.<br />

Disbursement Reporting<br />

Disbursement Reporting provides special reports for controlled disbursement<br />

accounts at New York, Syracuse, Delaware and Texas sites:<br />

o<br />

o<br />

Audit<br />

o<br />

Daily Transaction Report: Provides transaction details for controlled<br />

disbursement accounts, including actions taken on individual items—<br />

inquiry, issue, cancel, stop, revoke, photocopy.<br />

Reject Report: Provides information on rejected transactions for<br />

controlled disbursement accounts combined with the reject reason<br />

(e.g., attempting to cancel an already-cancelled item, attempting to stop<br />

an already-stopped item).<br />

User Access and Activities Report: Provides detailed access and<br />

user information for each authorized J.P. Morgan ACCESS User.<br />

Overview <strong>Page</strong> 8


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Cash Balances and Transactions Reporting<br />

2<br />

Standard Reports<br />

Account Summary View Report<br />

<strong>The</strong> standard statement reports are available to all clients.<br />

<strong>The</strong> J.P. Morgan ACCESS Account Summary View Report provides a statement view <strong>of</strong><br />

your cash transaction activity, showing opening balance and closing balance, and<br />

details <strong>of</strong> each credit and debit processed.<br />

With this report you can:<br />

<br />

<br />

<br />

<br />

Access financial data for prior business day or a date range. (Not available for<br />

current day.)<br />

View balance and transaction detail for all accounts on one consolidated<br />

report.<br />

View reporting detail for each credit and debit.<br />

Review total balances, credits and debits by currency, when applicable.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 9


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Balance Report<br />

This multi-bank report shows the opening and closing balances for an account. It<br />

includes the amount available, the float, the total number <strong>of</strong> debits and credits, and<br />

the total amount <strong>of</strong> debits and credits across all or selected reporting banks.<br />

With the Balance Report you can:<br />

<br />

<br />

<br />

<br />

<br />

Access transaction data for prior business day, current business day, or a date<br />

range.<br />

Evaluate account averages for this month, the prior month and year-to- date.<br />

View balances, credit/debit totals and funds availability.<br />

Review balances, credits and debits by currency when applicable.<br />

Export the report in CSV or BAI2 format.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 10


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Balance and Transaction Summary Report<br />

<strong>The</strong> J.P. Morgan ACCESS Balance and Transaction Summary Report provides the same<br />

information as the Balance Report, plus a one-line summary for each credit and debit<br />

transaction. <strong>The</strong> summary lines include the type and amount <strong>of</strong> the transaction, the<br />

bank reference number, date and time, and whether the transaction was processed<br />

straight through or was repaired.<br />

With this report you can:<br />

<br />

<br />

<br />

<br />

<br />

View balance and transaction summary detail for an account on one<br />

consolidated report.<br />

Access financial data for prior business day, current business day, or a date<br />

range.<br />

Display one-line summary information for credits and debits received and/or<br />

posted by the Bank.<br />

Review total balances, credits and debits by currency, when applicable.<br />

Export the report in CSV or BAI2 format.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 11


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Balance and Transaction Detail Report<br />

This report provides the same information as the Balance and Transaction Summary<br />

Report, plus comprehensive information on each credit and debit below the summary<br />

information line. <strong>The</strong> detail information is determined by the nature <strong>of</strong> the transaction.<br />

For example, detail for an ACH includes the standard Entry Class code.<br />

With this report you can:<br />

<br />

<br />

View balance and transaction detail for one or more accounts on one<br />

consolidated report.<br />

View comprehensive detail for each credit and debit. <strong>The</strong> information available<br />

is dependent on the reporting banks.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 12


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

<br />

<br />

<br />

Access transaction data for prior business day, current business day, or a date<br />

range.<br />

Review total balances, credits and debits by currency, when applicable.<br />

Export the report in CSV, MT940 or BAI2 format.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 13


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Statement Report by Cumulative Range<br />

<strong>The</strong> Statement Report by Cumulative Range presents the cumulative total <strong>of</strong> all debits<br />

and credits on the balance within a given account, including the opening ledger<br />

balance, recalculated opening balance for back value dated transactions, closing ledger<br />

balance, and closing available balance for the selected date range.<br />

With this report you can:<br />

<br />

<br />

<br />

<br />

View debits, credits, or both debits and credits.<br />

Include all your accounts or select specific accounts.<br />

Access transaction data for prior or current business day, date <strong>of</strong> last access,<br />

or a date range.<br />

Export all your transactions into a CSV, CSV Consolidated, or BAI2 file.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 14


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 15


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

<strong>The</strong> following sample Statement Report by Cumulative Range shows a Recalculated<br />

Opening Balance for back-valued transactions.<br />

Statement Report by Cumulative Range—Expanded View<br />

<strong>The</strong> cumulative account balance is also available in the Statement Report by<br />

Cumulative Range—Expanded View. <strong>The</strong> expanded view provides an option to<br />

generate a statement report that better reflects actual DDA statements. It is<br />

landscape oriented, with credits and debits commingled, and the default transaction<br />

order is by value date. <strong>The</strong> report is available for current or prior day reporting, for<br />

J.P. Morgan and non-J.P. Morgan accounts.<br />

<strong>The</strong> Statement Report by Cumulative Range in expanded view is available to all who<br />

have access to J.P. Morgan ACCESS Cash Balances and Transactions. To serve users<br />

with accounts in Asia, the Report Criteria window is available in Simplified Chinese,<br />

Traditional Chinese (Taiwan and Hong Kong) and English. <strong>The</strong> report supports local<br />

language data in certain fields for prior day only.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 16


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

You can:<br />

<br />

<br />

<br />

Generate the Statement Report by Cumulative Range for Prior Day, Current<br />

Day, Last Access date, or a Date Range <strong>of</strong> up to one year, according to your<br />

arrangement with the Bank.<br />

Select Expanded View and Layout Options to show a running balance or<br />

customized sort order on selected columns.<br />

Export the report in BAI2, CSV Consolidated, CSV Unicode and MT940 format.<br />

Note: If you filter by Your Ref, Credits Only, or Debits Only, or specify an Amount<br />

Range, then transactions that fall outside <strong>of</strong> the filter criteria are listed as<br />

Summary rows in the report.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 17


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Statement Report by Cumulative Ranged—Expanded View in Simplified Chinese<br />

Statement Report by Location<br />

<strong>The</strong> Statement Report by Location shows the opening and closing balances for an<br />

account, including closing ledger and collected balances, and total amounts <strong>of</strong> debits<br />

and credits.<br />

With this report you can:<br />

<br />

<br />

<br />

View debits, credits, or both debits and credits.<br />

Access financial data for previous or current business day, the date <strong>of</strong> last<br />

access, or a date range.<br />

Export the report in CSV or BAI2 format.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 18


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 19


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Wire Advice Report<br />

<strong>The</strong> J.P. Morgan ACCESS Wire Advice Report displays incoming and outgoing wire<br />

transactions with complete advice level detail.<br />

With this report you can:<br />

<br />

<br />

<br />

<br />

View incoming and outgoing wire transactions with complete advice level<br />

detail.<br />

View all banks and all currencies or select individual banks and currencies.<br />

Access financial data for prior and current business day, last access date, or a<br />

date range.<br />

Export the report in CSV format<br />

Reports Available with Special Entitlements<br />

Cash Position Worksheet<br />

<strong>The</strong> Cash Position Worksheet is a Micros<strong>of</strong>t ® Excel ® spreadsheet based on criteria that<br />

you define. Use it to determine your daily cash position.<br />

You can:<br />

<br />

<br />

<br />

<br />

Create a Statement Report by Cumulative Range and export the information to<br />

the Cash Position Worksheet.<br />

Add information directly to the Cash Position Worksheet.<br />

Add captions and save them in the spreadsheet for recurring information.<br />

Export the report in CSV Consolidated format.<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 20


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Checks Paid Detail Reports<br />

<strong>The</strong>re are two J.P. Morgan ACCESS SM Checks Paid reports that give current day and<br />

historical information related to checks that have cleared through your accounts with<br />

the Bank.<br />

<strong>The</strong> two Checks Paid Detail reports have a similar format, displaying items in either<br />

ascending order by check number or descending order by dollar amount.<br />

For each check, the report shows check amount, check number, and reference<br />

number.<br />

With this report you can:<br />

<br />

<br />

Access transaction data for prior business day, current business day, or a date<br />

range.<br />

Export the report in CSV format.<br />

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Sample Reports for Cash Management Applications<br />

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Sample Reports for Cash Management Applications<br />

Controlled Disbursements High Order Prefix Report<br />

<strong>The</strong> High Order Prefix (HOP) Report displays a summary <strong>of</strong> checks and ACH<br />

transactions and adjustments. It is similar to the Controlled Disbursements Funding<br />

Report, with the additional feature <strong>of</strong> providing the net amount for locations associated<br />

with an account so the customer can see the summary <strong>of</strong> activity for each location.<br />

With this report you can:<br />

<br />

<br />

Access financial data for current business day or an As Of date.<br />

View your presentments, including Prior Day Late Presentment.<br />

Controlled Disbursements Funding Report<br />

Use the Controlled Disbursements Funding Report to analyze presentment data across<br />

reporting banks. You can view interim and final presentment data for all report types,<br />

or review historical presentment data retained for 10, 45 or 90 calendar days, or one<br />

year, according to your arrangement with the Bank.<br />

This report displays existing information from the Controlled Disbursements Funding<br />

report and detail information found on existing Checks Paid by Ascending Check<br />

Number Report and the Checks Paid by Descending Dollar Report current day reports.<br />

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Sample Reports for Cash Management Applications<br />

With this report you can:<br />

<br />

<br />

<br />

<br />

<br />

Select Summary only or Summary and Detail information.<br />

Analyze current day funding requirements by account for the Bank’s U.S.-<br />

based accounts.<br />

Set a page break after each account (not available for summary only option).<br />

Access presentment data for Current Day or an As Of date.<br />

Export the report in CSV or BAI2 format.<br />

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Sample Reports for Cash Management Applications<br />

Lockbox Detail Report<br />

<strong>The</strong> Lockbox Detail Report provides information on lockbox remittances, including<br />

check amount and numbe r, as well as remitter name, deposit location and invoice<br />

information, customized to your requirements. Use this report to facilitate account<br />

reconciliation with comprehensive detail (based on your requirements) for each lockbox<br />

deposit. Deposit information is provided by 10:00 a.m. and 4:30 p.m. Eastern Time.<br />

With this report you can:<br />

<br />

<br />

Facilitate account reconciliation with comprehensive detail (based on your<br />

requirements) for each lockbox deposit.<br />

Access lockbox detail data for prior business day, current business day, or a<br />

date range <strong>of</strong> up to 90 calendar days.<br />

Export the report data to Micros<strong>of</strong>t ® Excel ® .<br />

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Sample Reports for Cash Management Applications<br />

Lockbox Summary Report<br />

<strong>The</strong> Lockbox Summary Report shows the box number, time, total number <strong>of</strong> items,<br />

total deposit, total available, and float breakdown for daily a.m. and p.m. deposits for<br />

the date(s) you specify.<br />

With this report you can:<br />

<br />

<br />

<br />

Review individual current day deposits for each lockbox and account.<br />

Access lockbox data for prior business day, current business day, or a date<br />

range.<br />

Export the report in CSV format.<br />

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J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

Special Reports<br />

Returns and Exceptions Report<br />

<strong>The</strong> J.P. Morgan ACCESS sm Returns and Exceptions Report provides the information<br />

you need to control the impact <strong>of</strong> return items on your business. With timely and<br />

detailed information on your return items, you can limit the potential <strong>of</strong> multiple<br />

returns from the same individual and effectively manage sub-unit accounting.<br />

This report conveniently combines check returns, Automated Clearing House (ACH)<br />

returns and ACH notification <strong>of</strong> changes (NOC). <strong>The</strong> report also includes flexible<br />

search filters for date ranges and a Comma Separated Value (CSV) export option.<br />

It will enable you to better manage returns from checks, ACH, and ACH-represented<br />

checks (RCK).<br />

Report information is available for a maximum <strong>of</strong> 45 days.<br />

You can:<br />

<br />

<br />

<br />

Generate the report online. You can view the report as it builds in Report<br />

Viewer and then print and download it in Adobe® Acrobat® or Micros<strong>of</strong>t®<br />

Excel® format.<br />

Create a CSV export file that you can retrieve through your Secure Email or<br />

from the View Status/History screen.<br />

Generate the report for As <strong>of</strong> or a Date Range. <strong>The</strong> dates can be either “Post<br />

Date” (default) or “Original Date”<br />

You can filter the report for:<br />

<br />

<br />

<br />

Returns within a certain amount or reference (e.g., check) range<br />

Returns with a certain status (All statuses, ACH Return, ACH NOC, ACH<br />

Reclaim, ACH Redeposit, ACH Reversals, ACH Unknown, All Check Returns,<br />

Chargeback, Redeposit, or RCK)<br />

Returns containing the entered Beneficiary (maker or originator) Name<br />

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Sample Reports for Cash Management Applications<br />

Cash Balances and Transactions Reporting <strong>Page</strong> 28


J.P. Morgan ACCESS sm<br />

Sample Reports for Cash Management Applications<br />

EDI Detail Report<br />

<strong>The</strong> EDI Detail Report provides detail about current day electronic and remittance<br />

payments that you can view online. Report information can be saved in Adobe ®<br />

Acrobat ® (PDF) format and is retained for 45 calendar days.<br />

With this report you can:<br />

<br />

<br />

Access financial data for current business day or an As Of date.<br />

This report is retained for a maximum <strong>of</strong> 45 days.<br />

Export report data to Micros<strong>of</strong>t ® Excel ® .<br />

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Sample Reports for Cash Management Applications<br />

EDI Summary Report<br />

<strong>The</strong> EDI Summary Report provides current day summary information about electronic<br />

and remittance payments in text format that you can view online. Information is<br />

retained for 45 calendar days.<br />

You can export the report in X12 format, or export the report data to Micros<strong>of</strong>t ® Excel ® .<br />

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Sample Reports for Cash Management Applications<br />

EDI X12 820 Report<br />

<strong>The</strong> EDI X12 820 Report provides current day information that can be exported in<br />

ANSI X12 format. SAs grant entitlements for viewing. Report information is retained<br />

for a maximum <strong>of</strong> 45 days.<br />

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Sample Reports for Cash Management Applications<br />

Investment Report<br />

<strong>The</strong> Investment Report shows investment activity for an account and includes the<br />

invested/sweep amount, interest rate/yield information, and interest or dividends<br />

earned.<br />

With this report, you can:<br />

<br />

<br />

<br />

Review prior business day or up to 45 calendar days <strong>of</strong> history for the End <strong>of</strong><br />

Day Investment Sweep, Intraday Sweep and Direct Investment activity<br />

Run the report for all accounts or for specific accounts<br />

Save report information by downloading data from Search results from the<br />

Report Viewer Search utility<br />

<strong>The</strong> information that displays in the report is determined by the source. It can include<br />

the investment account (for Intraday Sweep and Direct Investment), investment type,<br />

trade date, investment account balance, total amount invested or sweep amount,<br />

interest or dividends earned, total number <strong>of</strong> days invested for the trade, target<br />

balance (for EOD and Intraday Sweep), and month to date and year to date<br />

interests/dividends earned.<br />

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Sample Reports for Cash Management Applications<br />

Offshore Deposits, Commercial Paper, Repurchase Agreements, IBF, Fed<br />

Funds Invested<br />

J.P. Morgan Chase Bank, N.A.<br />

PAGE 1<br />

MUTUAL INSURANCE COMPANY<br />

BANK NUMBER: 0001<br />

DDA NUMBER: 0123456789<br />

INVESTMENT INFORMATION<br />

INVESTMENT TYPE:<br />

Investment Type<br />

TRADE DATE: 04-19-2008<br />

TOTAL AMOUNT INVESTED/SWEEP AMOUNT ($): 2,951,968.86<br />

INTEREST RATE (%): 3.850000<br />

INTEREST EARNED ($): 315.69<br />

TOTAL NUMBER OF DAYS INVESTED FOR THIS TRADE: 1<br />

TARGET BALANCE ($): $1.00<br />

MONTH TO DATE INTEREST EARNED ($): 4,210.16<br />

YEAR TO DATE INTEREST EARNED ($): 28,832.35<br />

Money Market Mutual Funds<br />

PAGE 1<br />

J.P. Morgan Chase Bank, N.A.<br />

BOA LTD<br />

BANK NUMBER: 0001<br />

DDA NUMBER: 0123456789<br />

INVESTMENT INFORMATION<br />

INVESTMENT TYPE:<br />

Name <strong>of</strong> Fund, Share Class<br />

TRADE DATE: 04-19-2008<br />

TOTAL AMOUNT INVESTED/SWEEP AMOUNT ($): 162,816.98<br />

FUND YIELD (%): 4.040404<br />

DIVIDEND EARNED/ACCRUED ($): 18.02<br />

TOTAL NUMBER OF DAYS INVESTED FOR THIS TRADE: 1<br />

TARGET BALANCE ($): 1.00<br />

MONTH TO DATE DIVIDENDS EARNED ($): 344.04<br />

YEAR TO DATE DIVIDENDS EARNED ($): 1,898.49<br />

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Sample Reports for Cash Management Applications<br />

Michigan Money Market Funds<br />

PAGE 1<br />

J.P. Morgan Chase Bank, N.A.<br />

ACME MACHINE INC<br />

BANK NUMBER: 0001<br />

DDA NUMBER: 0123456789<br />

INVESTMENT INFORMATION<br />

INVESTMENT TYPE:<br />

Name <strong>of</strong> Fund<br />

TRADE DATE: 04-19-2008<br />

TOTAL AMOUNT INVESTED/SWEEP AMOUNT ($): 127,800.82<br />

FUND YIELD (%): 2.837364<br />

INTEREST EARNED/ACCRUED ($): 9.93<br />

TOTAL NUMBER OF DAYS INVESTED FOR THIS TRADE: 1<br />

TARGET BALANCE ($): 10,000.00<br />

MONTH TO DATE INTEREST EARNED ($): 34.43<br />

YEAR TO DATE INTEREST EARNED ($): 242.77<br />

Fed Funds Borrowed<br />

PAGE 1<br />

J.P. Morgan Chase Bank, N.A.<br />

MUTUAL INSURANCE COMPA<br />

BANK NUMBER: 0001<br />

DDA NUMBER: 0123456789<br />

INVESTMENT INFORMATION<br />

INVESTMENT TYPE:<br />

OVERNIGHT SWEEP FED FUNDS BORROWED<br />

TRADE DATE: 04-19-2008<br />

TOTAL AMOUNT BORROWED/SWEEP AMOUNT ($): 2,951,968.86<br />

INTEREST RATE CHARGED (%): 3.850000<br />

INTEREST CHARGED ($): 315.69<br />

TOTAL NUMBER OF DAYS FOR THIS TRADE: 1<br />

TARGET BALANCE ($): $1.00<br />

MONTH TO DATE INTEREST CHARGED ($): 4,210.16<br />

YEAR TO DATE INTEREST CHARGED ($): 28,832.35<br />

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Sample Reports for Cash Management Applications<br />

Loan Sweep with Investment Option<br />

PAGE 1<br />

J.P. Morgan Chase Bank, N.A.<br />

ACME MANUFACTURING CO<br />

BANK NUMBER: 0001<br />

DDA NUMBER: 0123456789<br />

INVESTMENT INFORMATION<br />

INVESTMENT TYPE:<br />

Investment Type<br />

TRADE DATE: 04-19-2008<br />

TOTAL AMOUNT INVESTED/SWEEP AMOUNT ($): 0.00<br />

INTEREST RATE (%): 0.000000<br />

INTEREST EARNED ($): 0.00<br />

TOTAL NUMBER OF DAYS INVESTED FOR THIS TRADE: 1<br />

TARGET BALANCE ($): $1.00<br />

MONTH TO DATE INTEREST EARNED ($): 0.00<br />

YEAR TO DATE INTEREST EARNED ($): 0.00<br />

LOAN INFORMATION<br />

TRANSFER DATE: 04-19-2006 OBLIGOR \ OBLIGATION AMOUNT<br />

TRANSFER TO LINE OF CREDIT 2345678901 307 $0.00<br />

TRANSFER FROM LINE OF CREDIT 3456789012 307 $98,000.00<br />

LINE OF CREDIT PRINCIPAL ($): 23,162,496.00<br />

LINE OF CREDIT AVAILABLE ($): 6,837,504.00<br />

LOAN FUNDS AVAILABLE TO YOUR DDA ($): 6,837,504.00<br />

Loan Sweep without Investment Option<br />

PAGE 1<br />

J.P. Morgan Chase Bank, N.A.<br />

ACME MANUFACTURING CO<br />

BANK NUMBER: 0001<br />

DDA NUMBER: 0123456789<br />

INVESTMENT INFORMATION<br />

INVESTMENT TYPE:<br />

NOT CURRENLTY ENROLLED<br />

LOAN INFORMATION<br />

TRANSFER DATE: 04-19-2008 OBLIGOR \ OBLIGATION AMOUNT<br />

TRANSFER TO LINE OF CREDIT 2591353120 307 $0.00<br />

TRANSFER FROM LINE OF CREDIT 2591353120 307 $98,000.00<br />

LINE OF CREDIT PRINCIPAL ($): 23,162,496.00<br />

LINE OF CREDIT AVAILABLE ($): 6,837,504.00<br />

LOAN FUNDS AVAILABLE TO YOUR DDA ($): 6,837,504.00<br />

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Sample Reports for Cash Management Applications<br />

Loan Summary Report<br />

<strong>The</strong> Loan Summary Report is a special report that provides a preformatted view <strong>of</strong> the<br />

user’s loan position. <strong>The</strong> report is preformatted by the loan system and is not<br />

configurable by the user on Cash Balances and Transaction Reporting.<br />

With this report you can review prior business day with up to 45 calendar days <strong>of</strong><br />

history. Activity is updated daily. <strong>The</strong> "AS-OF DATE" is the opening for that day. Loan<br />

activity displays from the past 10 calendar dates.<br />

<strong>The</strong>re are special fees for special reports at the customer and user level.<br />

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Sample Reports for Cash Management Applications<br />

Asia Reports<br />

J.P. Morgan ACCESS SM <strong>of</strong>fers a set <strong>of</strong> reports designed for clients with accounts in<br />

Asia.<br />

<strong>The</strong> Report Criteria window for Asia Reports is available in the following languages:<br />

<br />

<br />

<br />

Simplified Chinese<br />

Traditional Chinese (Taiwan and Hong Kong)<br />

English<br />

Users can select their preferred language as well as date, time and amount formats in<br />

User Preferences.<br />

Note: <strong>The</strong> Withholding Tax Report is available only in a Thai/English version.<br />

<strong>The</strong> procedures for scheduling, running, filtering, saving and viewing Asia Reports are<br />

the same as other Cash Balances and Transactions reports. With Asia Reports<br />

entitlements, you can:<br />

<br />

<br />

<br />

<br />

Create a report using transaction activity for 10, 45 or 90 calendar days, or<br />

one year, according to your arrangement with the Bank for retaining historical<br />

information.<br />

Customize the report by setting date and account criteria and optional filters<br />

based on the report type.<br />

Generate the report online. You can view the report as it builds in Report<br />

Viewer, and then print and download it in Adobe ® Acrobat ® PDF and Micros<strong>of</strong>t ®<br />

Excel ® format.<br />

Create an export file in CSV or CSV Unicode format that you can retrieve from<br />

the View Status/History screen.<br />

Note: Micros<strong>of</strong>t ® Excel ® 2003 is required to open CSV Unicode files properly. If you<br />

do not have this version <strong>of</strong> Micros<strong>of</strong>t Excel, open CSV Unicode files in<br />

Micros<strong>of</strong>t ® Wordpad ® or Micros<strong>of</strong>t ® Notepad ® .<br />

<strong>The</strong> Arial Unicode font is needed for viewing Asian languages. You can download this<br />

font from the Client Support tab on the J.P. Morgan ACCESS Dashboard. Select Arial<br />

Unicode MS Font under Resources | Plugins for a link to download instructions.<br />

<strong>The</strong> Asia Reports are entitled at the customer level for specified accounts. <strong>The</strong> “Asia<br />

Reports with Confidential Trans” or “Asia Reports w/o Confidential Trans” entitlement<br />

is inherited or optionally assigned to any account that is given the Asia Reports<br />

entitlement.<br />

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Sample Reports for Cash Management Applications<br />

ACH/GIRO Return Report<br />

<strong>The</strong> J.P. Morgan ACCESS ACH/GIRO Return Report provides information about<br />

electronic debit and credit items that have been returned during the clearing process<br />

with the Beneficiary Bank or rejected by the Bank, and the reason for rejection or<br />

return.<br />

You can:<br />

<br />

<br />

<br />

Create an ACH/GIRO Return Report for Prior Day or a Date Range using<br />

transaction activity for 10, 45 or 90 calendar days, or one year, according to<br />

your arrangement with the Bank.<br />

Export the report in CSV or CSV Unicode format.<br />

Display confidential and/or non-confidential transactions.<br />

For each transaction within an account, the report returns the selected date type(s),<br />

the check’s amount and status, return/reject reason, customer reference, confidential<br />

(yes/no), and the beneficiary name, account and bank/branch.<br />

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Sample Reports for Cash Management Applications<br />

ACH/GIRO Return Report in Simplified Chinese<br />

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Sample Reports for Cash Management Applications<br />

Check/Draft Collections Report<br />

<strong>The</strong> J.P. Morgan ACCESS℠ Check/Draft Collections Report lists incoming paper<br />

payments with detailed information about checks and drafts. It is similar to the<br />

Standard Collections Report, with the inclusion <strong>of</strong> additional data that is specific to<br />

accounts in India where collection service for paper instruments is provided by<br />

J.P. Morgan. <strong>The</strong> report can be used to reconcile against receivables or to query<br />

for payment status <strong>of</strong> an instrument.<br />

You can:<br />

<br />

<br />

<br />

<br />

<br />

Filter the report by Date, Check Amount or Number, Deposit or Clearing<br />

Location, Product Type or Payer Name.<br />

View the report online<br />

Export the report in CSV or CSV Unicode<br />

Filter Accounts by Bank and Currency<br />

Select Accounts to includeU: Select All, Deselect All, Select individual<br />

account(s)<br />

Schedule, run and save the report as Micros<strong>of</strong>t ® Excel ® or Adobe ® Acrobat ®<br />

PDF file<br />

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Sample Reports for Cash Management Applications<br />

Check/Draft Delivery Report<br />

<strong>The</strong> J.P. Morgan ACCESS SM Check/Draft Delivery Report displays a list <strong>of</strong> transactions<br />

according to their delivery status or Airway Bill Number.<br />

You can:<br />

<br />

<br />

<br />

Create a Check/Draft Delivery Report using transaction activity for 10, 45 or<br />

90 calendar days, or one year, according to your arrangement with the Bank.<br />

Generate the report online. You can view the report as it builds in Report<br />

Viewer, and then print and download it in Adobe ® Acrobat ® (PDF) format.<br />

Create an export file in CSV format that you can retrieve from the View<br />

Status/History screen.<br />

For this report, all data is in English.<br />

For each transaction within an account, the report returns the transaction and<br />

customer references; check number and check type; Airway Bill number; selected date<br />

type, payee name, issuing bank, payable at location, delivery status, and a<br />

confidential or non-confidential indicator.<br />

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Sample Reports for Cash Management Applications<br />

Check/Draft Status Report<br />

<strong>The</strong> J.P. Morgan ACCESS Check/Draft Status Report displays the status <strong>of</strong> all checks<br />

and bank drafts issued by the Bank. It can be used as a checklist to see which<br />

transactions have cleared or are outstanding.<br />

You can:<br />

<br />

<br />

<br />

Create a Check/Draft Status Report for Prior Day or a Date Range using<br />

transaction activity for 10, 45 or 90 calendar days, or one year, according to<br />

your arrangement with the Bank.<br />

Export the report in CSV or CSV Unicode format.<br />

Select the Delivery Method(s) you want to include the report.<br />

For each transaction within an account, the report returns the transaction and<br />

customer references; check number, transaction type and amount; selected date type,<br />

payee name, By Order Of, delivery method and status.<br />

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Sample Reports for Cash Management Applications<br />

Direct Debit Report<br />

<strong>The</strong> J.P. Morgan ACCESS Direct Debit Report provides information about direct debit<br />

transactions and the status <strong>of</strong> the transactions.<br />

You can:<br />

<br />

<br />

<br />

Create a Direct Debit Report for Prior Day or a Date Range using transaction<br />

activity for 10, 45 or 90 calendar days, or one year, according to your<br />

arrangement with the Bank.<br />

Export the report in CSV or CSV Unicode format.<br />

Filter the report by Return/Reject Reason.<br />

For each transaction within an account, the report returns the amount and status <strong>of</strong><br />

the transaction, return/reject reason, selected date type(s), and payment or customer<br />

reference.<br />

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Sample Reports for Cash Management Applications<br />

Direct Debit Report in Simplified Chinese<br />

Post Dated Check Report<br />

<strong>The</strong> J.P. Morgan ACCESS Post Dated Check Report is used to review the status <strong>of</strong><br />

future dated checks that have been deposited.<br />

You can:<br />

<br />

<br />

<br />

Create a Post Dated Check Report for Prior Day or a Date Range using<br />

transaction activity for 10, 45 or 90 calendar days, or one year, according to<br />

your arrangement with the Bank.<br />

Export the report in CSV or CSV Unicode format.<br />

Filter the report by All Check Statuses or Cancelled, Cleared, In Collection<br />

Process, In Custody, Lost, Mutilated, Rejected or Withdrawn checks.<br />

For each transaction within an account, the report returns the selected date type,<br />

amount and status <strong>of</strong> the check; the payer’s name, check number, deposit date, and<br />

branch; the drawee’s bank/branch, and other references.<br />

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Sample Reports for Cash Management Applications<br />

Standard Collections Report<br />

<strong>The</strong> J.P. Morgan ACCESS Standard Collections Report lists incoming payments, with<br />

detailed information about selected instruments, such as incoming wires, direct debits,<br />

check deposits, cash deposits, drafts and lockbox deposits. <strong>The</strong> report can be used to<br />

reconcile against receivables, to query for payment status or to check specific data<br />

such as third-party payments or timeliness <strong>of</strong> payment.<br />

You can:<br />

<br />

<br />

<br />

Create a Standard Collections report for Prior Day or a Date Range using<br />

transaction activity for 10, 45 or 90 calendar days, or one year, according to<br />

your arrangement with the Bank.<br />

Export the file in CSV or CSV Unicode format.<br />

Select the types <strong>of</strong> incoming instruments to include in the reports.<br />

For each transaction within an account, the report returns the check number, selected<br />

date type, amount, invoice number, currency, instrument type, customer and bank<br />

references, and the payer’s name and bank.<br />

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Sample Reports for Cash Management Applications<br />

Standard Collections Report in Simplified Chinese<br />

Withholding Tax Report<br />

<strong>The</strong> J.P. Morgan ACCESS Withholding Tax Report provides a monthly list <strong>of</strong> tax paid.<br />

This report is available only in a Thai /English version.<br />

You can:<br />

<br />

Generate monthly or bimonthly reports or select other date options.<br />

Export the report in CSV or CSV Unicode format.<br />

For each Tax ID (<strong>of</strong> person who has received income), the report returns the payment<br />

and instrument date, the type <strong>of</strong> withholding tax, the amount <strong>of</strong> payment before tax<br />

deduction (gross pay), the amount <strong>of</strong> tax deducted, and other payment details. <strong>The</strong><br />

report also returns the cumulative payment and tax deduction amount for the six<br />

persons per page who received taxable income.<br />

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Sample Reports for Cash Management Applications<br />

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Sample Reports for Cash Management Applications<br />

ACH Reporting<br />

3<br />

ACH Batch Summary Report<br />

<strong>The</strong> J.P. Morgan ACCESS ACH Batch Summary Report provides detail information on<br />

batches <strong>of</strong> items in various stages <strong>of</strong> processing.<br />

With this report you can:<br />

<br />

<br />

<br />

<br />

<br />

Review details <strong>of</strong> items entered before approval.<br />

Review the status <strong>of</strong> detail items Approved (“Released”) and Submitted for<br />

processing. <strong>The</strong> valid statuses within ACH are “Entered”, “Released” and<br />

“Submitted”.<br />

Select individual or multiple batches for review.<br />

Sort the batch by the ID or the Name associated with each batch entry.<br />

Sort the report in descending order.<br />

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<br />

<br />

View historical information that is stored for submitted batches for 30 days.<br />

Print report results.<br />

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ACH Import Summary Report<br />

<strong>The</strong> J.P. Morgan ACCESS ACH Import Summary Report details the results <strong>of</strong> the<br />

import.<br />

With this report you can:<br />

<br />

<br />

<br />

Determine if any records were not imported, or if any records were missing<br />

information or contained invalid information.<br />

Review system messages explaining the reasons for these errors.<br />

Review the total number <strong>of</strong> and total dollar amounts for records that were<br />

updated, new records that were created, and records that were not imported.<br />

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ACH Validator Summary Report<br />

After your NACHA file is imported and validated, you can run an ACH Validator<br />

Summary Report to view the totals <strong>of</strong> all batches that were imported, and to view<br />

messages if any errors occurred.<br />

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Funds Transfer Reporting<br />

4<br />

Lines Report<br />

<strong>The</strong> J.P. Morgan ACCESS Lines Report provides complete information on individual or<br />

all predefined funds transfer lines.<br />

With this report you can:<br />

<br />

<br />

Review the debit and credit party information.<br />

Display the most recent date the predefined lines was used.<br />

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Status Report<br />

<strong>The</strong> J.P. Morgan ACCESS Status Report provides summary information on funds<br />

transfers entered, modified, approved or released.<br />

With this report, you can:<br />

<br />

<br />

Review the status <strong>of</strong> funds transfers by category.<br />

Determine the total dollar value for funds transfers by date and status.<br />

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Pending Approval Report<br />

<strong>The</strong> J.P. Morgan ACCESS Pending Approval Report provides summary information for<br />

funds transfers requiring approval(s).<br />

With this report you can:<br />

<br />

<br />

Review funds transfers that have not yet been approved.<br />

Evaluate total dollars required to send the funds transfers listed.<br />

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Pending Release Report<br />

<strong>The</strong> J.P. Morgan ACCESS Pending Release Report provides summary information for<br />

funds transfers approved and waiting to be released.<br />

With this report you can:<br />

<br />

<br />

Review funds transfers that have been approved.<br />

Determine the total dollar value for funds transfers to be released.<br />

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Transaction Detail Report<br />

Daily Totals Report<br />

<strong>The</strong> J.P. Morgan ACCESS Transaction Detail Report provides comprehensive<br />

information on each funds transfer.<br />

With this report you can:<br />

<br />

<br />

<br />

<br />

Review complete details for current day and historical funds transfers.<br />

Check approval and confirmation status for individual funds transfers.<br />

For FX Transactions: View the FX rate.<br />

For Checks/Drafts: View the serial number.<br />

<strong>The</strong> J.P. Morgan ACCESS Daily Totals Report provides the most recent daily totals by<br />

operation and transaction type. <strong>The</strong> report is used for auditing purposes.<br />

Notes:<br />

<br />

<br />

<strong>The</strong> report displays daily totals only for users assigned to a Transaction Limit<br />

pr<strong>of</strong>ile through Funds Transfer Administration. A limit is a restriction on the<br />

type <strong>of</strong> action(s) a user can perform in the application. For example, a user<br />

may be able to input payments only up to $500,000.<br />

Only operations with limits appear on the report. <strong>The</strong> report does not show daily<br />

totals for users who have unlimited entitlements in Funds Transfer Initiation.<br />

Drafts Paid Report<br />

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<strong>The</strong> J.P. Morgan ACCESS Drafts Paid Report provides details about the drafts released<br />

by the Bank on your behalf.<br />

<strong>The</strong> report is sorted by currency.<br />

It is available only to users entitled to Foreign Exchange on J.P. Morgan ACCESS.<br />

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Contract Report<br />

<strong>The</strong> J.P. Morgan ACCESS Contract Report provides the details <strong>of</strong> trades you have made<br />

and confirmed.<br />

<strong>The</strong> report is sorted by:<br />

<br />

<br />

<br />

Contract date<br />

Buy currency<br />

Sell currency<br />

It is available only to users entitled to Foreign Exchange on J.P. Morgan ACCESS.<br />

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Held and Cancelled Contracts Report<br />

<strong>The</strong> J.P. Morgan ACCESS Held and Cancelled Contracts Report lists all held or cancelled<br />

contracts for the selected date range and the associated payments. It provides<br />

information that can be used in the event you fail to fund your account and the<br />

contract and associated payments are cancelled.<br />

It is available only to users entitled to Foreign Exchange on J.P. Morgan ACCESS.<br />

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FX Daily Rate Report<br />

<strong>The</strong> FX Daily Rates Report provides the fixed daily FX rate.<br />

When you create an Auto FX (FXW) transaction, this is the rate you will receive if you<br />

check the “Apply Daily FX Rate” box. This option is available only for transactions under<br />

$100,000.<br />

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Liquidity Reporting<br />

5<br />

Money Market Activity Report<br />

<strong>The</strong> J.P. Morgan ACCESS Money Market Activity Report allows you to review fund<br />

account investment and redemption activities for the current day or any date range<br />

within the past 63 days. For each <strong>of</strong> your accounts, the report provides opening and<br />

closing balances, reference numbers, transaction types, investment transaction<br />

amount, Demand Deposit Accounts (DDAs), instrument codes and descriptions.<br />

Notes:<br />

<br />

<br />

<strong>The</strong> report does not include cancelled transactions.<br />

<strong>The</strong> report is sorted by Money Market Fund (MMF) account, instrument code<br />

and business date.<br />

With this report, you can:<br />

<br />

<br />

<br />

Review investments and redemptions in a real-time environment.<br />

Analyze investments and redemptions by fund.<br />

Access historical information for the current and prior month.<br />

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Money Market Accruals Report<br />

<strong>The</strong> J.P. Morgan ACCESS Money Market Accruals Report provides opening month-todate<br />

positions for all <strong>of</strong> your accounts. Also included are fund account total balances<br />

and the month-to-date dividend accruals as per the current business day. <strong>The</strong> report is<br />

sorted by Demand Deposit Account (DDA) and Direct Deposit Fund (DDF) type.<br />

With this report, you can:<br />

<br />

<br />

<br />

Display fund account totals.<br />

Review month to date dividend accruals.<br />

Analyze your current Funds Positions.<br />

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Money Market Fund Rates Report<br />

<strong>The</strong> J.P. Morgan ACCESS Money Market Fund Rates Report provides the historic oneday<br />

rate based on the previous day's close, the historic seven-day average, and the<br />

historic 30-day average rate for all Money Market Funds (MMFs). Also included are the<br />

early and late cut-<strong>of</strong>f times.<br />

With this report you can:<br />

<br />

<br />

Analyze 1-day, 7-day and 30-day interest rates for each <strong>of</strong> the funds.<br />

Review cut-<strong>of</strong>f times for fund investments.<br />

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Account Summary Report<br />

<strong>The</strong> J.P. Morgan ACCESS Account Summary provides a summary <strong>of</strong> DDA accounts,<br />

money market fund investment accounts and fixed maturity holdings.<br />

This summary is displayed on the screen in the Investment Reporting section.<br />

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Investment Summary Report<br />

<strong>The</strong> J.P. Morgan ACCESS Investment Summary Report provides a graphic view <strong>of</strong> all<br />

money market fund holdings<br />

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Disbursement Reporting<br />

6<br />

Daily Transaction Report<br />

<strong>The</strong> J.P. Morgan ACCESS Daily Transaction Report displays information detailing all the<br />

transactions that took place on a specific date or range <strong>of</strong> dates for the accounts and<br />

action types requested. <strong>The</strong> report lists this information by account number and time<br />

<strong>of</strong> day.<br />

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Reject Report<br />

<strong>The</strong> J.P. Morgan ACCESS Reject Report displays information detailing all transactions<br />

rejected for business logic errors, such as:<br />

<br />

<br />

Attempting to cancel an already canceled item<br />

Attempting to stop an already stopped check item.<br />

<strong>The</strong> report does not track system errors; for example, those resulting from<br />

communications errors.<br />

With this report, the information is listed by account number, action and time <strong>of</strong> day.<br />

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Audit Reporting<br />

7<br />

User Access and Activities Report<br />

<strong>The</strong> User Access and Activities Report provides a comprehensive history <strong>of</strong> all<br />

application activity that occurs on the ACCESS platform. You may use the Audit Log to<br />

review the tasks users perform in order to track accidental or deliberate misuse <strong>of</strong> the<br />

system.<br />

This history is displayed on the screen using the Audit Log function located under the<br />

Utilities Tab section.<br />

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Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 12. Chase Access Prepaid Card


CHASE ACCESS PREPAID CARD PROGRAM -<br />

CLIENT SERVICE AGREEMENT<br />

This Chase Access Prepaid Card Program Client Service Agreement (“Agreement”) is entered<br />

into as <strong>of</strong> the ____ day <strong>of</strong> __________________, 201_ (“Effective Date”) by and between the (the "Client"),<br />

having a place <strong>of</strong> business at __________________ and JPMorgan Chase Bank, NA, a national banking<br />

association organized under the laws <strong>of</strong> the United States (“Chase”), having a place <strong>of</strong> business at 1 Chase<br />

Manhattan Plaza, New York, New York 10081.<br />

WHEREAS, the Client desires to <strong>of</strong>fer individuals an alternative to receiving pay or other<br />

disbursements by check or cash; and<br />

WHEREAS, Chase <strong>of</strong>fers a program ("Program") to entities whereby individuals (“Individuals”) can<br />

have certain disbursements deposited to an account (a "Chase Card Account") at Chase; and<br />

WHEREAS, from that account Individuals can withdraw funds at their convenience through use <strong>of</strong> a<br />

debit card (a "Chase Access Prepaid Card") which can be used at automated teller machines ("ATMs") and<br />

at point <strong>of</strong> sale (“POS”) terminals; and<br />

WHEREAS, the Client desires to <strong>of</strong>fer the Program to qualifying Individuals, and Chase is willing to<br />

provide the Program to the Client upon the terms and conditions set forth herein.<br />

NOW, THEREFORE, in consideration <strong>of</strong> the premises and <strong>of</strong> the mutual consideration set forth<br />

herein, the parties hereto agree as follows:<br />

1. Cardholder Enrollment and Chase Access Prepaid Cards.<br />

(a) Chase will require each Individual desiring to participate in the Program to be<br />

enrolled by the Client in a manner consistent with Chase policy (“Enrollment”) and to receive a copy<br />

<strong>of</strong> the Cardholder Terms and Conditions ("Terms & Conditions"). Chase shall not accept any<br />

deposit <strong>of</strong> payments ("Entries") by the Client to a Chase Access Prepaid Card Account <strong>of</strong> any<br />

Individual prior to accepting an Enrollment.<br />

(b) Upon receipt and acceptance by Chase <strong>of</strong> the Enrollment, the Individual shall be<br />

deemed enrolled in the Program (a "Cardholder"). Chase shall open a Chase Access Prepaid Card<br />

Account in the Cardholder’s name and issue a Chase Access Prepaid Card to the Cardholder. <strong>The</strong><br />

Chase Access Prepaid Card will give the Cardholder electronic access to his or her Chase Access<br />

Prepaid Card Account, as described in the attached Schedule <strong>of</strong> Fees and Services (“Attachment<br />

A”).<br />

(c) <strong>The</strong> Client shall send funds to be deposited to the Chase Access Prepaid Card<br />

Accounts. Chase shall place such funds in the designated Chase Access Prepaid Card Account.<br />

<strong>The</strong> Client shall instruct Chase, in a manner that the Client and Chase agree upon, regarding how<br />

to deposit funds to the Chase Access Prepaid Card Accounts.<br />

(d) <strong>The</strong> Client shall coordinate between Chase and the Cardholders all matters related<br />

to enrollment in the Program.<br />

(e) Chase will issue all necessary new and replacement Chase Access Prepaid<br />

Cards to the Cardholders, in such form as Chase determines, and with such ATM, POS and other<br />

marks or logos on them as Chase determines. Chase may change its affiliation with any ATM or<br />

POS networks at any time. In the event that it does so, however, Chase shall not be obligated to<br />

issue replacement Chase Access Prepaid Cards to then-existing Cardholders.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

(f) In the event that any Cardholder terminates his or her participation in the Program<br />

or such Cardholder’s participation is terminated for any reason, the Client will cease funding the<br />

Chase Access Prepaid Card Account for that Cardholder. <strong>The</strong> Cardholder shall continue to have


access to his or her funds in the Chase Access Prepaid Card Account until the funds are depleted<br />

or the Chase Access Prepaid Card Account is closed. <strong>The</strong> Cardholder may instruct Chase to<br />

close his or her Chase Direct Card Account and return his or her funds by check.<br />

(g) If a Cardholder’s Chase Access Prepaid Card Account has a negative balance or<br />

overdraft, Chase shall apply the next available deposit to the Cardholder’s Chase Access Prepaid<br />

Card Account to recover such overdrawn funds, if such deposit occurs. <strong>The</strong> Client shall not be<br />

responsible for the amount <strong>of</strong> any overdraft in any Chase Access Prepaid Card Account, or for<br />

losses that result from fraud or from lost or stolen Chase Access Prepaid Cards, except to the<br />

extent that the Client’s security administrator causes such overdrafts or losses.<br />

(h) <strong>The</strong> Client shall be bound by and comply with this Agreement and applicable state<br />

and federal laws and regulations and the National Automated Clearing House Association rules<br />

(“NACHA Rules”), to the extent that the NACHA Rules are applicable (collectively, the "Rules").<br />

2. Credit <strong>of</strong> Entries to Chase Card Accounts.<br />

(a) <strong>The</strong> Client shall fund the Chase Access Prepaid Card Accounts by sending funds<br />

by a method mutually agreed upon by the Client and Chase.<br />

(b) In the event that the Client fails to deliver, in a timely manner or otherwise, the<br />

Entries to its Originating Depository Financial Institution (“ODFI”), or otherwise fails to deliver, in a<br />

timely manner or otherwise, funds to Chase, the Client shall be solely responsible for notifying its<br />

Cardholders that funds may not be credited to their Chase Access Prepaid Card Accounts until the<br />

Entries are received and fully reconciled as set forth in the Rules.<br />

(c) Subject to the terms and conditions <strong>of</strong> this Agreement, the Rules, and the<br />

respective Terms & Conditions, Chase will credit the designated Chase Access Prepaid Card<br />

Account in the amount <strong>of</strong> each corresponding Entry received by Chase. Chase shall have no<br />

liability for failure to effect credit to the Chase Access Prepaid Card Accounts due to the failure <strong>of</strong><br />

the Client, the ODFI or its Automated Clearing House (“ACH”) to deliver those Entries to Chase.<br />

(d) Chase may reject any Entries received on behalf <strong>of</strong> the Client. <strong>The</strong> Client shall<br />

have no right to reverse an Entry after Chase has received such Entry, except in accordance with<br />

applicable Rules.<br />

3. Correction <strong>of</strong> Errors.<br />

(a) Chase will use commercially reasonable efforts to act upon the Client’s request to<br />

cancel or amend an Entry. If the Client exercises its rights under the NACHA Rules other than for<br />

duplications or errors, then, to the extent allowed by applicable federal or state laws, the Client shall<br />

remain liable to Chase, which may seek immediate payment from the Client, for any Entries already<br />

credited to a Chase Access Prepaid Card Account.<br />

(b) Chase, at its expense, shall correct any errors due primarily to malfunctions <strong>of</strong> its<br />

equipment or to acts <strong>of</strong> omission or commission <strong>of</strong> Chase's personnel or failure <strong>of</strong> its s<strong>of</strong>tware. <strong>The</strong><br />

Client agrees to promptly notify Chase <strong>of</strong> the error but in any event not later than thirty (30) days<br />

after such error first comes to the attention <strong>of</strong> the Client. If such notification is made orally, the<br />

Client must send a written confirmation to Chase within five (5) days.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

4. Client Warranties. <strong>The</strong> Client warrants that barring error, each Entry shall be for an<br />

amount (i) due to the Cardholder and not subject to any claims by the Client or (ii) duly authorized to<br />

be disbursed to the Cardholder. If the Chase Access Prepaid Card is used for the payment <strong>of</strong><br />

wages, the Client further warrants that it is in compliance with all applicable Rules governing the<br />

payment <strong>of</strong> wages, and it complies with Section 6 below.<br />

5. Chase Warranties. Chase warrants that it will perform its obligations under this<br />

Agreement in a pr<strong>of</strong>essional manner.<br />

2


6. Individual Validation. <strong>The</strong> Client certifies that Individuals have completed and complied<br />

with all appropriate Enrollments and associated procedures, and that the Client has verified each<br />

Individual’s identification. Chase has the right to audit Cardholder files for purposes <strong>of</strong> verifying<br />

how the Client conducted the identity verification.<br />

7. Limitations on Damages. Neither Chase nor the Client shall be liable (no matter what<br />

the cause <strong>of</strong> action) for any indirect, special or consequential damages <strong>of</strong> any kind, even in the<br />

event that it is advised <strong>of</strong> the possibility that such damages may arise, occur or result. Chase’s<br />

liability to the Client for direct damages shall be limited solely to actions in which Chase has acted<br />

with gross negligence or willful misconduct.<br />

8. Back-Up <strong>of</strong> Data. <strong>The</strong> Client agrees to maintain adequate records <strong>of</strong> the Entries delivered<br />

to Chase to enable the Client to regenerate any <strong>of</strong> the information supplied by the Client to Chase.<br />

9. Force Majeure.<br />

(a) Chase undertakes to use commercially reasonable efforts to help assure the<br />

continued delivery <strong>of</strong> services under this Agreement in the event <strong>of</strong> any unplanned interruption <strong>of</strong><br />

the operations <strong>of</strong> or the inaccessibility <strong>of</strong> Chase's primary facilities for the delivery <strong>of</strong> services<br />

hereunder due to any cause, such as those set forth in Paragraph (b) below.<br />

(b) Notwithstanding the undertakings in Paragraph (a) above, neither Chase nor the<br />

Client shall be responsible for any errors, delays or nonperformance due to events beyond its<br />

commercially reasonable control, including, but not limited to acts <strong>of</strong> God; failure, delay or unavailability<br />

<strong>of</strong> power, communications or transportation; changes in law or regulation or other acts <strong>of</strong><br />

governmental authority; strike; or weather conditions.<br />

10. Confidentiality.<br />

(a) Chase shall treat all information and data received from the Client, the Cardholder<br />

or any third party with regard to a Cardholder as confidential and shall use reasonable care to<br />

safeguard all such information.<br />

(b) Neither Chase nor the Client may, except as required by the Rules or applicable<br />

federal or state laws, disclose any confidential information <strong>of</strong> the other party (or, if Chase, <strong>of</strong> the<br />

Client’s Cardholders), without the prior written approval <strong>of</strong> such party, provided that in the event <strong>of</strong> a<br />

planned disclosure under the Rules, the disclosing party shall notify the other party as promptly as<br />

possible and cooperate with that party (at that party’s expense) in protecting the confidential<br />

information from disclosure.<br />

(c) Chase's and the Client's obligations hereunder shall survive the termination or<br />

expiration <strong>of</strong> this Agreement.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

3


11. Publicity and Marketing Material.<br />

(a) Neither Chase nor the Client shall make any advertising or promotional use <strong>of</strong> any<br />

name, logo or trademark <strong>of</strong> the other without the prior written consent <strong>of</strong> the other. “Advertising or<br />

promotional use” includes but is not limited to the use <strong>of</strong> a party’s name on a customer or reference<br />

list.<br />

(b) <strong>The</strong> Client shall not disclose or distribute any materials related to the Program to<br />

any Individuals, Cardholders or others without the prior written consent <strong>of</strong> Chase.<br />

12. Financial Records. Unless the Client is publicly traded, it will produce or allow Chase to<br />

inspect financial data reasonably relating to the financial condition <strong>of</strong> the Client within a reasonable<br />

time after the request <strong>of</strong> Chase.<br />

13. Fees. <strong>The</strong> Client agrees to pay Chase for its services rendered in accordance with the Fee<br />

Schedule in Attachment A. Chase will also charge the Cardholders for its services rendered in<br />

accordance with the Fee Schedule in Attachment A, which Chase may change with no less than<br />

thirty (30) days notice to the Cardholder and to the Client, except that Chase may not change the<br />

fees within the first twelve months from the Effective Date <strong>of</strong> the Agreement.<br />

All pricing is based upon certain assumptions that exist at the time <strong>of</strong> the effective date <strong>of</strong> the<br />

Contract. Changes in federal or state law and regulations may change these assumptions causing<br />

change in the financial performance <strong>of</strong> the program to Chase. In the event that this occurs, the<br />

parties shall review such pricing and determine an agreeable solution to effectuate a change in the<br />

pricing structure, and the contract shall be amended accordingly by the parties. If the parties<br />

cannot agree to such an amendment, either party may terminate the Contract by thirty (30) days<br />

written notice to the other party.<br />

14. Term and Termination.<br />

(a) <strong>The</strong> term <strong>of</strong> this Agreement shall run from the Effective Date written above and<br />

shall remain in effect until either party gives the other party at least ninety (90) days’ written notice<br />

<strong>of</strong> termination.<br />

(b) Notwithstanding the foregoing or any other provision <strong>of</strong> this Agreement, either<br />

Chase or the Client may terminate this Agreement immediately, without notice, in the event that (i)<br />

the other materially breaches any <strong>of</strong> its material obligations under this Agreement; (ii) a bankruptcy,<br />

reorganization, receivership, insolvency or other similar proceeding for the arrangement <strong>of</strong> such<br />

party’s obligations is instituted by the other, or involuntarily against the other and is not dismissed<br />

within ninety (90) days; (iii) the other is unable to pay its debts as they become due or admits in<br />

writing its inability to pay its debts generally; or (iv) the other becomes subject to any statutory,<br />

administrative or court order or other <strong>of</strong>ficial action which prevents it from continuing to provide or<br />

receive (respectively) Program services in the manner contemplated hereby.<br />

15. Notice. Any notice required or permitted under this Agreement shall be in writing. Each<br />

such notice shall be effective when delivered by hand or, if mailed, shall be mailed postage prepaid,<br />

return receipt requested, and shall be effective when received. Each such notice shall be<br />

addressed or delivered,<br />

if to the Client, at:<br />

or, if to Chase, at:<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

JPMorgan Chase<br />

300 South Riverside Plaza, IL1-0092<br />

Chicago, Illinois 60606<br />

Attn: Tracy Dangott<br />

or at such other address as Chase or the Client shall specify in a notice to the other in accordance<br />

herewith.<br />

4


16. Miscellaneous.<br />

(a) This Agreement is binding upon Chase, the Client and their respective successors<br />

and permitted assigns. Neither Chase nor the Client may assign this Agreement in whole or in part<br />

without the prior written consent <strong>of</strong> the other, except that Chase may assign this Agreement to<br />

another financial institution upon written notice to the Client and at its own expense. Either Chase or<br />

the Client may assign this Agreement to any affiliate upon written notice to the other.<br />

(b) Either Chase or the Client may delay or forego exercising any <strong>of</strong> its rights under<br />

this Agreement without waiving any <strong>of</strong> its rights.<br />

(c) If any part or parts <strong>of</strong> this Agreement are held to be invalid, the remaining parts <strong>of</strong><br />

this Agreement shall continue to be valid and enforceable.<br />

(d) This Agreement and performance hereunder shall be governed by and construed<br />

in accordance with the laws <strong>of</strong> the State <strong>of</strong> New York without regard to the choice <strong>of</strong> law provisions<br />

there<strong>of</strong>.<br />

(e) This Agreement represents the complete and exclusive statement <strong>of</strong> the<br />

agreement between Chase and the Client with respect to the subject matter <strong>of</strong> this Agreement and<br />

supersedes any prior understanding between them with respect to such subject matter. This<br />

Agreement may not be modified or altered except by a written instrument duly executed by both<br />

Chase and the Client.<br />

IN WITNESS WHEREOF, Chase and the Client have caused this Agreement to be executed by<br />

their duly authorized representatives on the date or dates set forth above.<br />

By:<br />

Printed<br />

Name:<br />

<strong>Title</strong>:<br />

(Authorized Signature)<br />

Date: ___________________________________<br />

By:<br />

Printed<br />

Name:<br />

<strong>Title</strong>:<br />

JPMORGAN CHASE BANK, NA<br />

(Authorized Signature)<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

Date:<br />

5


ATTACHMENT A<br />

SCHEDULE OF FEES AND SERVICES<br />

Program Description: Electronic Payment Card program for the Agency’s payees who choose to receive their<br />

entitlement and/or other receipts via the Chase Access Prepaid Card.<br />

Enrollment Method: <strong>The</strong> Client will enroll Cardholders in the program via Web.<br />

Card Attributes:<br />

Currency <strong>of</strong> Issue - US Dollar<br />

<br />

<br />

<br />

<br />

<br />

Card Type - Primary Cards: <strong>The</strong> Cardholder will have access to the funds in the Chase Card Account through his or<br />

her Chase Access Prepaid Card.<br />

Card Design – Standard Chase Access Prepaid Card.<br />

Card Acceptance – Cardholder may access funds by using his or her Chase Access Prepaid Card for signature-based<br />

transactions at participating retail locations as specified in the fee schedule; and for PIN-based transactions at<br />

participating retail locations and Automated Teller Machines (ATMs) supporting the program. Primary Cardholder may<br />

also use his or her Chase Access Prepaid Card to access funds surcharge-free at ATMs displaying the Chase or<br />

Allpoint logo(s) as specified in the fee schedule. Cardholders may request cash back through PIN-based transactions<br />

at participating retail locations and obtain over-the-counter cash advances at participating member bank branches.<br />

Fraud Prevention –Chase reserves the right to restrict card usage and limit the types <strong>of</strong> transactions available on the<br />

Access Prepaid Card to prevent money laundering or restrict cardholders from engaging in other card related fraud.<br />

In addition, Chase may also take such further actions as it deems necessary to prevent or minimize fraudulent<br />

activity. <strong>The</strong> actions which Chase takes may not substantially hinder the cardholder’s use <strong>of</strong> his/her Card.<br />

Card Package – Primary Cardholder will receive the Chase Access Prepaid Card, Card Carrier, Terms & Conditions<br />

and Cardholder Guide.<br />

Activation Process: Primary Cardholder can activate his or her card via Chase’s toll-free customer service number or by<br />

first use <strong>of</strong> his or her PIN (for replacement cards after the first card has been activated).<br />

Statements: Cardholder will have access to monthly statements <strong>of</strong> his or her activity by Web or telephone. Mailed<br />

statements will be provided to Cardholders at a cost upon Cardholder’s request. Statements may not be provided if a<br />

Chase Card Account is inactive.<br />

Customer Service: Primary Cardholder may obtain Chase Access Prepaid Card Account balance information,<br />

transaction history, PIN services, lost or stolen card assistance, and initiate transaction claims via the Web or by calling<br />

Chase’s toll-free customer service number 24 hours a day, 7 days a week. If a Chase Access Prepaid Card is lost or<br />

stolen, Primary Cardholder can mitigate his or her fund losses due to fraud by calling Chase immediately.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

- 6 -


Chase Access Prepaid Fee Schedule<br />

Service<br />

Fee<br />

Fees Paid by Agency<br />

—Program Setup Fee<br />

$1,500, waived<br />

—New Cardholder Enrollment<br />

Waived<br />

—Monthly Maintenance $100/month, waived in months with >100<br />

transacting cards<br />

Fees Paid by Cardholder<br />

—Account Enrollment<br />

N/A<br />

—Account Maintenance<br />

N/A<br />

ATM Cash Withdrawal 1<br />

—At Chase ATMs<br />

Free<br />

—At non-Chase ATMs in the US<br />

2 free per deposit; then $1.00 each<br />

—At ATMs , International<br />

$3.00 each<br />

ATM Balance Inquiry<br />

— At Chase ATMs Free<br />

—At non-Chase ATMs in the US<br />

2 free per deposit; then $0.50 each<br />

—At ATMs, International<br />

$1.00 each<br />

Retail Purchase<br />

—with signature<br />

Free<br />

—with PIN (includes cash back)<br />

Free<br />

Teller-assisted Withdrawal at Visa Member Bank 1 free per deposit; then $5.00 each<br />

Online Bill Payment at www.myaccount.chase.com $0.75 per bill payment<br />

Transaction Denied for Insufficient Funds 2<br />

2 free per deposit, then $0.50 each<br />

Customer Service — web<br />

Free<br />

Customer Service — phone<br />

8 free calls per month; then $0.25 each<br />

My Alerts Notification Service<br />

Free<br />

Card Replacement — standard delivery<br />

1 free per year; then $7.50 each<br />

Card Replacement — expedited delivery<br />

$17.50 per card<br />

ACH Transfer to Chase Account<br />

Free<br />

ACH Transfer to non-Chase Account<br />

$0.25 each<br />

Account statement — web<br />

Free<br />

Account statement — mail<br />

$1.00 per month, upon request only<br />

International Transaction Fee<br />

3.0% <strong>of</strong> transaction<br />

Inactive Account 3<br />

$1.50 per month<br />

Account Closure with Check Issuance<br />

Free<br />

1 Some ATM owners and operators may charge an additional fee per transaction, called a surcharge. <strong>The</strong>re are no surcharges<br />

at Chase or Allpoint ATMs.<br />

2 This fee will be assessed if a POS or ATM transaction is denied due to insufficient funds in your Account.<br />

3 A monthly fee will be assessed on each Account that has been inactive for 365 days. Fee is not assessed during periods <strong>of</strong><br />

activity. Account activity is defined as a deposit, withdrawal, purchase or any type <strong>of</strong> financial activity.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

- 7 -


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 13. Sample Service Agreements


V1.6_10_24_11<br />

Consolidated<br />

Service Terms<br />

J.P. Morgan Chase provides an array <strong>of</strong> treasury services to meet<br />

your business needs. This booklet contains important information<br />

about J.P. Morgan Chase solutions that we provide. If you would<br />

like to add a service that is covered in this booklet, please contact<br />

your Commercial Banking Representative<br />

TREASURY SERVICES (United States)<br />

Commercial Bank


Account Terms<br />

V1.1_10_04_10<br />

INTRODUCTION<br />

This document (the “Account Terms”), contains the general terms and conditions and other disclosures for the accounts and services which<br />

the Customer may select, and constitutes an agreement between the Bank and the Customer. References to “the Bank”, when used in the<br />

Account Terms, shall mean JPMorgan Chase Bank, N.A., and any <strong>of</strong> its affiliates or subsidiaries, as applicable. References to the<br />

“Customer” in the Account Terms mean the governmental, nonpr<strong>of</strong>it, or business entity to which the Bank provides accounts and services. All<br />

accounts subject to the Account Terms are, regardless <strong>of</strong> their location, referred to in this document as “Accounts”. <strong>The</strong> Account Terms may<br />

be supplemented or amended by existing or future agreements, terms and conditions, and notices, including, but not limited to any terms<br />

contained in an account application, country addendum, signature card or similar document for an Account or arrangements regarding specific<br />

types <strong>of</strong> Accounts or services (“Services”) <strong>of</strong>fered by the Bank, as described herein or which by their terms (“Service Terms”) are subject to<br />

the Account Terms. By signing the signature card, account application or similar document or by using or continuing to use any <strong>of</strong> the<br />

Accounts or Services, the Customer agrees to the Account Terms and such supplements, amendments, agreements, terms and conditions,<br />

notices or Service Terms, as applicable.<br />

<strong>The</strong> Accounts established with the Bank are subject to the Account Terms and relevant Account documentation, which shall include<br />

jurisdiction specific provisions set forth in an account application or country-specific addendum for the jurisdiction in which the Accounts are<br />

held (collectively, “Account Documentation”). <strong>The</strong> Customer shall not transfer any <strong>of</strong> its rights and obligations in an Account or with respect to<br />

a Service, or create any form <strong>of</strong> security interest over such rights and obligations or in an Account, without the prior written consent <strong>of</strong> the<br />

Bank.<br />

<strong>The</strong> Account Terms or Service Terms may vary applicable law or regulation to the maximum extent permitted under any such law or<br />

regulation. Any provision <strong>of</strong> applicable law or regulation that cannot be varied shall supersede any conflicting term <strong>of</strong> the Account Terms or<br />

Service Terms.<br />

1. Authorized Persons.<br />

1.1 <strong>The</strong> Bank is authorized to rely upon any document that indicates the person authorized to act on behalf <strong>of</strong> the Customer (“Authorized<br />

Person”) with respect to the Accounts and Services, until the authority for such Authorized Person is withdrawn by the Customer upon<br />

written notice to the Bank, and the Bank has had a reasonable opportunity to act on the termination instruction. <strong>The</strong> Customer will<br />

provide specimen signatures <strong>of</strong> such Authorized Person to the Bank in the manner requested by the Bank.<br />

1.2 Each Authorized Person, subject to any written limitation provided by the Customer and received and accepted by the Bank, is<br />

authorized on behalf <strong>of</strong> the Customer to: open, operate and close Accounts; overdraw Accounts as permitted by the Bank; appoint and<br />

remove Authorized Persons; execute or otherwise agree to any form <strong>of</strong> agreement relating to the Accounts or Services, including,<br />

without limitation, Account Documentation; execute guarantees, indemnities or other undertakings to the Bank in relation to<br />

guarantees, letters <strong>of</strong> credit or other financial transactions, or in relation to missing documents; draw, accept, endorse or discount<br />

checks, drafts, bills <strong>of</strong> exchange, notes and other financial instruments (“Items”); receive materials related to security procedures; and<br />

give instructions (“Instructions”), including, without limitation, requests and payment orders, by means other than the signing <strong>of</strong> an Item,<br />

with respect to any Account transaction. Without limitation, such Instructions may be given singly or otherwise regarding: (i) the<br />

payment, transfer or withdrawal <strong>of</strong> funds by wire, computer or other electronic means, or otherwise; (ii) money, credits, items or<br />

property at any time held by the Bank for account <strong>of</strong> the Customer; or (iii) any other transaction <strong>of</strong> the Customer with the Bank.<br />

1.3 If the Customer provides the Bank with facsimile signature specimens, or if the Customer issues Items with a facsimile signature on<br />

one or more occasions, the Bank is authorized to pay Items signed by facsimile signature (including, but not limited to, computer<br />

generated signatures) if the actual or purported facsimile signature, regardless <strong>of</strong> how or by whom affixed, resembles the specimens<br />

filed with the Bank by the Customer, or resembles a specimen facsimile signature otherwise employed for the Customer’s benefit.<br />

SAMPLE<br />

1.4 <strong>The</strong> Customer represents that, prior to submitting any document or information, including through any electronic transmission, which<br />

designates the persons authorized to act on the Customer’s behalf, including as a user <strong>of</strong> the Bank’s electronic access systems, the<br />

Customer shall obtain from each individual referred to in such document all necessary consents to enable the Bank to process the data<br />

set out therein for the purposes <strong>of</strong> providing the Service.<br />

2. Instructions; Security Procedures.<br />

2.1 <strong>The</strong> Bank and the Customer may from time to time agree upon a security procedure to be followed by the Customer upon the issuance<br />

<strong>of</strong> an Instruction and/or by the Bank upon the receipt <strong>of</strong> an Instruction, so as to enable the Bank to verify that such Instruction is<br />

effective as that <strong>of</strong> the Customer. A security procedure may require the use <strong>of</strong> algorithms or other codes, identifying words or<br />

numbers, encryption, call back procedures or similar security devices. It is understood that such security procedure is designed to<br />

verify the authenticity <strong>of</strong>, and not to detect errors in, Instructions. <strong>The</strong> Customer agrees to safeguard such security procedure and to<br />

make it available only to authorized persons. Any Instruction, the authenticity <strong>of</strong> which has been verified through such security<br />

procedure, shall be effective as that <strong>of</strong> the Customer. An authenticated SWIFT message issued to the Bank in the name <strong>of</strong> the<br />

Customer shall be deemed to have been given by an Authorized Person. <strong>The</strong> Customer shall be bound by and adhere to the security<br />

procedures for use <strong>of</strong> the Service advised to it in writing or electronically by the Bank, as may be revised from time to time upon notice<br />

to the Customer.<br />

2.2 <strong>The</strong> Bank is not obligated to confirm any Instructions. If the Customer, other than with respect to security procedures, chooses to<br />

confirm an Instruction, any confirmation must be clearly marked as such, and, if there is any discrepancy between an Instruction and a<br />

confirmation, the terms <strong>of</strong> the Instruction shall prevail. Subject to Section 5.6, the Bank may, at its option, use any means to confirm or<br />

clarify any request or Instruction, even if any agreed security procedure appears to have been followed. If the Bank is not satisfied with<br />

any confirmation or clarification, it may decline to honor the Instruction.


3. Deposits.<br />

3.1 All Items deposited or cashed are received for collection only, and are received subject to final payment. <strong>The</strong> Bank may agree with<br />

other banks and clearing houses to vary procedures regarding the collection or return <strong>of</strong> Items, and deadlines to the extent permitted<br />

by applicable law or practice. <strong>The</strong> Bank chooses the method <strong>of</strong> collecting Items and may use other banks in the process. <strong>The</strong> Bank<br />

will present Items in accordance with the custom and practice <strong>of</strong> the jurisdiction in which the Items are collected. <strong>The</strong> Bank is not<br />

responsible for actions taken by other banks, nor for the loss or destruction <strong>of</strong> any Item in the possession <strong>of</strong> other banks or in transit.<br />

<strong>The</strong> Customer agrees to use reasonable efforts to assist the Bank in locating or obtaining replacements <strong>of</strong> Items lost while in the<br />

Bank’s possession.<br />

3.2 Credits and deposits to an Account will be available in accordance with the Bank’s availability policy and in accordance with applicable<br />

laws. If the Bank credits an Account: (i) in contemplation <strong>of</strong> receiving funds for the Customer’s credit and those funds are not actually<br />

received by the Bank, or (ii) in reliance on a transaction which is subsequently returned, reversed, set aside or revoked, or if the Bank<br />

does not receive funds for the Customer’s credit for value on the date advised by or on behalf <strong>of</strong> the Customer, or if final settlement is<br />

not received by the Bank for any reason, then the Bank shall be entitled to debit any Account <strong>of</strong> the Customer with the amount<br />

previously credited and/or with any other charges incurred, even if doing so creates or increases an overdraft.<br />

3.3 If the Customer sends an Item to the Bank on a collection basis, the Bank may defer credit or payment for a reasonable time, in<br />

accordance with its practices, without dishonor; and the Bank shall not be obligated thereon until it has remitted final payment.<br />

4. Payment <strong>of</strong> Items.<br />

4.1 <strong>The</strong> Bank is authorized to pay any Item drawn on the Account, in accordance with the Bank’s usual procedures, including, without<br />

limitation, any item that purports to be a substitute check. <strong>The</strong> Bank is authorized to debit the Account on which the Item is drawn on<br />

the day the Item is presented, certified or accepted, or at such earlier time that the Bank receives notice by electronic or other means<br />

that an Item drawn on an Account has been deposited for collection. <strong>The</strong> Bank may determine Account balances in order to decide<br />

whether to dishonor an Item for insufficient funds at any time between receiving such presentment or notice and the time <strong>of</strong> the return<br />

<strong>of</strong> the Item, and need make no more than one such determination.<br />

4.2 <strong>The</strong> Bank is authorized to pay all Items presented to it or cashed at the Bank, regardless <strong>of</strong> amount and without inquiry as to the<br />

circumstances <strong>of</strong> issue, negotiation or endorsement or as to the disposition <strong>of</strong> proceeds, even if drawn, endorsed or payable to cash,<br />

bearer or the order <strong>of</strong> the signer or any Authorized Person or to a lender in payment <strong>of</strong> that individual’s obligations.<br />

4.3 <strong>The</strong> Customer shall immediately notify the Bank if it becomes aware that any Items (whether completed or blank) are lost or stolen.<br />

<strong>The</strong> Customer shall not use its Account to allow any third party to issue checks or otherwise use the Account unless specifically agreed<br />

to in writing by the Bank. <strong>The</strong> Customer shall not issue Items that are post-dated, and the Bank shall not be liable for any damages<br />

caused by premature payment or certification <strong>of</strong> a post-dated Item. Further, the Customer shall not put any condition, restriction or<br />

legend on any Item, and the Bank is not required to comply with any such condition, restriction or legend.<br />

4.4 <strong>The</strong> Bank may process any Item by electronic means. All Items the Customer draws against any Account must comply with the Bank’s<br />

check specifications and image standards, published from time to time, and industry standards. <strong>The</strong> Bank shall not be liable for<br />

damages or losses due to any delay or failure in procuring, collecting or paying Items not conforming to such specifications or<br />

standards, except to the extent such losses or damages are the result <strong>of</strong> the Bank’s gross negligence or willful misconduct.<br />

5. Funds Transfer Instructions.<br />

SAMPLE<br />

5.1 <strong>The</strong> Customer may issue funds transfer Instructions against Accounts, subject to the Bank’s acceptance. Funds transfer Instructions<br />

will be received, processed and transmitted only on the Bank’s funds transfer business days, and within the Bank’s established cut-<strong>of</strong>f<br />

hours on such days. Communications requesting cancellation or amendment <strong>of</strong> payment orders must be received at a time and in a<br />

manner affording the Bank a reasonable opportunity to act on the communication. <strong>The</strong> Customer may reverse, amend, cancel or<br />

revoke any Instructions only with the consent <strong>of</strong> the Bank and the beneficiary’s bank. <strong>The</strong> Bank will debit the Account for the amount<br />

<strong>of</strong> each funds transfer Instruction accepted by the Bank, and the Customer authorizes the Bank to debit the Account for all fees<br />

associated with any funds transfer Instruction, including debit and credit processing charges, or to otherwise deduct such fees from the<br />

amount <strong>of</strong> the payment order. In processing the funds transfer, other banks may deduct fees from the payment order issued to them.<br />

No restrictions upon the acceptance <strong>of</strong> funds transfer Instructions by the Bank or upon the Accounts that the Bank may debit shall be<br />

binding unless agreed to by the Bank in writing. <strong>The</strong> Bank shall not be required to inquire into the circumstances <strong>of</strong> any transaction.<br />

5.2 Notwithstanding any instructions by the Customer to the contrary, the Bank reserves the right to use any funds transfer system and any<br />

intermediary bank in the execution <strong>of</strong> any funds transfer Instruction and may otherwise use any means <strong>of</strong> executing the funds transfer<br />

Instruction which the Bank deems reasonable in the circumstances.<br />

5.3 In connection with any funds transfer, the Bank and other financial institutions may rely upon the identifying number <strong>of</strong> the beneficiary,<br />

the beneficiary’s bank or any intermediary bank included in the funds transfer. Also, the beneficiary’s bank in the funds transfer<br />

Instruction may make payment on the basis <strong>of</strong> the identifying number even though it identifies a person different from the named<br />

beneficiary. Accordingly, the Customer shall be responsible for the consequences <strong>of</strong> any inconsistency between the name and<br />

identifying number, as instructed, <strong>of</strong> any party in such a funds transfer Instruction.<br />

5.4 In accepting a funds transfer Instruction issued in the Customer’s name for payment in currency other than the currency <strong>of</strong> the<br />

Account, the Bank is authorized to debit the Account for the equivalent amount <strong>of</strong> the foreign currency transferred at the Bank’s<br />

prevailing rate <strong>of</strong> exchange or as otherwise agreed. If the Bank accepts funds transfer Instructions issued in a foreign currency where<br />

the Customer is the beneficiary, the Bank may convert the funds to the currency <strong>of</strong> the Account at the Bank’s applicable currency<br />

exchange rate and charge the Customer a fee for such currency conversion. In accepting a funds transfer instruction issued in the


Customer’s name for payment to a receiving bank located outside <strong>of</strong> the United States, the Customer agrees that, subject to any<br />

restrictions under applicable law or regulations, the Bank may convert the funds to the local currency <strong>of</strong> the location <strong>of</strong> the receiving<br />

bank at the Bank’s then prevailing rate <strong>of</strong> exchange. <strong>The</strong> Bank may deduct its fee for such conversion from the payment amount.<br />

Notwithstanding any prior action or course <strong>of</strong> dealing, subject to applicable law and regulations, the Bank has no obligation to cancel,<br />

reverse or otherwise buy back foreign currencies purchased by the Customer under a Service and, the Bank makes no commitment to<br />

buy back currencies. <strong>The</strong> Customer acknowledges that it may not be able to sell back certain foreign currencies once purchased.<br />

5.5 If the Customer elects to settle foreign exchange transactions by draft, the Customer acknowledges and agrees that in the event the<br />

draft is not presented for payment within one hundred eighty (180) calendar days from the date <strong>of</strong> issuance, the Bank, subject to any<br />

restrictions under applicable law or regulations, shall have the right to cancel the draft, and the Customer authorizes the Bank to<br />

reconvert the funds into the original currency at the then current rate and re-credit the Customer’s Account. If the remitter is no longer<br />

a customer <strong>of</strong> the Bank, the Bank may, in its discretion, transfer balances to an unclaimed moneys account, or issue a cashier’s check,<br />

sending it to the address <strong>of</strong> the Customer on the books and records <strong>of</strong> the Bank. In the event that the payee, holder or other third party<br />

claims against the Bank on a cancelled draft, the Customer agrees that it shall be responsible for any losses in connection with such<br />

cancellation, including any amount recredited or otherwise paid to the Customer. <strong>The</strong> Customer acknowledges and agrees that<br />

applicable service charges and expenses, including stop payment and periodic maintenance fees, may be charged to the Customer’s<br />

Account or otherwise deducted from the amount to be paid to the Customer.<br />

5.6 Unless the Customer and the Bank have agreed in writing to an alternate security procedure, the authenticity <strong>of</strong> oral or written<br />

(including those transmitted by facsimile) funds transfer Instructions may, at the Bank’s discretion, be verified by telephonic call-back<br />

confirmation with an Authorized Person. <strong>The</strong> Customer agrees that this security procedure is commercially reasonable for such<br />

Instructions. <strong>The</strong> Customer further agrees to be bound by such funds transfer Instructions, whether or not authorized, if issued in the<br />

name <strong>of</strong> the Customer using such security procedure.<br />

6. Interest; Fees; Taxes.<br />

6.1 <strong>The</strong> Bank may pay interest on certain interest-bearing Accounts at a rate determined by the Bank. <strong>The</strong> Bank may adjust interest paid<br />

(or principal, if permitted by law) and/or impose any charges on time deposit Accounts or fixed term Accounts from which withdrawals<br />

are made prior to maturity. Early withdrawal charges may require a reduction in the principal amount if the amount <strong>of</strong> accrued and<br />

unpaid interest on the deposit is less than the charge.<br />

6.2 <strong>The</strong> Bank may impose, charge, pass-through and modify fees and/or charges for Accounts and Services provided by the Bank,<br />

including, but not limited to, transaction, maintenance, balance-deficiency, and service fees and other charges, including those levied<br />

by any governmental authority and taxes (collectively “Fees”). <strong>The</strong> Customer will pay all Fees. <strong>The</strong> Bank may debit any Account for<br />

Fees, whether or not such debit may result in an overdraft <strong>of</strong> the Account. All payments to the Bank shall be in full, without set-<strong>of</strong>f or<br />

counterclaim, and free <strong>of</strong> any deduction or withholdings related to any tax or other claim.<br />

6.3 <strong>The</strong> Customer will pay or reimburse the Bank for any taxes, levies, imposts, deductions, charges, stamp, transaction and other duties<br />

and withholdings (together with any related interest, penalties, fines, and expenses) in connection with the Account or Services<br />

(including payments or receipts to an Account) except if imposed on the overall net income <strong>of</strong> the Bank. <strong>The</strong> Customer will provide the<br />

Bank such documentation, declarations, certifications and information as the Bank may require in connection with taxation and<br />

warrants that such information is true and correct in every respect and shall immediately notify the Bank if any information requires<br />

updating or correction.<br />

7. Account Statements.<br />

SAMPLE<br />

7.1 <strong>The</strong> Bank will issue Account statements, confirmations, or advices (“Account Statements”) at the frequency and in the manner advised<br />

to the Customer from time to time. <strong>The</strong> Customer is responsible for ensuring that an Authorized Person promptly examines each<br />

Account Statement and any accompanying Items which it receives or are made available to it by the Bank, and reporting any<br />

irregularities to the Bank in writing, including any claim <strong>of</strong> improper or unauthorized funds transfer activity. <strong>The</strong> Bank shall not be<br />

responsible for the Customer’s reliance on balance, transaction or related information that is subsequently updated or corrected or for<br />

the accuracy or timeliness <strong>of</strong> information supplied by any third party to the Bank. Internet Account Statements or electronic Account<br />

Statements, if applicable, shall be deemed by the Customer and the Bank to be available to the Customer when the Account<br />

Statements are posted on the Internet and the Bank sends an electronic mail notification <strong>of</strong> availability to the Customer, or when the<br />

Bank sends the electronic Account Statement to the Customer. For purposes <strong>of</strong> determining when an Item is sent to the Customer, an<br />

image <strong>of</strong> an Item or information identifying the Item (i.e. Item number, amount and date <strong>of</strong> payment) is a sufficient substitute for the<br />

actual Item.<br />

8. Overdrafts.<br />

8.1 <strong>The</strong> Bank may debit the Account even though the debit may bring about or increase an overdraft. Unless otherwise agreed in writing,<br />

any overdraft shall be immediately due and payable by the Customer to the Bank. If the Bank permits an overdraft, the Bank is<br />

authorized to charge interest on the amount <strong>of</strong> the overdraft as long as the overdraft is outstanding, at the rate determined by the Bank,<br />

up to the maximum rate permitted by law at the time <strong>of</strong> the overdraft or at the specific rate agreed in writing between the Customer and<br />

the Bank. Subject to applicable laws and regulations, interest shall remain applicable to any negative balance in the Account<br />

notwithstanding closure <strong>of</strong> the Account and/or termination <strong>of</strong> these Account Terms. Whether or not the Bank pays an Item that brings<br />

about or increases an overdraft, the Bank may deduct the applicable overdraft fees and expenses from the Account without notice.<br />

Unless agreed in writing, the Bank is under no obligation to permit any overdraft or to continue to permit overdrafts after having<br />

permitted an overdraft, notwithstanding any prior action or course <strong>of</strong> dealing.


8.2 When Items and other debits to the Account are presented to the Bank for payment on the same day and there are insufficient<br />

available funds in the Account to pay all <strong>of</strong> these transactions, the Bank may choose the order in which it pays transactions, including,<br />

without limitation, the largest transaction first or any other order determined by the Bank, in its sole discretion.<br />

9. Set Off.<br />

<strong>The</strong> Bank may at any time, without prejudice to any other rights which it may have, and without prior notice or demand for payment,<br />

combine, consolidate or merge all or any <strong>of</strong> the Accounts <strong>of</strong> the Customer or may retain, apply or set <strong>of</strong>f any money, deposits or<br />

balances held in, or standing to the credit <strong>of</strong>, any Account in any currency towards payment <strong>of</strong> any amount owing by the Customer to the<br />

Bank or any <strong>of</strong> its affiliates. <strong>The</strong> Bank shall be entitled to accelerate the maturity <strong>of</strong> any time deposit or fixed term deposit. For the<br />

purposes <strong>of</strong> this Section the Bank may effect currency conversions at such times or rates as it may think reasonable and may effect<br />

such transfers between any Accounts as it considers necessary. <strong>The</strong> Customer grants to the Bank a lien and security interest in any<br />

Accounts <strong>of</strong> the Customer at the Bank, in order to secure any and all obligations and liabilities <strong>of</strong> the Customer to the Bank.<br />

10. Agents; Information.<br />

<strong>The</strong> Customer authorizes the Bank to retain an agent to perform data processing, collection and other services that the Bank considers<br />

necessary or desirable and to modify or terminate the Bank’s arrangements with the Bank’s agents at any time. <strong>The</strong> Customer agrees<br />

that requests, Instructions, and information with respect to Accounts, the Customer itself, or transactions to be disclosed in accordance<br />

with the Account Terms, may be transmitted across national boundaries and through networks, including networks owned and operated<br />

by third parties. <strong>The</strong> Customer authorizes the Bank to disclose the Customer’s Accounts and service agreements, in addition to<br />

information with respect to any Account and Service, the Customer itself, or any transaction in which: (i) the disclosure, in the Bank’s<br />

opinion, is necessary or desirable for the purpose <strong>of</strong> allowing the Bank to perform its duties and to exercise its powers and rights<br />

hereunder; (ii) the disclosure is to a proposed assignee <strong>of</strong> the rights <strong>of</strong> the Bank; (iii) the disclosure is to a branch, affiliate, subsidiary,<br />

employee or agent <strong>of</strong> the Bank or to its auditors, regulators or legal advisers; (iv) the disclosure is to the auditors <strong>of</strong> the Customer; or (v)<br />

the disclosure is permitted or required by law, regardless <strong>of</strong> whether the disclosure is made in the country in which the Customer<br />

resides, in which the Account is maintained, or in which the transaction is conducted.<br />

11. Liability Limitation; Force Majeure.<br />

11.1 <strong>The</strong> Bank, its agents, employees, <strong>of</strong>ficers and directors, shall not be liable for any damage, loss, expense or liability <strong>of</strong> any nature<br />

which the Customer may suffer or incur, except to the extent <strong>of</strong> direct losses or expenses attributable to the gross negligence or willful<br />

misconduct <strong>of</strong> the Bank, its agents, employees, <strong>of</strong>ficers or directors. <strong>The</strong> Bank, its agents, employees, <strong>of</strong>ficers and directors shall not,<br />

in any event, be liable for indirect, special, consequential or punitive loss or damage <strong>of</strong> any kind (including, but not limited to lost<br />

pr<strong>of</strong>its), whether or not foreseeable, even if the Bank, its agents, employees, <strong>of</strong>ficers or directors have been advised <strong>of</strong> the likelihood <strong>of</strong><br />

such loss or damage, and regardless <strong>of</strong> whether the claim for loss or damage is made in negligence, gross negligence, for breach <strong>of</strong><br />

contract or otherwise; provided, however, that the foregoing shall not apply to the extent such loss or damage is caused by fraud on<br />

the part <strong>of</strong> the Bank, its agents, employees, <strong>of</strong>ficers or directors.<br />

11.2 Neither the Bank nor the Customer shall be liable for any loss or damage to the other for its failure to perform or delay in the<br />

performance <strong>of</strong> its obligation resulting from an act <strong>of</strong> God, act <strong>of</strong> governmental authority, de jure or de facto, legal constraint, war,<br />

terrorism, catastrophe, fire, flood or electrical, computer, mechanical or telecommunications failure, or failure <strong>of</strong> any agent or<br />

correspondent, or unavailability <strong>of</strong> a payment system, or any cause beyond its reasonable control.<br />

12. Indemnity.<br />

SAMPLE<br />

<strong>The</strong> Customer agrees to indemnify and hold the Bank, and its agents, employees, <strong>of</strong>ficers and directors, harmless from and against any<br />

and all claims, damages, demands, judgments, liabilities, losses, costs and expenses (including attorneys’ fees) resulting directly or<br />

indirectly from: (i) the Bank’s acceptance or execution <strong>of</strong> any request or direction, including, without limitation, Items and Instructions<br />

issued in the name <strong>of</strong> an Authorized Person; or (ii) the Bank’s payment <strong>of</strong> any taxes, interest or penalty otherwise due from the<br />

Customer paid on the Customer’s behalf, or for which the Bank has no responsibility under the Account Terms.<br />

13. Notices.<br />

All Account Statements and notices may be sent to the Customer by ordinary mail, courier, facsimile transmission, electronic<br />

transmission (including but not limited to SWIFT communication), through internet sites, or by such other means as the Customer and<br />

the Bank agree upon from time to time, at the address <strong>of</strong> the Customer on the books and records <strong>of</strong> the Bank. Unless otherwise<br />

arranged, all notices to the Bank must be sent to the Bank to the <strong>of</strong>ficer or service representative managing the Account, and must be<br />

sent by ordinary mail, by courier, by facsimile transmission, by electronic transmission or by such other means as the Customer and the<br />

Bank agree upon from time to time. <strong>The</strong> Bank shall have a reasonable time to act on any notices received.<br />

14. Termination.<br />

Unless otherwise agreed, either the Bank or the Customer may close an Account or terminate a Service by giving the other party not<br />

less than thirty (30) calendar days’ prior written notice <strong>of</strong> intent to close or terminate. Notwithstanding the foregoing, either party may<br />

terminate an Account or a Service upon written notice to the other party in the event <strong>of</strong>: (i) a breach <strong>of</strong> the Account Terms or Service<br />

Terms by the other party; (ii) the other party’s inability to meet its debts as they become due, receivership, administration, liquidation, or<br />

voluntary or involuntary bankruptcy; or the institution <strong>of</strong> any proceeding therefor, any assignment for the benefit <strong>of</strong> the other party’s<br />

creditors, or anything analogous to the foregoing in any applicable jurisdiction, or a determination in good faith by the terminating party<br />

that the financial or business condition <strong>of</strong> the other party has become impaired; (iii) a determination by the terminating party, in its sole<br />

opinion, that termination is necessary or required by law or regulation, or as a result <strong>of</strong> a court or regulatory agency order or proceeding;<br />

or (iv) a good faith belief by the terminating party that the other party is engaged in activities that are inconsistent with the terminating


party’s policies. <strong>The</strong> Bank shall have a reasonable opportunity to act upon any termination request. <strong>The</strong> Bank may (but shall not be<br />

obliged to) complete all requests and instructions received by it prior to receipt <strong>of</strong> the termination request, in addition to any request or<br />

instruction accepted on the day termination is to become effective. Notwithstanding anything to the contrary in any Service Terms, upon<br />

the closing <strong>of</strong> an Account, all Services linked to such Account are simultaneously terminated (unless otherwise specifically agreed to by<br />

the parties) and the Bank’s obligations in respect <strong>of</strong> such Account or Services will terminate. However, any such closing or termination<br />

shall not affect the Customer’s liabilities to the Bank arising prior to, or on, such closing or termination, all <strong>of</strong> which shall continue in full<br />

force and effect. Interest on overdrafts as provided for in Section 8.1 <strong>of</strong> the Account Terms shall remain applicable to any negative<br />

balances on the Account after termination here<strong>of</strong>. In the absence <strong>of</strong> Instructions from the Customer, the Bank may transfer balances to<br />

an unclaimed moneys account, or issue a cashier’s check, sending it to the address <strong>of</strong> the Customer on the books and records <strong>of</strong> the<br />

Bank.<br />

15. Account Disclosures.<br />

15.1 <strong>The</strong> Bank may return or refuse to accept all or any part <strong>of</strong> a deposit or credit to an Account, at any time, and will not be liable to the<br />

Customer for doing so, even if such action causes outstanding Items to be dishonored and returned, or payment orders to be rejected.<br />

Refused deposits will be returned to the Customer.<br />

15.2 <strong>The</strong> Bank may refuse to allow a withdrawal from any Account in certain cases including, but not limited to, cases where: (i) there is a<br />

dispute about the Account (unless a court or other competent authority has ordered the Bank to allow the withdrawal); (ii) a legal<br />

garnishment or attachment is served, including, but not limited to, a levy, restraining notice or court order; (iii) the Account is being<br />

used as collateral to secure a debt; (iv) Account Documentation has not been presented; or (v) the Customer fails to pay a Bank loan<br />

or other debt or obligation to the Bank on time.<br />

15.3 Any amount standing to the credit <strong>of</strong> any Account with the Bank is payable exclusively at the branch at which the Account is held;<br />

however, payment may be suspended from time to time in order to comply with any law, regulation, governmental decree or similar<br />

order, in any jurisdiction, for the time being affecting the Bank, its <strong>of</strong>ficers, employees, affiliates, agents or correspondents. <strong>The</strong><br />

Customer acknowledges that deposits held in a branch <strong>of</strong> the Bank located outside the United States: (i) are not insured by the Federal<br />

Deposit Insurance Corporation or any other United States governmental agency; (ii) are subject to cross-border risks; and (iii) have a<br />

lesser preference as compared to deposits held in the United States in the event <strong>of</strong> a liquidation <strong>of</strong> the Bank.<br />

16. Governing Law.<br />

16.1 <strong>The</strong> Account Terms, the relevant Account Documentation and the rights and obligations <strong>of</strong> the Customer and the Bank in respect <strong>of</strong><br />

each Account shall be governed by and construed in accordance with the laws <strong>of</strong> the country in which the branch holding the relevant<br />

Account is located.<br />

16.2 <strong>The</strong> Customer and the Bank hereby irrevocably waive all right to, and will not seek, trial by jury in any action, proceeding or<br />

counterclaim, <strong>of</strong> whatever type or nature, arising out <strong>of</strong> these Account Terms or the relationship established hereby. Any claim in<br />

connection with Accounts which are the subject <strong>of</strong> these Account Terms, unless a shorter period <strong>of</strong> time is expressly provided, must be<br />

brought against the Bank within two (2) years <strong>of</strong> the occurrence <strong>of</strong> the cause <strong>of</strong> action, except as prohibited by applicable law.<br />

16.3 In relation to each Account, the courts <strong>of</strong> the country or state in which the branch <strong>of</strong> the Bank at which the relevant Account is held<br />

shall have exclusive jurisdiction to settle any disputes that arise out <strong>of</strong> or are connected with the Account Terms, the relevant Account<br />

Documentation and/or the relevant Account. This section is for the benefit <strong>of</strong> the Bank only and does not prevent the Bank from taking<br />

proceedings in the courts <strong>of</strong> any other country or state with jurisdiction including, to the extent allowed by law, concurrently in any<br />

number <strong>of</strong> countries or states.<br />

17. Miscellaneous.<br />

SAMPLE<br />

17.1 If the Account Terms, Account Documentation, including, without limitation, Service Terms, are translated into, or appear in a language<br />

other than English, the English language version shall control.<br />

17.2 <strong>The</strong> term Bank shall include any successors <strong>of</strong> the Bank including, without limitation, an assignee or successors <strong>of</strong> JPMorgan Chase<br />

Bank, N.A. or any affiliate or subsidiary <strong>of</strong> such bank or any person who, under the laws <strong>of</strong> the jurisdiction <strong>of</strong> incorporation or domicile,<br />

has assumed the rights and obligations <strong>of</strong> the Bank, affiliate or subsidiary hereunder or to which under such laws the same have been<br />

transferred.<br />

17.3 Any terms <strong>of</strong> any supplement, amendment, agreement, Service Terms or notice that are inconsistent with a provision <strong>of</strong> the Account<br />

Terms shall supersede the Account Terms’ provision for purposes <strong>of</strong> the particular account or Service which is the subject there<strong>of</strong>.<br />

<strong>The</strong> Account Terms supersede and replace any other account conditions previously sent to the Customer.<br />

17.4 Section headings are for convenience only and shall not affect the meaning <strong>of</strong> the Account Terms. If any provision <strong>of</strong> the Account<br />

Terms shall be held to be illegal, invalid, or unenforceable the validity <strong>of</strong> the remaining portions <strong>of</strong> the Account Terms shall not be<br />

affected.<br />

17.5 <strong>The</strong> Customer represents and warrants that it shall comply with all applicable laws and regulations. <strong>The</strong> Bank will not be obligated to<br />

execute payment orders or effect any other transaction hereunder where the beneficiary or other payee is a person or entity with whom<br />

the Bank is prohibited to do business by any law or regulation applicable to the Bank in any jurisdiction (including without limitation,<br />

applicable laws and regulations regarding persons or entities which may be subject to sanctions), or in any case where compliance<br />

would, in the Bank’s opinion, conflict with applicable law or banking practice or its own policies and procedures. Where the Bank does<br />

not execute a payment order or effect a transaction for such reasons, the Bank may also take any other such action as is required


under any law or regulation applicable to the Bank in any jurisdiction including, without limitation, freezing or blocking <strong>of</strong> funds.<br />

Transaction screening may result in delays in the posting <strong>of</strong> such transactions and/or funds availability.<br />

17.6 <strong>The</strong> Bank may change or update these Account Terms or impose other restrictions on the Accounts or Services, as the Bank deems<br />

necessary in the course <strong>of</strong> its business, at any time, by the sending <strong>of</strong> notice by means <strong>of</strong> ordinary mail or through electronic channels.<br />

Changes to the Account Terms which are required by law may be implemented immediately or as required by law. <strong>The</strong> Bank may<br />

waive any <strong>of</strong> these Account Terms, but such waiver shall apply only on that occasion. Such waiver shall not constitute a waiver <strong>of</strong> any<br />

other provision <strong>of</strong> the Account Terms or Account Documentation. Any such waiver shall not affect the Bank’s right to enforce any <strong>of</strong> its<br />

rights with respect to other customers or to enforce any <strong>of</strong> its rights with respect to later transactions with Customer and is not sufficient<br />

to modify the terms and conditions <strong>of</strong> this Agreement.<br />

17.7 To the extent that the Customer has or hereafter may acquire any immunity (including sovereign, crown or similar immunity) from<br />

jurisdiction <strong>of</strong> any court, suit or legal process (whether from service <strong>of</strong> notice, injunction, attachment, execution or enforcement <strong>of</strong> any<br />

judgment or otherwise), the Customer irrevocably waives and agrees not to claim such immunity.<br />

17.8 <strong>The</strong> Customer agrees at its sole expense: (i) to advise each <strong>of</strong> its employees, <strong>of</strong>ficers, agents or other persons accessing any Service<br />

by or on behalf <strong>of</strong> Customer (“Users”) <strong>of</strong> their obligations under the Account Terms or under any Service Terms or ancillary Service<br />

material, including, but not limited to, the obligation to refrain from using the Service via the Internet in the countries identified by the<br />

Bank; and (ii) to provide the Bank with all information reasonably necessary to setup and provide Services for the Customer, including,<br />

but not limited to, advising the Bank <strong>of</strong> the countries from which Users will access any Service via the Internet. Customer shall<br />

promptly provide the Bank with a notice <strong>of</strong> any claims it receives regarding a Service.<br />

17.9 <strong>The</strong> Bank or the Customer, at its sole discretion, may make recordings and retain such recordings <strong>of</strong> telephone conversations between<br />

the Customer and the Bank.<br />

17.10 All payment Instructions, whether Items, payment orders or otherwise, are subject to applicable law and payment system rules.<br />

17.11 <strong>The</strong> Bank may retain copies (paper, electronic or otherwise) <strong>of</strong> any documents or Items relating to the Accounts and Services in a form<br />

preserving an image <strong>of</strong> any such documents or Items, including signatures, or a regular business record and discard the original<br />

documents or Items. <strong>The</strong> Customer hereby waives any objection to the use <strong>of</strong> such records in lieu <strong>of</strong> their paper equivalents for any<br />

purpose and in any forum, venue or jurisdiction, including, without limitation, objections arising from the Bank’s role or acquiescence in<br />

the destruction <strong>of</strong> the originals.<br />

17.12 All intellectual property rights in or relating to a Service, including any trademarks, service marks, logos, and trade names used in<br />

conjunction with a Service are the property <strong>of</strong> the Bank or its licensors and are protected by applicable copyright, patent, trademark<br />

and other intellectual property law. Except as provided herein, the Customer shall not reproduce, transmit, sell, display, distribute,<br />

establish any hyperlink to, provide access to, modify, or commercially exploit in whole or in part any part <strong>of</strong> a Service, without the prior<br />

written consent <strong>of</strong> the Bank.<br />

17.13 To assist in the fight against the funding <strong>of</strong> terrorism and money laundering activities, applicable law or regulations may require<br />

financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for<br />

the Customer: When the Customer opens an account, the Bank may ask for the Customer’s name, address, date <strong>of</strong> birth (for<br />

individuals), and/or other information and documents that will allow the Bank to identify the Customer. <strong>The</strong> Customer agrees that the<br />

Bank also may request and obtain certain information from third parties regarding the Customer. For purposes <strong>of</strong> this provision, the<br />

Customer, to the extent required by law or regulation, shall include any signatory on an Account. If the Customer fails to provide or<br />

consent to the provision <strong>of</strong> any such information, the Bank may close any Account or discontinue providing any Service without further<br />

notice.<br />

SAMPLE<br />

17.14 <strong>The</strong> Customer agrees that the Bank may deliver, make available and/or make accessible terms and conditions applicable to Accounts<br />

and Services to the Customer via electronic means and channels (including but not limited to by posting such terms on a Bank<br />

website). <strong>The</strong> Bank may request that the Customer “click” its approval <strong>of</strong> such terms. Subject to applicable law and regulations, the<br />

Customer agrees that the act <strong>of</strong> “clicking” its approval (or any similar act which has the same effect) with respect to any such terms will<br />

be evidence <strong>of</strong> Customer’s acceptance <strong>of</strong> the applicable terms and conditions, to the same extent, and with the same force and effect,<br />

as if Customer had manually executed a written version <strong>of</strong> such terms and conditions.<br />

18. Disputes over Account Funds.<br />

<strong>The</strong> Bank may refuse to pay out any money from an Account until any dispute over the deposits or funds (including, without limitation,<br />

any dispute over what persons are authorized to represent or act for the Customer) has been resolved by a court, or by agreement <strong>of</strong><br />

the parties that is documented to the Bank’s satisfaction. <strong>The</strong> Bank may file an action in interpleader with respect to any money where<br />

the Bank has been notified <strong>of</strong> disputed claims to that money. If any person asserts that a dispute exists, the Bank is not required to<br />

determine whether that dispute has merit in order to refuse to pay funds or interplead the funds. <strong>The</strong> Customer agrees to reimburse the<br />

Bank for any expenses, including legal and attorneys’ fees that the Bank incurs because <strong>of</strong> any dispute.<br />

19. Provisional Recredit.<br />

In connection with any dispute regarding an Account, the Bank may choose to credit the Account pending completion <strong>of</strong> the Bank’s<br />

investigation <strong>of</strong> the dispute. If the Bank determines that the Customer is not entitled to such credit, then, the Bank may reverse the<br />

provisional recredit to the Account, even if that reversal results in an overdraft.


Addendum to Account Terms l United States<br />

V1.1_10_04_10<br />

This addendum (“Addendum”) supplements the Bank’s Account Terms and applies solely to Accounts maintained in the United<br />

States (and to Services provided in connection with such US Accounts). Capitalized terms used in the Addendum, not otherwise<br />

defined, have the meanings set forth in the Account Terms. By using Accounts maintained in the United States, the Customer<br />

acknowledges receipt <strong>of</strong>, and agrees to be bound by the Account Terms and this Addendum, each as may be amended or<br />

supplemented from time to time.<br />

United States<br />

Section 3 <strong>of</strong> the Account Terms is hereby supplemented with the following provisions:<br />

3.4 <strong>The</strong> Bank may provide or make available upon request a receipt or similar document for certain deposits to your Account. However, the<br />

amount on such receipt or similar document is based solely on the deposit ticket. Credits for all deposits whether or not accompanied by<br />

a deposit ticket, including bulk deposits, are subject to verification. <strong>The</strong> Bank reserves the right to make adjustments to the Account for<br />

any errors, including any errors appearing on the deposit ticket, occurring during processing or otherwise, but the Bank has no obligation<br />

to do so for de minimis discrepancies.<br />

3.5 <strong>The</strong> Bank may handle Items drawn on a non-U.S. bank or Items payable in a foreign currency on a collection basis, not for deposit, even<br />

if the Bank has received the Items as part <strong>of</strong> a deposit. <strong>The</strong> Customer may not receive provisional credit for such Items, or if provisional<br />

credit has been given the Bank may revoke it. Credit for Items payable in a foreign currency will be in U.S. dollars at the Bank’s<br />

exchange rate, for the Account credited.<br />

3.6 <strong>The</strong> Customer must place its endorsement on the back <strong>of</strong> a check only in the area within 1.5 inches from the trailing edge <strong>of</strong> the check.<br />

<strong>The</strong> trailing edge <strong>of</strong> the check is defined as the left-hand edge <strong>of</strong> the check looking at it from the front. If the Customer is authorized in<br />

writing to endorse checks on the Bank’s behalf, the Customer agrees to comply with the endorsement standards <strong>of</strong> the Bank.<br />

3.7 If the Customer pre-encodes Items, the Customer should not use carrier documents (Items placed inside envelopes) in either high-speed<br />

forward or return cash letters. <strong>The</strong> Customer shall be solely responsible for any delays, losses or claims resulting from its use <strong>of</strong> carrier<br />

documents in high-speed forward or return cash letters.<br />

3.8 If the payor bank, drawer or payee on any Item that was deposited to Customer’s Account returns the Item to the Bank or makes a claim<br />

against the Bank based on an asserted unauthorized signature or endorsement or an asserted alteration, the Bank may accept that<br />

return or pay that claim and charge the Customer’s Account for all or any part <strong>of</strong> the amount <strong>of</strong> the Item, even if the claim is made after<br />

the payor bank’s return deadline. If the Customer deposits or cashes an Item drawn on the Bank and the Item or any endorsement is<br />

asserted to be forged, unauthorized or altered, the Bank may charge back all or any part <strong>of</strong> the amount <strong>of</strong> the Item, even if the charge<br />

back is made after the Bank’s midnight deadline.<br />

3.9 <strong>The</strong> Customer agrees that the Bank may collect any Item deposited to Customer’s Account by electronic means. <strong>The</strong> Customer will not<br />

deposit any substitute checks (that are not returned Items) unless the Bank expressly agrees to accept such deposit. In the event the<br />

Bank processes any substitute checks in the absence <strong>of</strong> such express agreement, the Customer agrees that the processing <strong>of</strong> it shall not<br />

be deemed to be the Bank’s agreement to accept any substitute checks for deposit and that it will be solely responsible for any loss or<br />

claim in connection with the deposit.<br />

SAMPLE<br />

3.10 <strong>The</strong> Bank is not liable for any deposit made through the use <strong>of</strong> the Bank’s night depositories until the Bank issues a deposit ticket or<br />

other receipt acknowledging the deposit. <strong>The</strong> Bank’s count <strong>of</strong> the amount deposited in a night depository will be conclusive. <strong>The</strong><br />

Customer is solely responsible for any loss incurred from the disappearance, theft, or loss <strong>of</strong> any envelope, bag, or money before the<br />

Bank verifies the contents <strong>of</strong> the deposit.<br />

3.11 If the Customer deposits a remotely created check (“RCC”), as such term is defined in Section 229.2(fff) <strong>of</strong> Federal Reserve Regulation<br />

CC, the Customer warrants to the Bank, with respect to each RCC, that the person on whose account the RCC is drawn authorized the<br />

issuance <strong>of</strong> such RCC in the amount and to the payee stated on the RCC. <strong>The</strong> Customer authorizes the Bank to debit the Customer’s<br />

account for any claim or return based upon an unauthorized RCC and the Customer agrees to indemnify and hold the Bank harmless<br />

from and against any claims, liabilities, costs and expenses (including attorneys’ fees) resulting directly or indirectly from any breach <strong>of</strong><br />

the foregoing warranty. All other terms governing a check will apply to an RCC.<br />

3.12 <strong>The</strong> Bank may issue one or more automated teller machine (“ATM”) cards (“Cards”) and personally identifiable numbers (“PINs”) to<br />

Customer’s employees or agents for use in initiating certain Account transactions at Bank owned ATMs. Customer agrees to use and<br />

cause its employees and agents to use the Cards only at ATMs owned by the Bank and Customer shall be responsible for each Card<br />

and liable for any transactions initiated using such Card. <strong>The</strong> Customer agrees that the types <strong>of</strong> transactions <strong>of</strong>fered through the use <strong>of</strong><br />

the Card may be limited by the Bank in the Bank’s sole discretion. <strong>The</strong> Bank has the right to cancel any Card at any time and for any<br />

reason, and will notify Customer <strong>of</strong> such cancellation. All ATM transactions are subject to verification. Any deposit transaction through<br />

an ATM that is not made on a business day or made after the Bank’s designated cut-<strong>of</strong>f time will be processed on the Bank’s next<br />

business day. <strong>The</strong> Customer agrees to obtain possession and return to the Bank or destroy all cancelled Cards. If the Customer<br />

believes a Card or PIN has been lost or stolen, the Customer shall immediately contact the Bank’s ATM call center.<br />

Section 4 <strong>of</strong> the Account Terms is hereby supplemented with the following provisions:<br />

4.5 <strong>The</strong> Bank may, in its discretion, cash Items drawn on an Account when presented by the holder. If a payee who is not a deposit<br />

customer <strong>of</strong> the Bank presents an Item drawn on the Account for cash, the Bank may refuse to cash the Item and may charge the payee


a fee if the Bank does cash the Item.<br />

4.6 Requirements for two or more signatures on Items drawn on the Account or limits on the amount for which any an Item can be drawn are<br />

solely for the Customer’s own internal control purposes and the Bank will not be liable for paying any Item (a) lacking the required<br />

number <strong>of</strong> signatures, or (b) drawn in an amount exceeding the maximum limit assigned to the signer, provided the Bank followed its<br />

customary procedures when paying the Items.<br />

4.7 <strong>The</strong> Bank <strong>of</strong>fers the Customer Services reasonably designed to detect and/or deter check fraud and reduce the likelihood that a<br />

fraudulent, unauthorized, counterfeit or altered check will be paid. Customer agrees that if it fails to utilize any <strong>of</strong> these Services, that<br />

failure will constitute Customer negligence contributing to the making <strong>of</strong> an unauthorized signature and the Customer will assume the risk<br />

that checks or drafts presented for payment against its Account may be forged or altered and Customer will be precluded from asserting<br />

any claims against the Bank for paying any unauthorized, altered, counterfeit or other fraudulent Items that such Service was designed to<br />

detect or deter and the Bank shall not be required to recredit Customer’s Account or otherwise have any liability for paying such Items to<br />

the extent that the Services the Bank <strong>of</strong>fers may have prevented such loss. In the event the Bank receives or is presented with Items<br />

which appear to be duplicates <strong>of</strong> each other, the Bank may return one or more <strong>of</strong> such Items.<br />

4.8 <strong>The</strong> Customer assumes all responsibility and liability for any claims or losses that the Customer or the Bank may suffer as a result <strong>of</strong> the<br />

Customer’s: (i) issuance <strong>of</strong> an Item in such a manner that information, marks or bands on the back <strong>of</strong> the Item obscures endorsements;<br />

or (ii) placement <strong>of</strong> an endorsement on the back <strong>of</strong> the Item which obscures other endorsements; and which thereby causes a delay in<br />

the forward and/or return processing <strong>of</strong> the Item. <strong>The</strong> Bank retains the right to refuse to accept an Item for deposit if the back <strong>of</strong> the Item<br />

is obscured.<br />

4.9 If an Item issued by the Customer is transferred or negotiated outside <strong>of</strong> the United States and is subsequently sent to the Bank for<br />

deposit, collection or payment in the United States, the Customer shall be deemed to make, to the Bank, the transfer and presentment<br />

warranties under the Uniform Commercial Code, as if such Item were negotiated or otherwise transferred in the United States.<br />

4.10 A stop payment Instruction from the Customer will be effective on an Item if: (i) the Bank receives the stop payment Instruction with a<br />

reasonable opportunity to act on such Instruction, which shall be at least one (1) full Business Day following the Business Day <strong>of</strong> the<br />

Bank’s confirmed receipt <strong>of</strong> the Instructions at the applicable Bank location; (ii) the Instruction is in the form required by the Bank and the<br />

information is complete; and (iii) the Item is not yet paid or cashed. For purposes <strong>of</strong> this Section, “Business Day” means a day on which<br />

the Bank is generally open for business in the jurisdiction where the Account is maintained. Stop payment Instructions on Items, unless<br />

otherwise provided, will be valid for one (1) year and will automatically renew up to six (6) additional years unless the Bank confirms<br />

receipt <strong>of</strong> the Customer’s revocation <strong>of</strong> a stop payment Instruction. <strong>The</strong> Customer may request, through the Bank’s call center or other<br />

authorized representative, a non-renewable stop payment, which will be effective for a 180-day period. <strong>The</strong> Bank shall not be liable for<br />

any Item properly paid or cashed prior to the effective date <strong>of</strong> a stop payment request. Stop payment Instructions on Items are effective<br />

in having the Item returned unpaid by the Bank. However, such Instructions have no effect on the rights <strong>of</strong> a holder in due course <strong>of</strong> the<br />

Item to make a claim against the Customer.<br />

Section 5 <strong>of</strong> the Account Terms is hereby supplemented with the following provision:<br />

5.7 Automated Clearing House (“ACH”) entries will be subject to the rules <strong>of</strong> the National Automated Clearing House Association and any<br />

other applicable ACH rules. <strong>The</strong> Customer agrees to be bound by such ACH rules. Credit given by the Bank to the Customer for an<br />

ACH entry shall be provisional until the Bank receives final settlement. If the Bank does not receive final settlement, the Bank may<br />

revoke the provisional credit and charge back the amount to the Account or obtain a refund from the Customer, in which case the<br />

originator <strong>of</strong> the credit entry shall not be deemed to have paid the Customer the amount <strong>of</strong> such entry. <strong>The</strong> Bank shall not be obligated<br />

to notify the Customer <strong>of</strong> the receipt <strong>of</strong> a payment order or ACH entry for credit or debit to an Account.<br />

SAMPLE<br />

Section 7 <strong>of</strong> the Account Terms is hereby supplemented with the following provisions:<br />

7.2 <strong>The</strong> Customer must notify the Bank in writing <strong>of</strong> any unauthorized, improper, or missing endorsements within six (6) months after the<br />

Account Statement is mailed, transmitted or made available to the Customer. <strong>The</strong> Customer must notify the Bank in writing <strong>of</strong> any other<br />

errors, discrepancies or irregularities in any Account Statement, or in the Items and documents summarized or detailed in the Account<br />

Statement, or <strong>of</strong> the non-receipt <strong>of</strong> an expected Account Statement (“Error”), within sixty (60) calendar days after the Account<br />

Statement is mailed, transmitted or made available to the Customer. <strong>The</strong> Customer must provide the Bank with all information<br />

necessary for the Bank to investigate the alleged error, discrepancy or irregularity, and must provide all supporting affidavits and<br />

testimony that the Bank requests. Failure to report an Error within the time frame set forth above, shall be deemed conclusive pro<strong>of</strong><br />

that Customer failed to report such Error within such time frame, and that Customer failed to exercise reasonable care and promptness<br />

in examining the Items and Account Statements and notifying Bank <strong>of</strong> the Error. Customer agrees that such Error shall therefore be<br />

fully enforceable against Customer and Customer shall have no claim against Bank for same and shall be barred from bringing any<br />

action against the Bank that is in any way related to the Error.<br />

7.3 <strong>The</strong> Bank strictly prohibits the use <strong>of</strong> any Account to conduct transactions (including, without limitation, the acceptance or receipt <strong>of</strong><br />

credit or other receipt <strong>of</strong> funds through an electronic funds transfer, or by check, draft or similar instrument, or the proceeds <strong>of</strong> any <strong>of</strong><br />

the foregoing) that are related, directly or indirectly, to unlawful Internet gambling. <strong>The</strong> term “unlawful Internet gambling,” as used in<br />

this section, shall have its meaning set forth in 12 C.F.R. Section Part 233, Section 132.2(bb). <strong>The</strong> Customer agrees not to conduct<br />

any transactions through the Account that directly or indirectly involve or are related to unlawful Internet gambling, including, without<br />

limitation, the acceptance or receipt <strong>of</strong> any funds or deposits in connection therewith.<br />

Section 15 <strong>of</strong> the Account Terms is hereby supplemented with the following provisions:<br />

15.4 U.S. federal regulations limit the number <strong>of</strong> pre-authorized or automatic transfers or withdrawals or telephonic/electronic instructions<br />

(including check, draft, debit card or similar order payable to third parties) that can be made from a savings account (including a money


market deposit account) to a total <strong>of</strong> six (6) per calendar month or statement cycle or similar period. <strong>The</strong> Customer agrees to comply at<br />

all times with such restrictions. Exceeding these withdrawal limits may result in the Bank converting the savings account into a noninterest<br />

bearing demand deposit account, with any attendant changes in pricing and account terms and conditions. Further, the Bank is<br />

required by U.S. law to reserve the right to require at least seven (7) days notice prior to a withdrawal from a savings account.<br />

15.5 <strong>The</strong> Customer, if eligible, may open an interest bearing checking account (“NOW Account”). <strong>The</strong> Bank is required by U.S. law to<br />

reserve the right to require at least seven (7) days notice prior to a withdrawal from a NOW Account.<br />

15.6 <strong>The</strong> Bank is authorized, for regulatory reporting and internal accounting purposes, to divide an Account: (i) in the case <strong>of</strong> a demand<br />

deposit checking Account, into a non-interest bearing demand deposit sub-account and a non-interest bearing savings sub-account; (ii)<br />

in the case <strong>of</strong> a NOW Account, into an interest bearing NOW sub-account and an interest bearing savings sub-account, and, in both<br />

cases, to transfer funds between these sub-accounts in accordance with U.S. law at no cost to the Customer. <strong>The</strong> Bank will record the<br />

sub-accounts and any transfers between them on the Bank’s books and records only. <strong>The</strong> sub-accounts and any transfers between<br />

them will not affect the Account number, balance requirement or use <strong>of</strong> the Account.<br />

15.7 <strong>The</strong> Bank, for its administrative purposes may designate a branch <strong>of</strong> the Bank as the branch <strong>of</strong> record <strong>of</strong> an Account which may be<br />

different from the branch at which the Account is opened. This designation requires no action on the part <strong>of</strong> the Customer and will not<br />

change the Bank’s operations, Services or customer support.<br />

Section 16.1 <strong>of</strong> the Account Terms is replaced with the following provision:<br />

16.1 With respect to Accounts maintained in the United States, the Account Terms, the Account Documentation and the rights and<br />

obligations <strong>of</strong> the Customer and the Bank in respect <strong>of</strong> each Account also shall be governed by and construed in accordance with the<br />

laws <strong>of</strong> the State <strong>of</strong> Ohio, United States (without regard to its conflict <strong>of</strong> laws rules). Unless otherwise specified in the Service Terms,<br />

the rights and obligations <strong>of</strong> the Customer and the Bank under any Service Terms shall be governed by and construed in accordance<br />

with the laws <strong>of</strong> the State <strong>of</strong> Ohio, United States (without regard to its conflict <strong>of</strong> laws rules). For purposes <strong>of</strong> clarity, unless otherwise<br />

specified in the Service Terms or Account Terms, for Accounts maintained in the United States and for all Services, such governing law<br />

shall include U.S. federal laws and regulations, Federal Reserve Bank rules and Operating Circulars, clearing house rules, automated<br />

clearing house rules and general commercial bank practices applicable to the type <strong>of</strong> Account and Services provided to the Customer.<br />

In the event the Bank is required to remit funds to any state as abandoned property, the Account may be charged for fees in remitting<br />

funds to that state. In addition, the Bank may charge fees in connection with its handling <strong>of</strong> dormant funds and accounts. <strong>The</strong>se<br />

charges are not refundable. If an Account has no activity other than charges assessed or interest credited by the Bank for a period <strong>of</strong> at<br />

least six (6) months, the Bank is not required to provide an Account statement until the Account has additional activity. If an Account<br />

has no activity other than charges assessed or interest credited by the Bank for a period <strong>of</strong> at least twelve (12) months, the Customer<br />

may be unable to access the Account until appropriate contact is made between the Customer and the Bank.<br />

Section 17 <strong>of</strong> the Account Terms is hereby supplemented with the following provision:<br />

17.15 If the Customer is a bank or financial institution not organized under the laws <strong>of</strong> the United States, it shall not permit its customers to<br />

conduct banking transactions in the United States through the Customer’s Account, and shall not provide its customers with check<br />

stock, drafts, wire transfer capabilities or any other means by which its customers are able to draw on the Customer’s Account. <strong>The</strong>se<br />

types <strong>of</strong> arrangements are typically called “payable through accounts” and are prohibited under these Account Terms. <strong>The</strong> Customer<br />

acknowledges that the sale <strong>of</strong> U.S. dollar checks or drafts to third parties is explicitly prohibited without the express written approval <strong>of</strong><br />

the Bank.<br />

Availability Policy - FOR ACCOUNTS MAINTAINED IN THE U.S.<br />

SAMPLE<br />

<strong>The</strong> Bank’s policy is to make funds available to the Customer on the same, next or second business day after the day <strong>of</strong> deposit depending on<br />

the type <strong>of</strong> deposit and when the deposit is made as described below. If the Customer will need the funds from a deposit immediately, the<br />

Customer should ask the Bank when the funds will be available.<br />

A. Determining the Day <strong>of</strong> a Deposit. If a deposit is made to an account on a business day before the Bank’s cut<strong>of</strong>f time established for<br />

that location (which will be no earlier than 2 p.m. local time), then the Bank will consider that day to be the day <strong>of</strong> deposit. However, if a<br />

deposit is made after the cut<strong>of</strong>f time or on a day that is not a business day, then the Bank will consider the deposit to have been made no<br />

later than the next business day. For determining the availability <strong>of</strong> deposits, every day is a business day, except Saturdays, Sundays,<br />

and federal holidays. Availability with respect to any deposit will be determined by the location <strong>of</strong> the banking center or other facility<br />

where the deposit was received. For deposits made at the Bank’s automated teller machines (ATMs) the cut<strong>of</strong>f time is 11 p.m. Eastern<br />

Time unless otherwise noted on the ATM screen.<br />

B. Same Day Availability. Funds from the following deposits made at a banking center or at an ATM that do not require deposit envelopes<br />

will be available on the business day the Bank determines the deposit is made:<br />

• Cash;<br />

• Wire transfers; and<br />

• Electronic direct deposits to an account.<br />

C. Next Day Availability. Funds from the following deposits are available on the first business day after the business day the Bank<br />

determines the deposit is made:


• U.S. Treasury checks that are payable to the Customer;<br />

• Checks drawn on a Bank affiliate that holds the applicable account (excluding a Controlled Disbursement site); and<br />

• At least, the first $100 from a day’s total deposits.<br />

If the deposit is made in person to a Bank employee, funds from the following deposits are also available on the first business day after<br />

the business day the Bank determines the deposit is made:<br />

• State and local government checks that are payable to the Customer, if a special deposit slip, available upon request at any Bank<br />

banking center is used;<br />

• Cashier’s, certified, and teller’s checks that are payable to the Customer, if a special deposit slip, available upon request at any Bank<br />

banking center, is used; and<br />

• Federal Reserve Bank checks, Federal Home Loan Bank checks, and postal money orders, if these items are payable to the<br />

Customer.<br />

If a special deposit slip is not used, availability <strong>of</strong> funds from these deposits will follow the schedule identified in the Availability <strong>of</strong> Other<br />

Check Deposits section below.<br />

D. Availability <strong>of</strong> Other Check Deposits. Generally, funds from all other deposits <strong>of</strong> checks drawn on banks (as defined in Federal<br />

Reserve Regulation CC) will be available no later than the second business day after the day <strong>of</strong> deposit.<br />

Checks that require special handling may receive delayed availability.<br />

<strong>The</strong> amount <strong>of</strong> funds available to the Customer will be reduced by the amount <strong>of</strong> any deposited check that is returned unpaid. If the<br />

Bank reprocesses the check, the funds will become available no later than the second business day after the business day in which the<br />

check is reprocessed.<br />

E. Longer Delays May Apply. In some cases the Bank may not make all <strong>of</strong> the funds that are deposited by check available. Depending<br />

on the type <strong>of</strong> check deposited, funds may not be available as set forth above. However, the first $100 <strong>of</strong> the aggregate deposit will be<br />

available on the first business day after the day <strong>of</strong> deposit.<br />

If the Bank is not going to make all <strong>of</strong> the funds from a deposit available at the times shown above, it will notify the Customer and specify<br />

when the funds will be available. If a deposit is not made directly to a Bank employee, or if the Bank decides to take this action after the<br />

Customer has left the premises, the Bank will mail or otherwise send the notice to the Customer by the business day after the day <strong>of</strong><br />

deposit.<br />

Funds deposited by check may be delayed for a longer period under the following circumstances:<br />

• <strong>The</strong> Bank believes a deposited check will not be paid;<br />

• Deposited checks for all <strong>of</strong> the Customer’s accounts total more than $5,000 in any one day;<br />

• <strong>The</strong> Customer redeposited a check that has been returned unpaid;<br />

• <strong>The</strong> Customer has overdrawn one or more <strong>of</strong> its accounts repeatedly in the last six months; or<br />

• <strong>The</strong>re is an emergency, such as failure <strong>of</strong> communications or computer equipment.<br />

SAMPLE<br />

In such circumstances, funds will generally be available no later than the seventh business day after the day <strong>of</strong> deposit. Inclement weather or<br />

transportation problems may lead to additional delays under certain availability schedules. Customer may have specific availability schedules<br />

related to a banking service.<br />

F. Special Rules for New Accounts. If the account is a new account, the following special rules may apply during the first thirty days the<br />

account is open:<br />

• Funds from deposits <strong>of</strong> the first $5,000 <strong>of</strong> that day’s total deposits <strong>of</strong> cashier’s, certified, teller’s, traveler’s and federal, state and<br />

local government checks will be available on the first business day after the day <strong>of</strong> deposit if the deposit meets certain conditions.<br />

For example, the checks must be payable to the Customer. <strong>The</strong> excess over $5,000 will be available no later than the ninth<br />

business day after the day <strong>of</strong> deposit. If the deposit <strong>of</strong> checks (other than U.S. Treasury checks) is not made in person to one <strong>of</strong> the<br />

Bank’s employees, the first $5,000 may not be made available until the second business day after the day <strong>of</strong> deposit; and<br />

• Funds from all other check deposits will be made available no later than the fifteen business day after the day <strong>of</strong> deposit.<br />

This Availability Policy and availability schedules may be changed without notice.<br />

© 2010 JPMorgan Chase & Co. All rights reserved. JPMorgan Chase Bank, N.A. Member FDIC.


Account Terms Acceptance Letter<br />

V1.6_09_27_10<br />

Customer Name:<br />

Tax Identification Number:<br />

Dear Valued Customer:<br />

Thank you for choosing JPMorgan Chase Bank, National Association or any <strong>of</strong> its affiliates or subsidiaries for your cash<br />

management banking services.<br />

Enclosed you will find our standard Account Terms and United States Addendum to Account Terms that outlines our<br />

customary banking practices and provisions in connection with your accounts and services.<br />

Your signature below represents your receipt and acceptance <strong>of</strong> the Account Terms and United States Addendum to Account<br />

Terms, and any service terms applicable to any services that your organization may use, as they may be amended or<br />

supplemented.<br />

Please sign and return this form to your JPMorgan Chase Implementation Consultant.<br />

We appreciate your business and look forward to servicing your future banking needs.<br />

Printed Name<br />

<strong>Title</strong><br />

Signature<br />

Date<br />

E-Mail Address<br />

Phone Number<br />

SAMPLE<br />

Printed Name<br />

<strong>Title</strong><br />

Signature<br />

Date<br />

E-Mail Address<br />

Phone Number


Certificate Regarding Accounts<br />

V 1.5_09_27_10<br />

Instructions: Complete all relevant spaces with the requested information as applicable to the type <strong>of</strong> organization. Obtain signature <strong>of</strong><br />

certifying signer(s) at the conclusion <strong>of</strong> the Certificate.<br />

HEADING<br />

Customer Name:<br />

(“Customer”)<br />

Tax Identification Number:<br />

(“Client Entity”)<br />

Business Name:<br />

(“Business”)<br />

Jurisdiction <strong>of</strong> Organization:<br />

(Applicable only for Sole Proprietorship or business operating under an assumed name)<br />

Type <strong>of</strong> Organization<br />

(Check One)<br />

Corporation Sole Proprietorship Trust Unincorporated Association<br />

Limited Liability Company<br />

Partnership (including Limited Liability Partnership)<br />

Business Trust (under Delaware or Massachusetts law only)<br />

SAMPLE<br />

Joint Venture<br />

Governmental Entity (specify type):__________________________________<br />

Other:_________________________________________________________<br />

A. DESIGNATION OF DEPOSITORY. This Certificate Regarding Accounts (this “Certificate”) is provided to any bank subsidiary <strong>of</strong> J.P.<br />

Morgan Chase & Co. (collectively, “Bank”) with respect to any and all deposit accounts, related products and all Treasury Services<br />

products or services, that Customer currently has or may open in the future with Bank (collectively, the “Accounts”).<br />

B. CERTIFICATION (as applicable to Type <strong>of</strong> Organization)<br />

1. Corporation, Limited Liability Company, Partnership/LLP, Unincorporated Association, Business Trust. I am an <strong>of</strong>ficer,<br />

member, manager, director, or general partner (or person authorized to represent the member, manager, director or general<br />

partner), as applicable, <strong>of</strong> Customer. I certify to Bank that the governing body <strong>of</strong> Customer has adopted resolutions authorizing all<br />

actions and agreements described in this Certificate. Those resolutions were adopted in accordance with all requirements <strong>of</strong> law<br />

and <strong>of</strong> Customer’s organizational documents, have been entered in the regular minute books <strong>of</strong> Customer, have not been<br />

rescinded, or modified, and are now in full force and effect.<br />

2. Governmental Entity. I am either the custodian <strong>of</strong> the <strong>of</strong>ficial records <strong>of</strong> Customer (the “Certifying Official"), or the public <strong>of</strong>ficial<br />

authorized by law to establish and administer the financial accounts <strong>of</strong> Customer (the "Financial Officer"), and authorized to take<br />

all actions described in this Certificate.<br />

Bank has been designated a depository for funds <strong>of</strong> Customer in the manner required by applicable law. I certify to Bank that the<br />

governing body <strong>of</strong> Customer, if any, has adopted resolutions authorizing all actions and agreements described in this Certificate.<br />

Those resolutions were adopted in accordance with all requirements <strong>of</strong> law and <strong>of</strong> Customer’s organizing statutes, charter, by-laws,<br />

ordinances, or other applicable laws and documents, have been entered in the regular minute books <strong>of</strong> Customer, and are now in<br />

full force and effect.<br />

3. Trust. (Other than a business trust) I am (we are) all <strong>of</strong> the duly appointed and acting trustee(s) <strong>of</strong> the trust. I (we) certify to Bank<br />

that Customer’s trust agreement and all other governing documents authorize the trustees to take all actions and enter into all<br />

agreements described in this Certificate, and that such authorization is in accordance with all requirements <strong>of</strong> law now in full force<br />

and effect.<br />

4. Joint Venture. We are all the joint venturers <strong>of</strong> Customer. We certify to Bank that the joint venturers <strong>of</strong> Customer have authorized<br />

all actions and agreements described in this Certificate, and that such authorization is now in full force and effect.<br />

5. Sole Proprietor. I am the Customer, and I individually am the sole owner <strong>of</strong> the Business. <strong>The</strong> Business is not a corporation,<br />

partnership, limited liability company, or any other form <strong>of</strong> business entity. This Certificate constitutes a durable power <strong>of</strong> attorney<br />

appointing agents, each acting singly, to take any and all action authorized under this Certificate or any other document described in<br />

this Certificate. This power <strong>of</strong> attorney will survive my incompetence, incapacity, or disability. "Attorney-in-Fact" means any <strong>of</strong> the<br />

following listed persons, acting singly unless otherwise provided in this Certificate:<br />

C. AUTHORIZATIONS (applicable to all Types <strong>of</strong> Organizations)


6. Account Opening.<br />

Each Account Manager is authorized to open one or more Accounts from time to time with Bank. “Account Manager” means each<br />

person holding an <strong>of</strong>ficer title with Customer. If Customer is a limited liability company or partnership, “Account Manager” means<br />

any member, manager, general partner, or trustee (or authorized <strong>of</strong>ficial <strong>of</strong> a member, manager, general partner, or trustee) <strong>of</strong><br />

Customer. However, if any names or titles are listed in the following line, “Account Manager” means only the following<br />

listed persons: . If Customer is a sole proprietor,<br />

“Account Manager” means only Customer individually (i.e., the owner <strong>of</strong> the Business) or an Attorney-in-Fact, if designated by<br />

Customer. If Customer is a trust (other than a business trust), “Account Manager” means only each individual trustee and each<br />

person authorized to act on behalf <strong>of</strong> any entity trustee <strong>of</strong> Customer. If Customer is a joint venture, “Account Manager” means only<br />

each joint venturer and each person authorized to act on behalf <strong>of</strong> the joint venture. If Customer is a governmental entity whose<br />

financial affairs are directed by a Financial Officer, “Account Manager” means only the Financial Officer. If Customer is a<br />

governmental entity whose financial affairs are directed by a governmental body, “Account Manager” means only the Certifying<br />

Official. Opening any Account will constitute Customer’s agreement to be bound by all <strong>of</strong> Bank's account terms, conditions,<br />

documents, and agreements (as they may be amended from time to time) executed or delivered in connection with the Account.<br />

7. Banking Services.<br />

“Authorized Person” means any Account Manager as designated above in Section C6. An Authorized Person may perform any<br />

or all <strong>of</strong> the functions listed below. Subject to any written agreement (and other forms applicable to the products and services),<br />

between Customer and Bank, any one Authorized Person is authorized to: (1) sign checks, drafts, notes, acceptances and other<br />

instruments (collectively referred to as “Items”); (2) take any action and/or give in instructions in writing, verbally, electronically or<br />

otherwise, (“Instructions”) as provided in the account terms, United States addendum to account terms or other agreement<br />

between Customer and Bank; and (3) identify, implement and contract with Bank for cash management product and services<br />

relating to an Account and/or other general banking services for the benefit <strong>of</strong> Customer, including without limitation electronic funds<br />

transfer services, electronic information services, automated clearinghouse services, lockbox services, fraud prevention services,<br />

and automated sweep investment services. Use <strong>of</strong> any such service will constitute Customer’s agreement to Bank's standard<br />

agreements applicable to the products or services requested.<br />

8. Changes to Authorized Persons.<br />

<strong>The</strong> Secretary, any Assistant Secretary, or any Account Manager may instruct Bank to add, delete or otherwise make changes to<br />

Authorized Persons by a written notice to Bank (“Change Notice”). <strong>The</strong> Change Notice should identify all changes to Authorized<br />

Persons, including persons added or deleted, certify the name, title, and signature <strong>of</strong> each additional Authorized Person, and set<br />

forth any limitations to the authority <strong>of</strong> Authorized Persons.<br />

9. Deposits.<br />

Bank is authorized to accept for deposit, credit, collection, or any other purpose, items or electronic deposits payable to (1)<br />

Customer by any trade name or style used by Customer, or (2) any owner, shareholder, partner, member, manager, trustee, or<br />

venturer <strong>of</strong> Customer (“Owner”), or (3) more than one Owner, either jointly or in the alternative. All Items may be deposited to any<br />

Account with or without endorsement.<br />

10. Continued Effectiveness.<br />

This Certificate will continue in full force and effect until Bank actually receives written notice from Customer revoking or modifying<br />

this certificate and Bank has had a reasonable opportunity to act on it. Bank may conclusively presume that this Certificate is in<br />

effect and that the persons identified from time to time as Account Managers or Authorized Persons by this Certificate, any signature<br />

card, or any Change Notice have been duly elected or appointed and continue to hold such positions. Customer releases Bank<br />

from any liability and will indemnify Bank against any loss, liability, or expense arising from Bank’s reliance on this Certificate or any<br />

other certification or instructions provided by the Secretary, any Assistant Secretary, or any Account Manager.<br />

SAMPLE<br />

D. ADDITIONAL PROVISIONS (Only applicable to Trust or Governmental Entity)<br />

11. Delegation <strong>of</strong> Authority for Trusts.<br />

If Customer is a trust (other than a business trust), each <strong>of</strong> the trustees expressly represents that the delegation <strong>of</strong> authority<br />

provided in this Certificate is for the ministerial act <strong>of</strong> executing instruments payable by, providing instructions to, or making deposits<br />

in Bank with respect to trust assets in an Account, which are authorized by the trust instrument. Bank is entitled to rely on this<br />

representation in conducting any business relating to any Account <strong>of</strong> the trust.<br />

12. Death, Resignation, or Inability <strong>of</strong> Trustee to Act.<br />

If Customer is a trust (other than a business trust) and any trustee dies, resigns, declines to serve, or is unable to act as trustee,<br />

each surviving trustee or successor trustee is obligated to notify Bank and to provide Bank with a new Certificate authorizing Bank to<br />

act on the order or instruction <strong>of</strong> any newly appointed trustee.<br />

13. Authority <strong>of</strong> Governmental Entity.<br />

If Customer is a governmental entity and Bank at any time determines that Customer is not authorized, or may not be authorized,<br />

under applicable law or its organizational documents to open any Account or to engage in any transaction or purchase any services<br />

relating to the Accounts, Bank may demand conclusive evidence <strong>of</strong> Customer's authority. Notwithstanding any agreement to the<br />

contrary, if Customer fails to provide conclusive evidence <strong>of</strong> its authority upon demand, Bank may immediately and without prior<br />

notice terminate any Account or service provided to Customer, and Bank will not be liable to Customer for any damages in<br />

connection with that termination.<br />

E. CERTIFYING SIGNATURES<br />

1. Applicable to all Types <strong>of</strong> Organizations EXCEPT Governmental Entity


X<br />

Certifying Signature<br />

X<br />

Certifying Signature<br />

Print Name:<br />

Print Name:<br />

Capacity/<strong>Title</strong><br />

Capacity/<strong>Title</strong><br />

E-Mail Address<br />

E-Mail Address<br />

Phone Number<br />

Phone Number<br />

Executed this _________________day <strong>of</strong> ______________________________, ___________.<br />

SAMPLE


2. Applicable ONLY to Governmental Entity<br />

a) Certifying signer is: Financial Officer Certifying Official<br />

X<br />

Official’s Signature<br />

Printed Name<br />

<strong>Title</strong><br />

E-Mail Address<br />

Phone Number<br />

For a Governmental Entity certified by a Financial Officer, the following must also be completed by an <strong>of</strong>ficial other than the<br />

Financial Officer:<br />

I certify that the Financial Officer named above holds the <strong>of</strong>fice indicated in the foregoing Certificate, and is authorized by law to<br />

establish and administer the Accounts <strong>of</strong> Customer and to take all actions and enter into all agreements described in the foregoing<br />

Certificate. I further certify that the signature set forth above is the Financial Officer’s signature.<br />

X<br />

Official’s Signature<br />

Printed Name<br />

<strong>Title</strong><br />

E-Mail Address<br />

Phone Number<br />

Executed this _________________day <strong>of</strong> ______________________________, ___________.<br />

SAMPLE


CRA Instruction Sheet<br />

HEADING<br />

1. Jurisdiction <strong>of</strong> Organization – This is the state, territory, or country where the entity was organized.<br />

2. Tax Identification Number – Used by Internal Revenue Service (IRS) in the administration <strong>of</strong> tax laws.<br />

3. Business Trust – A “business trust” as used in this Certificate (CRA) is a legal trust set up for the purpose <strong>of</strong> business in Delaware<br />

and Massachusetts. <strong>The</strong> purpose <strong>of</strong> a business trust is to operate a pr<strong>of</strong>it venture for the beneficiaries <strong>of</strong> the trust.<br />

4. Governmental Entity (specify type) – Examples <strong>of</strong> governmental entities include municipality, county, state, government agency,<br />

school board, etc.<br />

A. DESIGNATION OF DEPOSITORY<br />

This is a statement regarding the purpose <strong>of</strong> this Certificate (CRA).<br />

B. CERTIFICATION – By Entity Type<br />

1. Corporation, Limited Liability Company, Partnership/LLP, Unincorporated Association, or Business Trust – <strong>The</strong> appropriate<br />

<strong>of</strong>ficer must certify that the governing body <strong>of</strong> the Customer has adopted resolutions authorizing the actions and agreements<br />

described in this Certificate (CRA). After reading this paragraph, proceed to Section C.<br />

2. Governmental Entity – <strong>The</strong>re are 2 types <strong>of</strong> <strong>of</strong>ficials who may make the certifications in this Certificate (CRA) for a governmental<br />

entity, either a Certifying Official, or a Financial Officer.<br />

• Certifying Official – This is a person who has been elected/appointed/charged with the responsibility for the <strong>of</strong>ficial records <strong>of</strong> the<br />

governmental entity that they represent, and holds an <strong>of</strong>fice comparable to a corporate secretary, e.g., for example, the Town or<br />

<strong>County</strong> Clerk, the Secretary <strong>of</strong> the <strong>School</strong> Board<br />

• Financial Officer - This is used for persons holding a specific governmental <strong>of</strong>fice which has been authorized by law to establish<br />

and administer Accounts for the governmental entity they represent, e.g., State Treasurer.<br />

After reading this paragraph, proceed to Section C.<br />

3. Trust – (Other than a business trust) - <strong>The</strong> trustee or trustees must certify that all actions and agreements described in this<br />

Certificate (CRA) are in accordance with all requirements <strong>of</strong> law and <strong>of</strong> the Customer’s trust agreement and all other governing<br />

documents. After reading this paragraph, proceed to Section C.<br />

4. Joint Venture – Each joint venturer must certify that all actions and agreements described in this Certificate (CRA) are authorized.<br />

After reading this paragraph, proceed to Section C.<br />

5. Sole Proprietor – This section indicates who may take the actions described in this Certificate on behalf <strong>of</strong> the owner <strong>of</strong> the sole<br />

proprietorship. If any person will be authorized to act on the behalf <strong>of</strong> the sole proprietor, they must be designated in this Certificate<br />

(CRA). This person will be known as “Attorney-in-Fact”. A sole proprietor is not required to have an “Attorney-In-Fact”. After<br />

reading and filling in this paragraph, if applicable, proceed to Section C.<br />

C. AUTHORIZATIONS (Applicable to all Types <strong>of</strong> Organizations)<br />

SAMPLE<br />

6. Account Opening – This section identifies those persons (Account Managers) who will have authority to open Accounts for the<br />

entity described in this Certificate (CRA).<br />

Entity Type<br />

Corporation, Unincorporated Association<br />

LLC, Partnership, LLP<br />

Sole Proprietor<br />

Trust (Other than a Business Trust)<br />

Joint Venture<br />

If this section is left blank, the following persons are “Account Managers”<br />

authorized to open accounts<br />

Any person holding an <strong>of</strong>ficer title with Customer<br />

Any member, manager, general partner, or trustee, as applicable, <strong>of</strong> Customer<br />

<strong>The</strong> Customer individually (i.e., the owner <strong>of</strong> the Business) or an Attorney-in-Fact, if<br />

designated by the owner <strong>of</strong> the business<br />

Each individual trustee or as specified in the trust agreement<br />

Each joint venturer<br />

Governmental Entity • If Customer is a governmental entity whose financial affairs are directed by a Financial<br />

Officer, “Account Manager” means only the Financial Officer.<br />

• If Customer is a governmental entity whose financial affairs are directed by a<br />

governmental body, “Account Manager” means only the Certifying Official


CRA Instructions/Explanations<br />

Account Opening, continued:<br />

If paragraph 6 is filled in with one or more specific position titles/functions, such as “vice president or controller”, then only those<br />

persons holding that title and/or function will be allowed to open Accounts for Customer.<br />

If paragraph 6 is filled in with names <strong>of</strong> specific individuals, then only those individuals will be allowed to open Accounts for<br />

Customer.<br />

7. Banking Services – Describes persons who are authorized to perform banking transactions for Customer and what those<br />

transactions may entail. “Authorized Persons”/”Account Managers” are designated in section C6 <strong>of</strong> this Certificate (CRA).<br />

8. Changes to Authorized Persons – Describes how changes, additions, or deletions to those who are named as Authorized<br />

Persons may be made.<br />

9. Deposits – Describes what Customer is authorizing Bank to do with deposits made into its Accounts.<br />

10. Continued Effectiveness – Describes the terms under which this Certificate (CRA) will remain in full force and effect.<br />

D. ADDITIONAL PROVISIONS (Only applicable to Trust or Governmental Entity)<br />

11. Delegation <strong>of</strong> Authority for Trusts (Other than Business Trust) – Declaration <strong>of</strong> the trustees as to the purpose <strong>of</strong> the delegation<br />

<strong>of</strong> authority described in this Certificate (CRA).<br />

12. Death, Resignation or Inability <strong>of</strong> Trustee to Act – Describes the obligations <strong>of</strong> the trustees in the event that any trustee is<br />

unwilling or unable to perform his or her role.<br />

13. Authority <strong>of</strong> Governmental Entity – Describes what actions Bank may take should Bank determine that Customer is not or may<br />

not be authorized to open Accounts or transact banking business.<br />

E. CERTIFYING SIGNATURES (Who can sign the Certificate (CRA))<br />

Entity Type<br />

Corporation, Limited Liability Company, Unincorporated<br />

Association, Business Trust<br />

Partnership, Limited Liability Partnership<br />

Trust (Other than Business Trust)<br />

Joint Venture<br />

Governmental Entity represented by a Financial Officer<br />

authorized by law as described in these instructions: page 1,<br />

section B2.<br />

Certifying Signature must be:<br />

<strong>The</strong> CEO, CFO, COO, President, Vice President, Treasurer<br />

Secretary or Assistant Secretary <strong>of</strong> the organization or other<br />

equivalent <strong>of</strong>ficer<br />

Only 1 signature is required, or as specified in the customer’s<br />

organizational documents<br />

Managing Partner or each Partner, if a Managing Partner has not<br />

been designated<br />

SAMPLE<br />

All trustee(s) or as specified in the trust agreement<br />

Joint Venturer(s)<br />

Each Joint Venturer should sign<br />

Financial Officer accompanied by a second <strong>of</strong>ficial signer who<br />

certifies that the person signing holds the <strong>of</strong>fice indicated<br />

Governmental Entity represented by a “Certifying Official” as<br />

described in these instructions: page 1, section B2.<br />

Sole Proprietorship<br />

Certifying Official<br />

Owner


Certificate <strong>of</strong> Incumbency | JPMorgan Chase Bank, N.A.<br />

Check if below signatures are applicable to a Lender or Secured Party <strong>of</strong> a Multi-Party Blocked Agreement<br />

V1.2_02_19_10<br />

<strong>The</strong> undersigned certifies that: I am an authorized <strong>of</strong>ficial <strong>of</strong> (Lender/Secured Party), and that the persons named below are presently holding<br />

the <strong>of</strong>fices set forth opposite their respective signatures below; and each such signature is his or her genuine signature; and each are authorized to<br />

act on behalf <strong>of</strong> the Lender/Secured Party.<br />

<strong>The</strong> undersigned certifies that: I am an authorized <strong>of</strong>ficial <strong>of</strong> , duly organized and existing under the laws <strong>of</strong> the State <strong>of</strong> , (“Organization”);<br />

that the information presented below is correct and the persons named below are presently holding the <strong>of</strong>fices set forth opposite their respective<br />

signatures below; and each such signature is his or her genuine signature:<br />

Type or Print Name Signatures (Please sign inside the box) Phone and Fax<br />

(Name)<br />

(<strong>Title</strong>)<br />

(Phone)<br />

(Fax)<br />

E-Mail Address<br />

(Name)<br />

(<strong>Title</strong>)<br />

E-Mail Address<br />

(Name)<br />

(<strong>Title</strong>)<br />

E-Mail Address<br />

(Name)<br />

(<strong>Title</strong>)<br />

E-Mail Address<br />

(Name)<br />

(<strong>Title</strong>)<br />

E-Mail Address<br />

(Phone)<br />

(Fax)<br />

(Phone)<br />

(Fax)<br />

(Phone)<br />

(Fax)<br />

(Phone)<br />

(Fax)<br />

SAMPLE<br />

In Witness Where<strong>of</strong>, I have hereunto subscribed my name and affixed the seal <strong>of</strong> the Organization, if applicable, this<br />

Day <strong>of</strong> 20 .<br />

By:<br />

Signature<br />

Print Name<br />

<strong>Title</strong><br />

By:<br />

Signature<br />

Print Name<br />

<strong>Title</strong>


Business Signature Card<br />

CHECK<br />

ONE:<br />

Signatures for New Account(s)<br />

Additional Signatures for<br />

Account(s)<br />

Replace All Signatures on<br />

Account(s)<br />

For BANK USE ONLY This Signature Card is for a New Account This is the first DDA for this client<br />

Client Name/Account Holder:<br />

(For Sole Proprietor or Disregarded Entity,<br />

indicate the name <strong>of</strong> the owner.)<br />

Account <strong>Title</strong>:<br />

Card<br />

V1.8_05_16_11<br />

<strong>of</strong><br />

Address:<br />

City, State, Zip<br />

Account<br />

Number(s):<br />

Telephone Number:<br />

Tax ID Number:<br />

(For Sole Proprietor or<br />

Disregarded Entity, indicate TIN<br />

<strong>of</strong> owner.)<br />

INSTRUCTIONS: Use BLACK OR BLUE ink. Place the Manual or Facsimile signature within the box boundaries only. Do Not overlap signatures. Indicate if the<br />

signature is Manual or a Facsimile in the “PRINT NAME” box. When providing a Facsimile Signature, provide a Manual Signature too. For your security, cross out all<br />

unused signature boxes before signing the signature card below.<br />

Manual<br />

Facsimile<br />

Manual<br />

Facsimile<br />

Manual<br />

Facsimile<br />

Manual<br />

Facsimile<br />

old the BanTITLE TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

PHONE NUMBER<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

PHONE NUMBER<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

PHONE NUMBER<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

SAMPLE<br />

PHONE NUMBER<br />

<strong>The</strong> undersigned, an authorized representative <strong>of</strong> the Account Holder, certifies that he/she has reviewed the information contained in this<br />

Signature Card, the Certificate Regarding Accounts, account authorization documents, and/or organizational documents <strong>of</strong> the Account Holder<br />

(“Authorized Documents”), and finds the information in this Signature Card accurate on this date and in accordance with the Authorization<br />

Documents. <strong>The</strong> Account Holder acknowledges receipt <strong>of</strong>, and agrees to be bound by, the terms and conditions governing the operation <strong>of</strong><br />

accounts and services provided by JPMorgan Chase Bank, National Association, (“the Bank”), including the Account Terms and Service Terms,<br />

as may be amended or supplemented from time to time.<br />

<strong>The</strong> undersigned is authorized to certify the names, titles, and signatures <strong>of</strong> authorized signers named in this Signature Card on this/these<br />

account(s) pursuant to the Authorization Documents. <strong>The</strong> undersigned certifies that the (No.) signatures presented on these pages are<br />

the signatures <strong>of</strong> persons authorized to sign and otherwise act on behalf <strong>of</strong> the Account Holder with respect to its account(s), banking<br />

transactions or services. <strong>The</strong> Bank is entitled to rely on the authority <strong>of</strong> the named person(s) until the Bank receives written revocation <strong>of</strong> such<br />

authority. No notice <strong>of</strong> revocation will be effective until the Bank has a reasonable opportunity to act on it.<br />

Authorized Signature: <strong>Title</strong>: Date:<br />

Authorized Signature: <strong>Title</strong>: Date:<br />

INTERNAL USE ONLY<br />

THE ABOVE INFORMATION AND SIGNATURE(S) WERE VERIFIED BY:<br />

Print Name: Initials: Dept. No./Br. No.:<br />

Completion Date:<br />

Entity Type:Select Entity Type


Client Name/Account Holder:<br />

Account <strong>Title</strong>: Tax ID Number: Card <strong>of</strong><br />

Account<br />

Number(s):<br />

Telephone Number: Date: 6/9/2011<br />

Manual<br />

Facsimile<br />

ADDITIONAL SIGNATURES<br />

PRINT NAME TITLE SIGNATURE<br />

Manual<br />

Facsimile<br />

Manual<br />

Facsimile<br />

Manual<br />

Facsimile<br />

Manual<br />

Facsimile<br />

Manual<br />

Facsimile<br />

E-MAIL ADDRESS<br />

PHONE NUMBER<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

PHONE NUMBER<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

PHONE NUMBER<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

PHONE NUMBER<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

SAMPLE<br />

PHONE NUMBER<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

PHONE NUMBER<br />

Manual<br />

Facsimile<br />

PRINT NAME TITLE SIGNATURE<br />

E-MAIL ADDRESS<br />

PHONE NUMBER


Not-On-Us Check Cashing Indemnification Agreement<br />

V1.5_082010<br />

THIS AGREEMENT is by and between the undersigned [+CLIENT.NAME+]_______________________________ (“Customer”) and<br />

JPMorgan Chase Bank, N.A. on behalf <strong>of</strong> itself and any subsidiary <strong>of</strong> JPMORGAN CHASE & CO. (the “Bank”), which may be providing the<br />

Service. Customer wishes to refer certain persons (“Named Payees”) (who may or may not be customers <strong>of</strong> the Bank), to the Bank for the<br />

purpose <strong>of</strong> having the Bank cash checks (the “Checks”) drawn on Customer’s accounts not with the Bank (the “Service”). <strong>The</strong> Bank is willing<br />

to provide the Service subject to the terms and conditions <strong>of</strong> this Agreement. In consideration <strong>of</strong> the mutual covenants contained herein, the<br />

Bank and Customer hereby agree as follows:<br />

1. Procedures.<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

(e)<br />

(f)<br />

In order to avail themselves <strong>of</strong> the Service, Named Payees must present a Check and identification satisfactory to the Bank in<br />

accordance with the Bank’s policies and procedures for cashing checks drawn on an account with the Bank and payable to noncustomers<br />

as may be in effect from time to time (the “Policies”); however, the Bank makes no warranty that the individual cashing<br />

the check is the intended Named Payee <strong>of</strong> the Customer.<br />

Customer hereby acknowledges that the Bank has the unrestricted right to refuse to cash any Check drawn or purported to be<br />

drawn by Customer and to cash any Check, which purports to contain the correct routing/transit number and account number as<br />

documented in the attachment. <strong>The</strong> Bank agrees not to cash any Check for an amount in excess <strong>of</strong> the maximum check amount set<br />

by the Customer as documented in the attachment.<br />

Customer agrees to pay the Bank’s charges and fees applicable from time to time for the Service or as otherwise agreed between<br />

the Customer and the Bank. Customer understands and agrees that the Bank may charge the person presenting the check for<br />

payment a check cashing fee at the time <strong>of</strong> encashment.<br />

Customer agrees that this Service may be provided only at specific location(s) as the Bank in its sole discretion may allow.<br />

Customer will instruct the Named Payees to present the Checks only to such locations for encashment.<br />

Customer agrees that it will keep this Agreement confidential and will not provide a Named Payee, any other branch location or any<br />

other third party with a copy <strong>of</strong> this Agreement.<br />

Customer understands that it must otherwise maintain a banking relationship with the Bank in order to continue to receive this<br />

Service. If the banking relationship is terminated by either party, the Bank will have the right to terminate this Service immediately<br />

upon notice to the Customer.<br />

2. Indemnification. Customer agrees to unconditionally release, indemnify, defend and hold the Bank harmless against any and all<br />

liability, loss, damage, or expense <strong>of</strong> any kind which the Bank may suffer or incur in connection with providing the Service; including<br />

without limitation, any claim related to (i) unauthorized or forged endorsement <strong>of</strong> the Named Payees, (ii) unauthorized or forged maker’s<br />

signature, (iii) altered or counterfeit checks, (iv) Bank’s cashing <strong>of</strong> Checks not drawn by Customer but containing the correct<br />

routing/transit number and account number, or (v) checks which are returned by the drawee bank as account closed, insufficient funds,<br />

payment stopped, or for any other reason whatsoever.<br />

3. Credit. As part <strong>of</strong> this Agreement, the Customer agrees that the Bank has the right as part <strong>of</strong> the decisioning process to inquire and<br />

obtain credit ratings and/or credit bureau reports <strong>of</strong> the Customer.<br />

4. Returned Check. If the drawee bank does not make payment to the Bank on any Check for any reason or makes a claim against Bank<br />

for return <strong>of</strong> any payment on the Check, then the Bank will debit any <strong>of</strong> Customer’s depository accounts or credit lines then in existence<br />

with Bank even if such debit causes an overdraft in Customer’s depository account. If there are insufficient funds in Customer’s<br />

depository account(s), Customer will pay to the Bank the full amount <strong>of</strong> the Check together with interest at the Bank’s current prime rate<br />

accrued from the day the Check was paid within 10 business days from receipt <strong>of</strong> written demand from Bank.<br />

5. Term. This Agreement may be terminated at any time by either party hereto by giving not less than thirty days’ prior written notice <strong>of</strong><br />

such termination to the other party. Notwithstanding the foregoing, the Bank may terminate this Agreement with such termination to be<br />

effective immediately upon written notice to Customer if (i) Customer fails to comply with the terms <strong>of</strong> the Agreement, or (ii) the Bank<br />

reasonably believes it to be at risk <strong>of</strong> loss. No termination <strong>of</strong> this Agreement shall affect the rights or obligations <strong>of</strong> either party which<br />

may have arisen or accrued prior to such termination or expiration <strong>of</strong> either party.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

6. Applicable Law. This agreement shall be governed by and interpreted in accordance with the laws <strong>of</strong> the State where the Bank<br />

maintains its principal <strong>of</strong>fice and applicable federal laws.<br />

7. Entire Agreement. This Agreement supersedes and acts to rescind all prior agreements between the parties with regard to the subject<br />

matter <strong>of</strong> the Agreement. Except as specifically provided herein, this Agreement can be amended by the Bank upon 30 days’ prior<br />

written notice to the Customer. Notwithstanding the foregoing, Bank may expand the Locations for this service without prior notice to the<br />

Customer.<br />

8. Severability. If any provision <strong>of</strong> this Agreement is held to be invalid, illegal or unenforceable, such provision shall be deleted and the<br />

remainder <strong>of</strong> this Agreement shall be enforced as if such invalid, illegal, or unenforceable provision had never been contained herein.<br />

<strong>Page</strong> 1 <strong>of</strong> 3


9. Parties Bound. This Agreement is a legal, valid, and binding obligation <strong>of</strong> Customer and the Bank. This Agreement shall be binding<br />

upon and inure to the benefit <strong>of</strong> the parties hereto and their respective heirs, successors, and assigns; however, this Agreement may not<br />

be assigned by Customer without prior written consent <strong>of</strong> the Bank.<br />

10. Notice. Except as otherwise provided herein, all notices required or permitted under this Agreement shall be deemed to have been<br />

given when delivered in hand or when sent mail by regular United States mail, or registered or certified mail, return receipt requested,<br />

postage prepaid.<br />

11. Non Waiver. No delay or omission by either party to exercise any right or power hereunder shall impair such right or power or be<br />

construed to be a waiver there<strong>of</strong>. A waiver by either party <strong>of</strong> any covenant to be performed by the other or any breach by the other shall<br />

not be construed to be a waiver <strong>of</strong> any succeeding breach or <strong>of</strong> any other covenant.<br />

Executed as <strong>of</strong> __________________________________________ by the duly authorized representatives <strong>of</strong> the parties hereto.<br />

<strong>The</strong> Bank<br />

By:<br />

Name:<br />

<strong>Title</strong>:<br />

Customer:<br />

By:<br />

Name:<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

<strong>Title</strong>:<br />

<strong>Page</strong> 2 <strong>of</strong> 3


Attachment to Not-On-Us Check Cashing Indemnification Agreement<br />

Customer agrees that this Service is only being provided for the following Customer account(s) not with the Bank.<br />

Customer also agrees that this Service is only being provided up to the designated maximum check amount(s).<br />

Bank Name Routing/Transit Number Account Number<br />

Max Check Amount<br />

($2500 Max)<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

<strong>Page</strong> 3 <strong>of</strong> 3


Welcome to JPMorgan Chase Bank, National Association (“J.P. Morgan”, “Chase”, or “Bank”). We are<br />

pleased that you have decided to maintain a banking relationship with us. This Consolidated Service<br />

Terms booklet (“Booklet”) contains the terms and conditions for certain cash management services<br />

(“Service Terms”) J.P. Morgan may provide to you. By executing the Account Terms Acceptance Letter,<br />

Certificate Regarding Accounts, Business Signature Card, service implementation form or similar<br />

document, or by using or continuing to use any <strong>of</strong> the services referenced herein after receipt <strong>of</strong> this<br />

Booklet, you agree that the Service Terms included in this Booklet, in addition to the Account Terms<br />

and such supplements, amendments, notices and additional service terms provided to you from time to<br />

time will govern your existing and future deposit accounts maintained with us, in addition to those<br />

services that the Bank provides to you, as applicable.<br />

Part I includes Treasury Services Service Terms applicable to all Commercial Banking customers. Part<br />

II includes Service Terms for additional services that the Bank may provide to you. Part III includes<br />

Service Terms applicable for Liquidity Solution services which the Bank may provide to you. All Service<br />

Terms are subject to the Bank’s Account Terms. Any modifications to this Booklet, including but not<br />

limited to any changes, amendments, deletions, and/or additions, will not be binding upon the Bank<br />

unless such modifications are acknowledged and agreed to it writing by an <strong>of</strong>ficer <strong>of</strong> JPMorgan Chase.<br />

We look forward to serving your business needs and thank you again for choosing Chase.<br />

I. SERVICES FOR COMMERCIAL BANKING CUSTOMERS<br />

A. ACH Origination .....................................................................................................................3<br />

B. ACH Debit Block and Transaction Review .............................................................................5<br />

C. USD Funds Transfer ..............................................................................................................6<br />

D. USD Funds Transfer By Check ..............................................................................................6<br />

E. Lockbox .................................................................................................................................7<br />

F. Coin & Currency ....................................................................................................................8<br />

G. Positive Pay, Reverse Positive Pay & Payee Verification ......................................................9<br />

H. Controlled Disbursement .....................................................................................................10<br />

I. Image Cash Letter ...............................................................................................................11<br />

J. Check Printing .....................................................................................................................12<br />

K. Telephone Tax Payment ......................................................................................................13<br />

L. Client Access .......................................................................................................................14<br />

II.<br />

ADDITIONAL SERVICES FOR COMMERCIAL BANKING CUSTOMERS<br />

A. Multicurrency Deposits & Collections ...................................................................................18<br />

B. International Cash Letter ......................................................................................................20<br />

C. Foreign Exchange Payment .................................................................................................22<br />

III.<br />

LIQUIDITY SOLUTION SERVICES FOR COMMERCIAL BANKING CUSTOMERS<br />

A. US Cash Concentration Service Terms (Single Entity) ........................................................23<br />

B. US Cash Concentration Service Terms (Multi Entity) ......................................................... 24<br />

C. Cross-Border (U.S./U.K.) Concentration Service Terms (Single Entity) ..............................25<br />

D. Cross-Border (U.S./U.K.) Concentration Service Terms (Multi Entity) ................................26<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 2 <strong>of</strong> 28


<strong>The</strong> services described herein (each a “Service”) are subject to the Bank’s Account Terms (as may be amended from time to<br />

time), which are hereby incorporated by reference into each Service Terms. By using any <strong>of</strong> the Services described<br />

hereunder, the Customer acknowledges that it has received and agreed to the Account Terms, as supplemented by these<br />

Service Terms. Capitalized terms in the Service Terms, unless otherwise defined herein, shall have the meanings set forth in<br />

the Account Terms<br />

Part I: Service Terms – Consolidated Service Terms Booklet<br />

A. ACH Origination<br />

<strong>The</strong> Automated Clearing House (ACH) is a batch processing payment system that U.S. banks use to exchange and settle credit and debit<br />

transactions on behalf <strong>of</strong> their clients or themselves. <strong>The</strong> origination <strong>of</strong> ACH Entries and the transmission and issuance <strong>of</strong> related transactions<br />

and information will be pursuant to these terms and the Operating Rules and Guidelines (collectively the “Rules”) <strong>of</strong> the National Automated<br />

Clearing House Association. Capitalized terms used in this subpart, unless otherwise defined in this subpart shall have the same meanings as<br />

set forth in the Rules. <strong>The</strong> Customer and the Bank agree to comply with and be bound by the Rules as in effect from time to time, including<br />

without limitation, the provision making payment <strong>of</strong> a Credit Entry by an RDFI to the Receiver provisional until receipt by the RDFI <strong>of</strong> final<br />

settlement for such Credit Entry and the Customer acknowledges that it has received notice <strong>of</strong> such rule and <strong>of</strong> the fact that if such settlement<br />

is not received, the RDFI will be entitled to a refund from the Receiver <strong>of</strong> the amount credited and the Customer will not be deemed to have<br />

paid the Receiver the amount <strong>of</strong> such Credit Entry.<br />

1. Service. <strong>The</strong> Bank provides ACH origination Services that will enable the Customer to do one or more <strong>of</strong> the following: (1) originate<br />

ACH Debit Entries; (2) originate ACH Credit Entries; and (3) issue paper drafts in lieu <strong>of</strong> ACH Debit Entries (“Drafts”). In conjunction<br />

with originating Entries or Drafts, the Customer may instruct the Bank to issue or transmit pre-notifications, requests for reversal or<br />

return, notifications <strong>of</strong> change or other information pertaining to the Entries. Origination <strong>of</strong> ACH credit Entries and origination <strong>of</strong> ACH<br />

Debit Entries (or Drafts) are two separate Services and approval or setup <strong>of</strong> one ACH Service does not automatically create the ability<br />

to utilize the other.<br />

It is the Customer’s responsibility to provide Entries and instructions to the Bank with all the necessary information to complete the<br />

Customer’s requested transactions. <strong>The</strong> Bank may reject or delay processing transactions or information if instructions are not<br />

complete or are inaccurate, contain an inactive Company ID or otherwise do not meet the criteria the Bank specifies for acceptance.<br />

All instructions to the Bank must be received by the Bank before the Bank’s established cut<strong>of</strong>f time in order for processing to<br />

commence on that ACH processing day. Any instruction that is incomplete or that the Bank finishes receiving after the relevant cut<strong>of</strong>f<br />

time will be processed by the Bank on the next day the Bank processes ACH transactions. All transactions are subject to acceptance<br />

by the Bank.<br />

<strong>The</strong> Bank will notify the Customer <strong>of</strong> any transactions or other transmissions that are rejected or returned. If the Customer wants the<br />

Bank to reprocess those transactions or transmissions, the Customer must correct them and resubmit them. <strong>The</strong> Customer agrees to<br />

furnish the Bank with copies <strong>of</strong> any authorizations or notifications, if requested.<br />

2. Security and Data Protection Procedures; Examination. If the Bank follows agreed upon security procedures, the Bank may<br />

process and transmit transactions or information in the Customer’s name. Unless the Customer and the Bank otherwise agree,<br />

transmissions to the Bank will be authenticated and/or encrypted using commercially reasonable security technologies meeting<br />

standards acceptable to the Bank. If the Customer uses a security procedure other than as described in the preceding sentence, the<br />

Customer acknowledges that the Customer chose such other security procedure after the Bank <strong>of</strong>fered, and the Customer declined,<br />

the option <strong>of</strong> authenticating or encrypting and the Customer agrees to be bound by any transaction, whether or not authorized, issued<br />

in the Customer’s name and accepted by the Bank in compliance with the security procedure the Customer chose. If the Customer<br />

elects not to utilize recommended message authentication and/or encryption technology, the Customer assumes all responsibility for<br />

unauthorized disclosure or unauthorized access to the Customer’s data that occurs during transmission or while such data is in<br />

storage.<br />

<strong>The</strong> Customer shall provide the Bank with ongoing access, at Bank’s request, to all Originators’ files. Further, upon notice from Bank,<br />

the Customer shall provide such auditors and other Bank personnel as Bank may, from time to time, designate in writing with<br />

reasonable access at all reasonable times to the Customer’s facilities, data and records relating to the initiation <strong>of</strong> Entries for the<br />

purpose <strong>of</strong> performing audits to verify the Customer’s compliance with these Service Terms and the Rules. <strong>The</strong> Customer shall<br />

provide, and shall cause its subcontractors to provide, such auditors and personnel any assistance that they may reasonably require.<br />

3. Settlement and Exposure Limits. Subject to this subpart, on the settlement date, the Bank will credit the Customer’s account with the<br />

Bank that the Customer specifies for the total <strong>of</strong>: (1) the Customer’s debit Entries that the Bank processed for settlement that day; (2)<br />

drafts issued for deposit to the Customer’s account on that day; and (3) any returned or reversed Credit Entries. <strong>The</strong> Bank may delay<br />

the availability <strong>of</strong> funds deposited into the Customer’s account by debit Entry or draft until those transactions cannot be reversed in<br />

accordance with the Rules or applicable law.<br />

<strong>The</strong> Bank will debit the Customer’s Account with the Bank that the Customer specifies for the total <strong>of</strong> credit Entries processed in the<br />

Customer’s name and for any returned Debit Entries and Drafts. <strong>The</strong> Bank may require the Customer to pay the Bank the amount <strong>of</strong><br />

any credit Entries on the date <strong>of</strong> transmission to the Bank or otherwise prior to the settlement date. <strong>The</strong> Bank also may require the<br />

Customer to maintain collateral with the Bank in an amount the Bank specifies.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 3 <strong>of</strong> 28


<strong>The</strong> Bank may from time to time establish or revise maximum dollar limits for the total value <strong>of</strong> all outstanding files <strong>of</strong> credit Entries<br />

and/or debit Entries and Drafts that the Bank will release on the Customer’s behalf. <strong>The</strong> Bank may change or cancel the limits at any<br />

time without prior notice to the Customer, although the Bank will try to notify the Customer before the Bank does that.<br />

4. Warranties; Indemnity. Except as specified below, the Customer will be deemed to make the same warranties to the Bank as the<br />

Bank makes pursuant to the Rules. In the case <strong>of</strong> an Entry originated to another account with the Bank, warranties will be deemed to<br />

be given as <strong>of</strong> the time the Bank first processes the Entry. <strong>The</strong> Customer will not be deemed to warrant the power <strong>of</strong> the Bank under<br />

applicable law to comply with the requirements <strong>of</strong> the Rules or the conformity <strong>of</strong> Entries and other data the Bank transmits to the file<br />

specifications contained in the Rules. <strong>The</strong> Customer further represents, warrants and acknowledges that each Entry and Draft it<br />

originates will comply with all applicable U.S. laws and regulations and acknowledges that Entries may not be initiated that violate the<br />

laws <strong>of</strong> the United States.<br />

<strong>The</strong> Customer agrees to indemnify the Bank and the Bank’s employees, <strong>of</strong>ficers, directors and agents and hold all <strong>of</strong> them harmless<br />

from and against any and all claims, demands, losses, liabilities or expenses (including attorneys’ fees and costs) resulting directly or<br />

indirectly from (1) the Customer’s breach <strong>of</strong> any warranty made under this section and (2) compliance by Bank and the RDFI with any<br />

request the Customer makes for a cancellation, stop payment, reversal or recall <strong>of</strong> any Entry.<br />

5. Stop Payments; Reversals and Recalls. Customer’s instruction to cancel, stop payment <strong>of</strong>, reverse or recall one or more Entries<br />

must be received by Bank in such time and manner as Bank specifies. Bank will process these transactions in accordance with Bank’s<br />

procedures advised to Customer. Entries or other instructions may not be amended or modified.<br />

6. Third-Party Service Providers. <strong>The</strong> Customer may choose to use a third-party service provider or service bureau to issue Entries or<br />

other instructions, handle returned Entries or perform other functions for and on the Customer’s behalf. If the Bank accepts such<br />

Entries or other instructions, the Customer will be bound by them. <strong>The</strong> Customer is responsible for all actions taken or not taken by the<br />

Customer’s provider, and the Customer is responsible for all costs and expenses <strong>of</strong> the Customer’s provider.<br />

7. Third-Party Sender. If the Customer is a Third-Party Sender, as such term is hereafter defined, (a) the Customer warrants that the<br />

Originator has agreed to be bound by the Rules and has satisfied the obligations <strong>of</strong> an Originator under the Rules; (b) in any case<br />

where the Originator fails to perform its obligations under the Rules as an Originator, the Customer shall indemnify, defend and hold<br />

the Bank harmless from and against any and all claims, demands, losses, liabilities and expenses, including attorneys’ fees and costs,<br />

that result directly or indirectly from the failure <strong>of</strong> the Originator to perform its obligations as an Originator under the Rules; (c) the<br />

Customer agrees to cooperate with the Bank regarding any request for information concerning the identity <strong>of</strong> any Originator; and (d) the<br />

Customer represents, warrants and covenants that neither these Service Terms nor anything related to the ACH Origination Services<br />

violates, contravenes or is inconsistent with any <strong>of</strong> the terms, conditions or provisions <strong>of</strong> any agreement, understanding or arrangement<br />

between the Customer and the Originator. Further, the Bank will rely on the Customer to evaluate the legitimacy <strong>of</strong> the Originators and<br />

their transactions originated by the Customer and for ensuring that instructions do not involve illegal activities. <strong>The</strong> Customer hereby<br />

represents and warrants to Bank that Customer (a) conducts due diligence on each Originator for which the Customer is initiating<br />

Entries in accordance with “Know Your Customer” policies and procedures maintained by Customer that provide for the gathering <strong>of</strong><br />

information relating to the originator’s principal business activities and geographic location and verification that the Originator is<br />

operating a legitimate business and (b) regularly monitors its Originator’s transactions for suspicious activities. Upon request by the<br />

Bank, the Customer shall promptly provide to the Bank Customer’s written due diligence policies and procedures and results <strong>of</strong><br />

monitoring activities.<br />

<strong>The</strong> Customer must notify the Bank immediately if the Customer suspects or becomes aware <strong>of</strong> any activity or transaction <strong>of</strong> an<br />

Originator that the Customer believes may be <strong>of</strong> an illegal or illegitimate nature or that involves the proceeds <strong>of</strong> illegal activity or that<br />

was conducted, in part or whole, for the purpose <strong>of</strong> disguising the source <strong>of</strong> funds. <strong>The</strong> Bank will be entitled at any time upon notice to<br />

the Customer to decline to provide the ACH Origination Services, or terminate the provision <strong>of</strong> ACH Origination Services, for any<br />

Originator on whose behalf the Customer is originating Entries if the Bank determines that there are excessive returns or reversals <strong>of</strong><br />

Entries originated on behalf <strong>of</strong> such Originator or if the Bank becomes aware <strong>of</strong> any information indicating suspicious, fraudulent or<br />

illegal activity related to such Originator or for any other reason. Customer shall provide the Bank with ongoing access, at Bank’s<br />

request, to all Originators’ files. Further, upon notice from the Bank, the Customer shall provide such auditors and other Bank<br />

personnel as the Bank may, from time to time, designate in writing with reasonable access at all reasonable times to the Customer’s<br />

facilities, data and records relating to the initiation <strong>of</strong> Entries for the purpose <strong>of</strong> performing audits to verify the Customer’s compliance<br />

with this section. As used herein, “Third-Party Sender” shall mean a person who is not an Originator, who has authorized an ODFI or<br />

another Third-Party Sender to transmit, for the account <strong>of</strong> the Third-Party Sender or another Third-Party Sender, (i) a credit entry to the<br />

account <strong>of</strong> a Receiver with an RDFI, or if the Receiver is also the RDFI, to such Receiver, in order to effect a payment from the<br />

Originator to the Receiver, or (ii) a debit entry to the account <strong>of</strong> a Receiver, or if the Receiver is also the RDFI, to such Receiver, in<br />

order to effect a payment from the Receiver to the Originator.<br />

8. IAT Entries. If Customer is originating Entries that are required to be formatted under the Rules as IAT Entries, Customer will comply<br />

with all applicable Rules relating thereto, and Customer will originate such Entries only through one <strong>of</strong> Bank’s ACH origination channels<br />

that support IAT origination. Some <strong>of</strong> Bank’s ACH origination channels do not accommodate IAT Entries; upon request, the Bank will<br />

advise Customer as to which <strong>of</strong> Bank’s ACH origination channels can be used for IAT origination.<br />

If a foreign currency conversion is performed by Bank in connection with an IAT Entry, Customer acknowledges that the foreign<br />

currency exchange rates fluctuate, and accepts the risk <strong>of</strong> such fluctuation, including fluctuations in rate between the time Customer<br />

submits the Entry Data Instructions and the time the transaction is executed and/or reversed, returned or recalled. Any payment<br />

returns and/or reversals will be credited to Customer’s account in the currency in which Customer’s account is denominated, and<br />

Customer is responsible for any rate fluctuations.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 4 <strong>of</strong> 28


In the event <strong>of</strong> an erroneous or duplicate IAT Entry originated for payment to a receiving bank outside the United States, the rights <strong>of</strong><br />

Bank and Customer with respect to reversal or recall <strong>of</strong> such Entry are subject to the laws, regulations and payment system rules <strong>of</strong><br />

the receiving bank’s jurisdiction.<br />

Customer acknowledges and agrees that IAT Entries may be delayed in processing or posting due to the Bank’s or RDFI’s review <strong>of</strong><br />

such Entries for OFAC compliance. Further, Customer understands and acknowledges that unlike PPD Credit Entries, there is no<br />

requirement under the Rules that IAT Credit Entries that are made available to an RDFI by its ACH operator by 5:00 pm on the<br />

banking day prior to the Settlement Date be made available to the Receiver at the opening <strong>of</strong> business on the Settlement Date;<br />

cleared IAT Credit Entries must be made available no later than the Settlement Date <strong>of</strong> the entry, but funds are not required to be<br />

available at opening <strong>of</strong> business on the Settlement Date.<br />

B. ACH Debit Block & ACH Transaction Review<br />

ACH Debit Block is a Service that allows a customer to return ACH debit entries originated to the Customer’s account with the Bank. ACH<br />

Transaction review allows the Customer to review ACH debit and credit entries originated and posted to the Customer’s account with the Bank<br />

and to instruct the Bank to return some or all <strong>of</strong> these transactions.<br />

1. ACH Debit Block:<br />

(a)<br />

(b)<br />

Service. <strong>The</strong> Customer can select from a variety <strong>of</strong> authorization or blocking criteria and advise the Bank in a manner and form<br />

acceptable to the Bank. <strong>The</strong> Bank will return any blocked transaction indicating that the ACH debit was not authorized.<br />

Company ID Numbers. If the Customer elects an option that blocks or allows ACH debits from specified companies, the<br />

Customer must supply the Bank with the applicable ACH Company ID Number <strong>of</strong> the Originator as it appears on the<br />

Company/Batch Header Record. <strong>The</strong> Company ID Number will be the sole criterion for blocking Debit Entries (unless Customer<br />

has also set maximum dollar limits) and Bank will have no obligation to take any other steps to determine the identity <strong>of</strong> the<br />

Originator. <strong>The</strong> Customer will be solely responsible for obtaining the correct Company ID Number for each such Originator.<br />

<strong>The</strong> Customer understands that Company ID Numbers are not unique and that a Company ID Number may identify more than<br />

one Originator and one Originator may have multiple Company ID Numbers. <strong>The</strong> Customer understands that Company ID<br />

Numbers are not a perfect filter and that transactions from Originators may be blocked or allowed if the Originator uses a<br />

Company ID Number other than the one Customer identifies. <strong>The</strong> Bank will not be responsible for transactions blocked or allowed<br />

in accordance with the instructions the Customer provides for the Company ID Number.<br />

(c)<br />

Debits Not Affected by Blocking. ACH debit blocks do not apply to certain transactions. <strong>The</strong> following types <strong>of</strong> ACH-related debits<br />

will not be blocked:<br />

debits to the Customer’s account to <strong>of</strong>fset any ACH credit Entries originated by the Customer through Bank;<br />

reversals <strong>of</strong> previously received ACH credit Entries;<br />

returns or reversals by the RDFI <strong>of</strong> ACH Debit Entries originated by the Customer through the Bank;<br />

Reclamation Entries;<br />

debits to the Customer’s account initiated by the Bank or Bank’s agent to correct processing errors, effect back valuations,<br />

make other adjustments or for fees, charges or other amounts the Customer owes the Bank; and<br />

debits to the Customer’s account that the Bank posts pursuant to its internal procedures in order to comply with applicable law,<br />

regulations or payment system rules or guidance.<br />

2. ACH Transaction Review:<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

<strong>The</strong> Customer shall use filter criteria available through the service to select the types or categories <strong>of</strong> incoming ACH debit and/or<br />

credit transactions to be reviewed or the Customer may elect to review all incoming ACH transactions subject to Section 2(d)<br />

below.<br />

Based upon the filter criteria selected by the Customer, ACH transactions meeting that criteria will be made available for the<br />

Customer to review not later than a designated time on the banking day following the day on which the transactions are posted to<br />

the Customer’s account. <strong>The</strong> details provided by the Bank for each Entry will include account number, dollar amount, company<br />

ID, receiver’s name, standard entry class code and settlement date.<br />

<strong>The</strong> Customer shall advise the Bank by means <strong>of</strong> an agreed upon transmission method not later than the Bank’s designated cut<strong>of</strong>f<br />

time on the same day as transaction information is made available for those transactions, if any, that are unauthorized and that<br />

the Customer wishes to return. <strong>The</strong> Bank is entitled to rely on any instructions that it receives and that it reasonably believes to be<br />

genuine. <strong>The</strong> Bank shall return all such transactions and make corresponding adjustments to the Customer’s account to which<br />

the transactions had been posted. All transactions reported to the Customer as to which Bank does not receive a timely return<br />

instruction from the Customer will remain posted.<br />

<strong>The</strong> following types <strong>of</strong> ACH transactions will not be made available for the Customer’s review and decisioning:<br />

debits or credits to the Customer’s account to <strong>of</strong>fset any ACH Entries originated by the Customer through the Bank;<br />

reversals <strong>of</strong> previously received ACH Entries;<br />

returns or reversals by the RDFI <strong>of</strong> ACH Entries originated by the Customer through the Bank;<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 5 <strong>of</strong> 28


Reclamation Entries;<br />

debits or credits to the Customer’s account initiated by the Bank or Bank’s agent to correct processing errors, effect back<br />

valuations, make other adjustments, or to comply with legal requirements or for fees or charges the Customer owes the Bank;<br />

and<br />

if the Customer is also subscribing to the ACH Debit Block service, any transactions blocked and returned pursuant to that<br />

service.<br />

(e)<br />

Certain transactions reviewed and approved by the Customer may nevertheless be returned by the Bank. This will happen if (i)<br />

there are insufficient funds in the Customer’s account to cover the amount <strong>of</strong> an ACH debit or other charge, (ii) a stop payment<br />

was previously placed on the transaction or (iii) the Bank determines the transaction must be returned for legal or regulatory<br />

reasons. Certain transactions that the Customer advises should be returned may nevertheless be posted by the Bank; these<br />

include ACH debits or credits to the Customer’s account that the Bank posts pursuant to its internal procedures in order to comply<br />

with applicable law, regulations or payment system rules or guidance.<br />

C. U.S. Funds Transfer<br />

J.P. Morgan’s Funds Transfer Service enables the electronic transfer and settlement <strong>of</strong> funds between the Customer and a beneficiary <strong>of</strong> the<br />

payment to destinations around the world. Customers use USD funds transfer services (as opposed to checks or ACH payment services)<br />

when they seek same-day settlement with intraday finality and irrevocability <strong>of</strong> payments.<br />

1. Service. <strong>The</strong> Customer may issue payment orders against its accounts with the Bank by means <strong>of</strong> SWIFT, electronically, by telephone<br />

or by such other method as the Customer and the Bank may agree upon. All funds transfer instructions sent to the Bank shall be in the<br />

format specified by the Bank and must be received by the Bank no later than such time as may be established by the Bank upon notice<br />

to the Customer. <strong>The</strong> Bank will determine the order in which it processes payment orders. If the Customer’s payment order bears the<br />

codeword “PRIORITY” or “TIMED” in such field as the Bank specifies, the Bank will use reasonable efforts to move such payment order<br />

to the front <strong>of</strong> the Bank’s processing queue, and such payment shall be handled in accordance with the Bank’s procedures for<br />

processing such payments<br />

2. Security Procedures. All payment orders and communications requesting amendment <strong>of</strong> payment orders issued in the Customer’s<br />

name are subject to verification by the Bank in accordance with the security procedures agreed upon between the Customer and the<br />

Bank. Such security procedures may be set forth in written agreements between the Customer and the Bank.<br />

3. Advices. <strong>The</strong> Customer may subscribe to Bank services for the delivery <strong>of</strong> account-related activity and information (“Advices”), to a<br />

party designated by the Customer, including but not limited to information relating to credits and debits to a Customer account, and the<br />

return or rejection <strong>of</strong> certain payments. Advices may be sent via SWIFT or to devices capable <strong>of</strong> receiving text messages, such as<br />

alphanumeric pagers and cellular phones, or as otherwise agreed upon by the parties. <strong>The</strong> Customer is responsible for maintaining<br />

the accuracy <strong>of</strong> the information that is required to deliver such Advices, including but not limited to the address and/or telephone<br />

number <strong>of</strong> the recipient and, if applicable, the messaging components and conditions that will trigger the transmission <strong>of</strong> the Advices.<br />

4. Processing. <strong>The</strong> Bank reserves the right to use any funds transfer system and any intermediary bank in the execution <strong>of</strong> any funds<br />

transfer Instruction and may otherwise use any means <strong>of</strong> executing the funds transfer Instruction which the Bank deems reasonable in<br />

the circumstances. <strong>The</strong> Bank and other financial institutions may rely upon the identifying number <strong>of</strong> the beneficiary, the beneficiary’s<br />

bank or any intermediary bank included in the funds transfer. Also, the beneficiary’s bank in the funds transfer Instruction may make<br />

payment on the basis <strong>of</strong> the identifying number even though it identifies a person different from the named beneficiary.<br />

5. Same-Day Amendment and Cancellation Service. <strong>The</strong> Customer may subscribe to a service to enable same-day amendment and<br />

cancellation <strong>of</strong> payment orders. Once the Bank has expressly approved the customer’s use <strong>of</strong> the service, all cancellation or<br />

amendment messages sent to the Bank shall be in the format specified by the Bank and must be received by the Bank no later than<br />

such time as may be established by the Bank upon notice to the Customer.<br />

6. Reference Pattern Search. <strong>The</strong> Customer may subscribe to a service to enable the Customer to instruct the Bank to repair<br />

information on incoming and outgoing payment orders, and to perform additional services related to beneficiary deduction services.<br />

<strong>The</strong> Customer shall comply with such formatting requirements specified by the Bank in connection with such services. In connection<br />

with beneficiary deduction services, the Customer represents and warrants that it has obtained all necessary authorizations to enable<br />

the Bank to deduct transaction charges from the funds transfer amount payable to the beneficiary.<br />

D. U.S. Funds Transfer by Check<br />

J.P. Morgan’s U.S. Funds Transfer by Check Service allows the Customer to instruct the Bank (as the Customer’s agent) to draw U.S. dollar<br />

checks (“Disbursement Checks”) payable to the order <strong>of</strong> payees and in amounts designated by the Customer for distribution.<br />

1. Requests for Disbursement Checks. All requests for Disbursement Checks must be transmitted to the Bank via authenticated<br />

SWIFT transmission, or one <strong>of</strong> the Bank’s proprietary access mechanisms. <strong>The</strong> Customer shall transmit the requests in such format as<br />

the Bank specifies from time to time. <strong>The</strong> Bank may (but shall have no obligation to) process requests that do not conform to these<br />

Service Terms and may impose additional fees for such processing.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 6 <strong>of</strong> 28


2. Issuance. Unless the Customer specifies a future issuance date in the Customer’s request, each Disbursement Check will be issued<br />

within one banking day <strong>of</strong> the day on which the Bank receives the issuance request. <strong>The</strong> Bank will not honor requests to draw<br />

Disbursement Checks to any person or entity with whom or with which the Bank is prohibited to do business by law or regulation, or in<br />

any case where compliance would, in the Bank’s judgment, conflict with applicable law or good banking practice. Disbursement Checks<br />

will be signed by the Bank on the Customer’s behalf substantially as follows:<br />

Drawer:<br />

By:<br />

[Customer Name]<br />

JPMorgan Chase Bank, N.A. as Agent<br />

for the Above-Named Drawer<br />

As <strong>of</strong> the day a Disbursement Check is issued, the Bank will debit the Customer’s designated demand deposit account in the amount <strong>of</strong><br />

the issuance instruction.<br />

3. Stop Payments Orders. <strong>The</strong> Customer may issue a stop payment order in respect <strong>of</strong> any Disbursement Check only by a message<br />

sent via authenticated SWIFT to a Bank location to be designated by the Bank and in the format designated by the Bank from time to<br />

time. Any stop payment order must include the reference number assigned by the Bank to the Customer’s request for the issuance <strong>of</strong><br />

such Disbursement Check. <strong>The</strong> Customer shall pay a service fee for each stop payment order in the amount then in effect at such time<br />

the Customer issues the stop payment request.<br />

E. Lockbox<br />

Lockbox is a remittance processing Service <strong>of</strong>fered to customers to support their accounts receivables business needs. Through this service,<br />

the Customer’s remittance deposits are sent to a Post Office Box and picked up by the Bank and delivered to or via courier for further<br />

processing and posting to the Customer’s deposit account.<br />

1. Service. <strong>The</strong> Bank will maintain the Post Office Box for the Customer's remittances and will have unrestricted and exclusive access to<br />

the Post Office Box while providing the Lockbox Service. Customers requiring Caller Service or Business Reply Mail Service for<br />

remittance collection must obtain prior approval from the Bank. Upon approval, the Customer will secure such services directly with the<br />

United States Postal Service (the “USPS”) and ensure the Bank is authorized to collect the mail. <strong>The</strong> Bank shall not be responsible for<br />

delays in processing due to the Customer’s failure to pay the USPS for such services or any other action taken or not taken by USPS.<br />

<strong>The</strong> Bank may direct clients to include specific codes or formats within their assigned address in order to ensure mail is identified<br />

correctly. <strong>The</strong> Customer is responsible for ensuring their customers’ remittances are properly addressed in order to prevent delays in<br />

processing.<br />

2. Deposit; Endorsement. <strong>The</strong> Bank will collect all mail delivered to the designated Post Office Box, and will open the mail, process the<br />

checks eligible for this service (the “Items”) and credit the funds to the Customer account or process for collection the Items received,<br />

except: i) Items which the Customer has instructed the Bank in writing, and the Bank has agreed not to process; ii) Items which the Bank<br />

believes should receive the Customer's special attention; iii) Items for which the Customer is not the payee, unless the Customer has<br />

provided proper authorization to process for credit or collection <strong>of</strong> such Items; and iv) any other matter or merchandise received. <strong>The</strong><br />

Bank will not process such excepted Items or other matters or merchandise, but will forward them to the Customer unprocessed. <strong>The</strong><br />

Bank assumes no responsibility for the inadvertent processing <strong>of</strong> Items excepted from processing. <strong>The</strong> Bank will process credit card<br />

payments as point <strong>of</strong> sale transactions, obtaining authorization as required by applicable card rules; provided, however, the Bank will not<br />

place phone calls for authorization <strong>of</strong> referrals or process credit transactions. <strong>The</strong> Bank shall not be deemed a merchant processor and<br />

shall not be liable for any data entry errors or any chargeback. <strong>The</strong> Bank assumes no liability for any matter or merchandise received<br />

through the Post Office which is not a depositable Item, including cash. Any failure by the Bank to process an Item other than as<br />

provided herein does not constitute a failure by the Bank to exercise ordinary care. <strong>The</strong> Customer shall be liable to the Bank as a<br />

general endorser on all Items processed by the Bank.<br />

3. Differing Amounts. If the amount <strong>of</strong> an Item written in words and figures differ, the Item will be processed for amount written in words.<br />

If the Item is accompanied by an invoice or statement and the amount on the statement matches the amount written in figures, and the<br />

Customer has requested, and the Bank has agreed, to process such Item for the amount written in figures, the Item may be processed<br />

for the amount written in figures. In the event the Bank processes the Item for the amount written in figures, the Customer indemnifies<br />

the Bank for any claim which may arise from that action.<br />

4. Foreign Items.<br />

a. Canadian Item Processing. Unless the Bank has agreed otherwise, the Bank will submit both U.S. Dollar and Canadian Dollar<br />

Canadian items for processing through correspondent banks in Canada. <strong>The</strong> Customer must maintain an adequate line <strong>of</strong> credit to<br />

cover the total value <strong>of</strong> all outstanding Canadian Items in order to avoid Canadian items being processed for Collection. <strong>The</strong> Bank<br />

assumes no liability for delays in processing due to an insufficient credit line. Additional fees may apply for items handled through<br />

Collection. Canadian Dollar checks drawn on banks in Canada will be deposited to the Account unless otherwise agreed to by the<br />

Bank and the Bank will subsequently make any adjustments to the Account for the currency difference and the currency exchange<br />

rate fee. <strong>The</strong> Bank will credit the Customer Account for Items processed for collection as set forth in the Bank’s collection policies as<br />

amended from time to time, less all fees and charges. <strong>The</strong> Customer bears all risk <strong>of</strong> any fluctuation in currency exchange rates.<br />

b. All Other Foreign Items. Unless the Bank has agreed otherwise, the Bank will process for collection any foreign Items received, in<br />

accordance with the Bank’s usual collection procedures for such Items. <strong>The</strong> Bank will credit the Customer Account for Items<br />

processed for collection as set forth in the Bank’s collection policies as amended from time to time, less all fees and charges. <strong>The</strong><br />

Customer bears all risk <strong>of</strong> any fluctuation in currency exchange rates.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 7 <strong>of</strong> 28


5. Returned Items; Re-presentment. If any Item is returned to the Bank unpaid for any reason or there is a claim involving an Item<br />

deposited to the Customer Account, the Bank will charge back that Item, together with any fees or other amounts allowed on such claims<br />

or for returned Items, against the Customer Account, regardless <strong>of</strong> whether such debit causes an overdraft to the Customer Account. If,<br />

however, the Bank has been instructed in writing by the Customer to re-present Items which have been dishonored or returned to the<br />

Bank unpaid for reasons other than account closed, the Bank may do so automatically and without notice to the Customer, and the Bank<br />

reserves the same rights to debit the Customer Account should any such Items remain unpaid after the re-presentment.<br />

6. Security for Imaged Items. <strong>The</strong> Bank has specified Security Procedures for receiving and accessing Imaged Items, Imaged Documents<br />

and lockbox transaction data. <strong>The</strong> Bank is not obligated to send any images or data or allow access through the Delivery Media to any<br />

images or data which are not requested or accessed in accordance with the Security Procedures. <strong>The</strong> Customer acknowledges that<br />

once a CD-ROM is received, or it has accessed images by any Delivery Media, persons having access to the Customer's computers and<br />

image archives may have access to the Imaged Items, Imaged Documents and lockbox transaction data. .<br />

7. Image Option. If the Customer elects and this image option is available at the designated Bank processing location, the Bank will<br />

provide images <strong>of</strong> the Items ("Imaged Items") received together with images <strong>of</strong> related documents ("Imaged Documents"), through the<br />

media ("Delivery Media") and at the intervals agreed upon between the Bank and the Customer. <strong>The</strong> Customer may receive additional<br />

service material, including user guides, s<strong>of</strong>tware licenses and other terms in connection with the selection <strong>of</strong> this option.<br />

8. Original Documents; Image Storage. Unless the Bank has agreed otherwise, the Bank will image all Items and associated remittances<br />

and retain original documents on site for no longer than 14 days. All original documents will be destroyed 14 days after processing. If<br />

the Customer uses the Bank’s Regional Retail Lockbox product, associated original documents are retained on site no longer than 7<br />

days. <strong>The</strong> Bank will store Imaged Items for a period <strong>of</strong> seven (7) years from the date <strong>of</strong> the applicable transaction regardless <strong>of</strong> any<br />

additional imaging service requested by the Customer. If the Customer elects storage <strong>of</strong> Imaged Documents, the Bank will store Imaged<br />

Documents for a period <strong>of</strong> thirty (30) days (Short Term Storage) to ten (10) years (Long Term Storage) from the processing date <strong>of</strong> the<br />

applicable transaction., per the Customer’s selection If the Customer elects to image and not store Imaged Documents with the Bank,<br />

such images will be delivered to the Customer via daily Direct Image Transmission.<br />

9. Accuracy; Legibility. <strong>The</strong> information delivered to the Customer through the Delivery Media will be the same as the information in the<br />

data entry file provided to the Customer for the applicable time period. If the data entry file contains errors, those errors will also occur on<br />

the Delivery Media. <strong>The</strong> Bank will provide images that are as legible as possible given the legibility <strong>of</strong> the underlying remittance<br />

documents and the selected Delivery Media. <strong>The</strong> Bank has no liability or responsibility for the condition <strong>of</strong> the original remittance items<br />

provided to the Bank, and it reserves the right to review and approve sample remittance items for legibility prior to providing this service.<br />

<strong>The</strong> Customer is responsible for reviewing images obtained through the Delivery Media and to promptly notify the Bank <strong>of</strong> any images<br />

that are not clear.<br />

10. Disclosures. As between the Customer and the Customer’s clients, if applicable, certain payments collected hereunder may be<br />

subject to various cut-<strong>of</strong>f times and payment deadlines (the “Disclosures”). <strong>The</strong> Customer acknowledges and agrees that the Bank has<br />

no duty to inquire as to the content <strong>of</strong> any such Disclosures, is not bound by them, and makes no representations or warranties, explicitly<br />

or implicitly, regarding same. <strong>The</strong> Customer is responsible for ensuring that the processing and payment cut-<strong>of</strong>f times established by the<br />

Bank are in compliance with the Disclosures and Customer’s responsibilities under applicable laws and regulations. <strong>The</strong> Customer<br />

further acknowledges and agrees that the data processed by the Bank belongs to the Customer or the Customer’s clients.<br />

F. Coin & Currency<br />

Coin and Currency Services, also referred to as Cash Vault Services, provides coin and currency delivery and deposit services to companies<br />

that use large quantities <strong>of</strong> cash. With a nationwide vault network, Customers can place orders for currency, make deposits 24/7 and track<br />

activity by location through electronic reporting options.<br />

1. Cash Orders. <strong>The</strong> Customer may issue written instructions for the Bank to deliver coin and currency to an armored courier service as<br />

designated by the Customer (the “Courier”) in accordance with the Bank’s guidelines (“Cash Order”). <strong>The</strong> Customer acknowledges that<br />

orders for cash can be transmitted to the Bank only during such time as set forth in the Cash Order. <strong>The</strong> Bank is authorized to debit<br />

the Customer’s designated account for the amount set forth in the Cash Order (the “Cash”). If the Bank has agreed to such an<br />

arrangement, the Customer may also place a Cash Order directly at one <strong>of</strong> its branch locations by issuing a check to debit the<br />

Customer’s account at the Bank or as a “cash for cash” exchange. <strong>The</strong> Bank and the Customer may agree to a limit on the amount <strong>of</strong><br />

Cash that may be delivered pursuant to a Cash Order (“Cash Limit”).<br />

2. Cancellations and Amendments. A Cash Order may be cancelled by the Customer orally, telephonically, electronically or in writing<br />

by a person the Bank reasonably believes to be authorized to act for the Customer and only if the cancellation is received within a<br />

reasonable time before the Cash is delivered to the Courier (“Cancellation”). A Cash Order may only be amended orally or<br />

telephonically and the Bank will not be responsible for any change in a Cash Order it has received. Any attempt to amend a Cash<br />

Order electronically may result in duplicate Cash being delivered or other error, at the sole risk <strong>of</strong> the Customer.<br />

3. Notice <strong>of</strong> Rejection/Execution. If the Bank rejects a Cash Order request, it will promptly notify the Customer <strong>of</strong> the reason. <strong>The</strong><br />

Bank will notify the Customer when it has executed a Cash Order. Unless, within three (3) business days after receipt <strong>of</strong> notification <strong>of</strong><br />

the execution <strong>of</strong> a Cash Order, the Customer notifies the Bank in writing that a Cash Order was unauthorized or otherwise<br />

unenforceable against the Customer, the Bank shall not be liable for executing the Cash Order as notified, including any loss <strong>of</strong><br />

interest.<br />

4. Security Procedure. <strong>The</strong> Bank must receive a Cash Order using a touch-tone telephone, or other electronic communications device<br />

mutually agreed upon by the Customer and the Bank, based upon codes assigned by the Bank to the Customer that identify the<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 8 <strong>of</strong> 28


Customer and the location (collectively, “Codes”). <strong>The</strong> Customer agrees that: (a) use <strong>of</strong> Codes constitutes a security procedure for<br />

verifying the authenticity <strong>of</strong> a Cash Order as being that <strong>of</strong> the Customer (“Security Procedure”); and (b) the Customer is bound by any<br />

Cash Order, the authenticity <strong>of</strong> which is verified as being that <strong>of</strong> the Customer by the Bank using the Security Procedure; and any<br />

Cancellation. <strong>The</strong> Customer and the Bank will maintain reasonable security and control <strong>of</strong> the Codes. <strong>The</strong> Bank is not responsible or<br />

liable for detecting any error in the transmission or content <strong>of</strong> any Cash Order or Cancellation and the Security Procedure is not<br />

intended to detect any such error. No agreement or instruction <strong>of</strong> the Customer restricting acceptance <strong>of</strong> any Cash Order or<br />

Cancellation is binding on the Bank, except as set forth in these Service Terms or in a writing signed by the Customer and the Bank.<br />

<strong>The</strong>se Security Procedures do not apply to Cash Order requests made by the Customer at one <strong>of</strong> our branch locations when the<br />

Customer is making a “cash for cash” exchange or issuing a check to debit the Customer’s account at the Bank.<br />

5. Courier Service. <strong>The</strong> Customer may deliver and pick up shipments <strong>of</strong> cash or checks to or from the Bank by using the services <strong>of</strong> a<br />

courier that has been authorized by the Bank, who will act solely as the Customer’s agent. <strong>The</strong> courier must comply with the Bank’s<br />

guidelines, as amended from time to time, and must maintain all licenses and permits required by law in addition to adequate insurance<br />

to cover its liabilities in providing courier services. <strong>The</strong> Bank may refuse to permit any courier to enter its premises with or without<br />

cause, in which case the Bank will use reasonable efforts to promptly notify the Customer. With regard to Customer's couriers,<br />

Customer is responsible for any individual's actions while at the Bank's facilities including theft, property damage, intentional crimes<br />

and any other act or omission even if such actions would be considered outside the scope <strong>of</strong> their employment and whether the<br />

individual is impersonating an employee <strong>of</strong> the courier if the Bank has followed its customary procedures for identifying the individual.<br />

6. Deposit Presentment and Processing. With regard to deposits delivered to one <strong>of</strong> the Bank’s vault areas, the Customer must deliver<br />

deposits in sealed tamper-pro<strong>of</strong> plastic security deposit bags that meet the standards described in the Bank’s guidelines and contain<br />

only cash, coin and checks. <strong>The</strong> bags may also contain food stamps if the Customer provides pro<strong>of</strong> satisfactory to the Bank <strong>of</strong> the<br />

Customer’s authority to redeem food stamps. <strong>The</strong> Bank will open the bags and process the deposits.<br />

(a)<br />

(b)<br />

(c)<br />

Delivery to Vault. If the Bank agrees to accept the Customer deposits at a vault location, the Bank will provide a receipt indicating<br />

the number <strong>of</strong> bags it has received. This receipt is not an acknowledgment <strong>of</strong> the contents <strong>of</strong> any bag, nor is any telephonic or<br />

other acknowledgment <strong>of</strong> a deposit.<br />

Delivery to Branch for Delayed Processing. If the Bank agrees to accept the Customer deposits at a branch location, the Bank will<br />

not verify the amount <strong>of</strong> the deposits at the time <strong>of</strong> receipt but will provide the Customer with a receipt showing the amount<br />

indicated in the Customer’s deposit slip. This receipt is not an acknowledgment <strong>of</strong> the contents <strong>of</strong> any bag.<br />

Delivery to Unattended Facility. If the Bank agrees to allow the Customer to use one <strong>of</strong> the Bank’s unattended facilities (including<br />

but not limited to a night depository or commercial ATM), the Bank may provide the Customer with an access device (such as a<br />

key or card that may require a personal identification number (“PIN”). <strong>The</strong> Customer must return all access devices to the Bank<br />

upon request. We will process any deposits delivered to an unattended facility as provided for in the Bank’s guidelines. If the<br />

Customer receives a receipt from an unattended facility, the receipt is not an acknowledgment <strong>of</strong> the contents <strong>of</strong> any bag or <strong>of</strong> the<br />

receipt <strong>of</strong> any bag. While the Customer or the Customer’s Courier is physically present at one <strong>of</strong> the Bank’s unattended facilities,<br />

the Customer is a licensee only and the Bank has no responsibility for the safety <strong>of</strong> the Customer or its Courier while at such<br />

facility.<br />

7. Discrepancies. All deposits are subject to verification. If there are differences between the amount credited by the Bank and the<br />

amount shown on the deposit slip prepared by the Customer or the receipt provided to the Customer or its Courier upon initial<br />

presentment, the count will be recounted. <strong>The</strong> Bank’s determination and records as to its receipt <strong>of</strong> any bag and as to the contents <strong>of</strong><br />

any bag is conclusive and binding on the Customer, and the Bank may correct any credit made to the Customer’s account. <strong>The</strong> Bank<br />

will notify the Customer’s representative designated in the service implementation questionnaire if the difference is more than the<br />

minimum amount specified in the Bank’s guidelines. All Cash Orders must be validated by the Customer within 24 hours <strong>of</strong> receipt. If<br />

a currency strap, coin bag or wrapped coin difference is identified, contact Cash Services Customer Support at 888-872-0517 to<br />

request a Cash Order Claim Form. <strong>The</strong> completed form and proper documentation must be postmarked within 48 hours <strong>of</strong> receipt <strong>of</strong><br />

the Cash Order. Any claims postmarked after the 48-hour period will be denied and Customer will have no right to request or receive<br />

an adjustment after such time period.<br />

8. Relationship upon Delivery <strong>of</strong> Bags. Until the Bank recounts the contents <strong>of</strong> the bags and enters a final credit to the Customer’s<br />

account as provided in these terms, the Bank is not responsible for any authorized contents or the value <strong>of</strong> any such authorized<br />

contents based upon any deposit ticket included with the bag.<br />

9. Liability at Unattended Facility. <strong>The</strong> Customer assumes all risks <strong>of</strong> using any unattended facilities, including risks <strong>of</strong> theft, robbery<br />

and personal injury; the Bank is not responsible if a facility fails to operate properly in any way, including failing to open, close, lock or<br />

unlock. It is the Customer’s responsibility to verify that its bags have dropped down completely into the facility, and the Customer<br />

agrees that it will not leave any bags in any facility that does not appear to be operating properly. <strong>The</strong> Bank will not be liable to the<br />

Customer if any unattended facility, tele-entry or online system is closed or otherwise unavailable for use at any time.<br />

G. Positive Pay, Reverse Positive Pay and Payee Verification<br />

Positive Pay, Reverse Positive Pay and Payee Verification services help prevent check fraud on Customers accounts by identifying<br />

discrepancies between checks presented to the Bank for payment and those checks issued by Customers. With Positive Pay, the Customer<br />

sends check issuance information to the Bank and the Bank compares such information to checks being presented for payment. With Reverse<br />

Positive Pay, the Bank sends the Customer information on checks being presented for payment and the Customer does its own comparison.<br />

Payee Verification is an enhanced feature for Positive Pay whereby the Customer includes payee name information and the Bank compares<br />

such information against the payee names on checks being presented. As a condition precedent for receiving Payee Verification, the<br />

Customer must be receiving Positive Pay in connection with the same Account.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 9 <strong>of</strong> 28


1. Issuance Information. <strong>The</strong> following information is defined as “Issuance Information” for each Item: i) Account number; ii) Item serial<br />

number; iii) dollar amount; iv) issue date [for Positive Pay and Payee Verification only]; and v) the payee name [for Payee Verification<br />

only]. For Positive Pay and Payee Verification, the Customer will provide the Bank the Issuance Information by the Banking Day on<br />

which the Customer issues Items, by means <strong>of</strong> a mutually agreed upon transmission method the Issuance Information. <strong>The</strong> Bank will<br />

compare the Issuance Information with the Items presented to the Bank for payment against the Account. For Reverse Positive Pay,<br />

the Bank will send the Customer the Issuance Information and the Customer will compare such information with the checks they have<br />

issued.<br />

2. Discrepancies. For Positive Pay and Payee Verification, if Items are presented to the Bank for which it has not received timely<br />

Issuance Information or containing information different from the Issuance Information for that Item, the Bank will notify the Customer<br />

by means <strong>of</strong> a mutually agreed upon method, by the designated time <strong>of</strong> the Banking Day following the Banking Day the Item is<br />

presented. <strong>The</strong> Customer shall advise the Bank by means <strong>of</strong> a mutually agreed upon method by the designated time on that same<br />

Banking Day whether any such Item is authorized for payment (“Presentment Decision”). In the event that the Customer fails to timely<br />

inform the Bank about any Item for which a Presentment Decision is requested, as required above, the Bank is authorized to return<br />

such Item unless otherwise agreed by the Customer and the Bank. For Reverse Positive Pay, the Bank will provide Issuance<br />

Information to the Customer <strong>of</strong> Items presented for payment; the Customer shall advise the Bank by means <strong>of</strong> a mutually agreed upon<br />

method by the designated time on that same Banking Day whether any such Item is authorized for payment; and in the event that the<br />

Customer fails to timely inform the Bank as required, the Bank is authorized to pay such Item(s) unless otherwise agreed by the<br />

Customer and the Bank. <strong>The</strong> Bank is entitled to rely on any instructions that it receives and reasonably believes to be genuine.<br />

3. Payee Verification Additional Terms. For Payee Verification, Customer acknowledges that Items that have been converted to ACH<br />

transactions prior to being presented for payment will not be eligible for this service and the payee name information will not be<br />

compared to the Issuance Information for Items that have been converted to ACH transactions. If the Customer fails to provide the<br />

Issuance Information in the file format required by the Bank, the Bank will not be liable for not detecting any discrepancy between the<br />

Item and the Issuance Information or for processing such Item. <strong>The</strong> Bank reserves the right to set a threshold amount for Items (as<br />

may be revised by the Bank from time to time) to be reviewed under the Payee Verification (the “Threshold Amount”). <strong>The</strong> Items below<br />

the Threshold Amount will be handled according to the standard Account Documentation governing the Customer’s Account; however,<br />

the Customer will not be liable for such Items if the discrepancy would have otherwise been detected under this Service. With regard to<br />

payee name comparison, the Bank will compare the payee name provided in the Issuance Information to the payee lines in the<br />

name/address block identified on the Item presented as provided for in the Bank’s setup requirements and will be limited to those<br />

parameters specifically agreed to by the Customer and Bank.<br />

4. Voided Items. <strong>The</strong> Customer agrees to place a void on an Item in the Issuance Information only with respect to Items that are not in<br />

circulation. If the Customer wants to stop pay on a check that has been issued, the Customer is required to issue any Stop Payment<br />

request pursuant to the Bank’s Account Terms, outside <strong>of</strong> these services.<br />

5. Item Payment. <strong>The</strong> Bank is not obligated to maintain signature cards for the Account and whether or not the Bank does maintain such<br />

signature cards; in no event shall the Bank be obligated to inspect any check for the presence or authenticity <strong>of</strong> any signature or to<br />

determine whether any signature is authorized. <strong>The</strong> Customer acknowledges that the Bank’s adherence to these procedures in these<br />

terms, in lieu <strong>of</strong> signature examination, will constitute the exercise <strong>of</strong> good faith and ordinary care by the Bank in handling Items<br />

presented for payment against the Account.<br />

6. Over the Counter Presentment. <strong>The</strong> Bank may, without liability to the Customer, refuse to pay any Item presented for encashment at<br />

any <strong>of</strong> the Bank’s branch locations. If an Item is presented for encashment at one <strong>of</strong> the Bank’s branch locations at the teller line, the<br />

Customer authorizes the Bank to pay such Item based upon the Positive Pay information at the teller line. <strong>The</strong> Bank may charge a<br />

person who cashes an Item drawn on the Customer’s Account a fee at the time <strong>of</strong> encashment.<br />

H. Controlled Disbursements<br />

Controlled Disbursement Accounts help customers effectively manage the disbursement process to gain control over idle balances and<br />

automate funding transfers and is designed to provide disbursement totals early each business day.<br />

1. Controlled Disbursement Account. Each Controlled Disbursement Account, except as set forth herein, shall be opened and<br />

maintained in accordance with the Bank's Account Documentation. Customer agrees that if it fails to utilize one <strong>of</strong> the Bank’s positive<br />

pay services on the Controlled Disbursement Account, that failure will constitute Customer negligence contributing to the making <strong>of</strong> any<br />

unauthorized signature and Customer assumes the risk that Items presented against the Controlled Disbursement Account may be<br />

forged or altered, to the extent that the positive pay services the Bank <strong>of</strong>fers may have prevented any loss. <strong>The</strong> Bank will have no<br />

liability for any loss related to an Item presented against the Controlled Disbursement Account which would otherwise generally have<br />

been returned under such positive pay services.<br />

2. Payment <strong>of</strong> Items. Bank, on each banking day, will advise Customer <strong>of</strong> the total amount <strong>of</strong> Items drawn against the Controlled<br />

Disbursement Accounts that are presented for payment, on that day, to the Bank by a Federal Reserve Bank or another depository<br />

institution pursuant to a same-day settlement arrangement. Bank will honor checks or drafts (“Items”) which are properly payable, but<br />

shall have no obligation to pay any Item should sufficient immediately available funds to cover such Items not be transferred to the<br />

Controlled Disbursement Account in accordance with these Service Terms and the Account Documentation.<br />

3. Over-the-Counter Presentment. Bank may, without liability to Customer, refuse to pay any Item presented for encashment at any <strong>of</strong><br />

the Bank’s branch locations.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 10 <strong>of</strong> 28


4. Funding Account for Controlled Disbursement. Customer will maintain with Bank a designated account for purposes <strong>of</strong> funding the<br />

Controlled Disbursement Account, or the funding account may be maintained at an affiliated bank or other financial institution (the<br />

"Funding Account"). Customer authorizes Bank to debit the Funding Account for the total amount <strong>of</strong> the Items presented and any<br />

funds transfers against the Controlled Disbursement Account, and to promptly transfer such amount to the Controlled Disbursement<br />

Account even though such a debit may bring about or increase an overdraft. All funds transfers from the Funding Account to the<br />

Controlled Disbursement Account shall be in immediately available funds. Customer will maintain sufficient available funds in the<br />

Funding Account to cover Items and funds transfers presented against the Controlled Disbursement Account, and the Bank shall have<br />

no obligation to transfer funds, process Items for payment or complete any funds transfers unless there are sufficient available funds in<br />

the Funding Account. <strong>The</strong> Bank is authorized to debit the Funding Account for any obligations owed directly or indirectly on the<br />

Controlled Disbursement Account. <strong>The</strong> Bank shall not be liable for failure to pay any Item presented for payment against any Controlled<br />

Disbursement Account due to insufficient funds in the Funding Account.<br />

5. Media. Bank will transmit to Customer by the transmission method or media agreed to by Customer and Bank information regarding<br />

Customer’s Controlled Disbursement Account.<br />

6. Routing Transit Number. Customer agrees to use the designated controlled disbursement account routing transit number on the<br />

Items it issues from the Controlled Disbursement Account. Customer acknowledges that if it fails to use such designated controlled<br />

disbursement account routing transit number the Bank is authorized to terminate this Service or any Service feature upon notice to the<br />

Customer.<br />

7. Financial Condition. In the event <strong>of</strong> the deterioration <strong>of</strong> the financial condition <strong>of</strong> the Customer, as determined in the Bank’s sole<br />

discretion, the Bank may immediately terminate the Service, any Service feature, and/or may convert any Controlled Disbursement<br />

Account to a stand-alone demand deposit account without prior notice to the Customer.<br />

I. Image Cash Letter<br />

<strong>The</strong> Image Cash Letter Service allows the Customer to make certain deposits electronically by using a capture device to create an electronic<br />

image <strong>of</strong> a paper check and transmit it and related data to the Bank. As part <strong>of</strong> the Service, the Customer must use s<strong>of</strong>tware and hardware<br />

provided by or acceptable to the Bank.<br />

1. Transmission and Processing. <strong>The</strong> Customer shall provide through its own methods or devices the captured check images and<br />

check data, including the magnetic ink character recognition formatting (MICR) information through electronic transmissions (the<br />

“Transmissions”) in the format and specifications required by the Bank’s File Standards and within the cut<strong>of</strong>f times provided by the<br />

Bank. <strong>The</strong> Customer authorizes the Bank to process the Transmissions as Substitute Checks, Electronic Images or Photos in Lieu, as<br />

may be applicable for further clearing through or with any other financial institution, clearinghouse or Federal Reserve Bank. If the<br />

Customer has chosen to have items processed as ACH transactions, the Bank will convert eligible items to ARC or POP entries, as<br />

defined and provided for in the ACH Origination Service Terms. <strong>The</strong> Customer agrees that it is solely responsible for the creation and<br />

sending <strong>of</strong> these Transmissions to the Bank. If any Transmission (including any source document for purposes <strong>of</strong> these Service Terms)<br />

does not meet the Bank’s or any transferee’s standard requirements for processing, the Customer assumes all risk <strong>of</strong> loss or delay in<br />

processing such Transmission and authorizes the Bank to either (a) return the Transmission to the Customer without further<br />

processing, (b) process the Transmission as sent from the Customer, (c) process the Items as photocopies in lieu <strong>of</strong> the originals or (d)<br />

repair or attempt to repair the Transmission for further processing.<br />

2. Image Cash Letter File Deposit Time. <strong>The</strong> Transmissions must be sent to the Bank prior to the deposit deadline. Any Transmission<br />

will be deemed to have been received when the entire file has been written onto the Bank’s system and made available for the Bank to<br />

validate. Based upon the size <strong>of</strong> the Transmission file, there may be a significant delay between the time Customer begins to send the<br />

file and the completion <strong>of</strong> the transfer as stated above. As a result, the Customer will make every effort to send the Transmission file<br />

as early as possible. Files that are received after a deposit deadline will be considered deposited as <strong>of</strong> the next deposit deadline.<br />

Processing fees and funds availability will be assessed based on the deposit deadline that is met.<br />

3. Customer Responsibility. <strong>The</strong> Customer shall be solely responsible if any Transmission for which the Customer has been given<br />

provisional credit is returned or reversed, and neither the Bank nor its subcontractors shall be liable or responsible for same. <strong>The</strong><br />

Customer acknowledges that all credits received for deposit are provisional, subject to verification, final settlement or return.<br />

Information and data reported hereunder: (a) may be received prior to final posting and confirmation and is subject to correction and (b)<br />

is for informational purposes only and may not be relied upon. <strong>The</strong> Customer agrees that the Bank shall have no liability for the<br />

content <strong>of</strong> payment-related information. <strong>The</strong> Customer shall be solely responsible for the original checks, including storage and<br />

retrieval. <strong>The</strong> Customer agrees to provide a legible copy <strong>of</strong> an image or the original check if requested by the Bank within five (5)<br />

business days <strong>of</strong> such request. If the Customer is unable to provide the original or legible copy, the Customer shall be liable for any<br />

associated loss or claim involving the check.<br />

4. Suspension/Cancellation <strong>of</strong> Service. <strong>The</strong> Bank reserves the right to suspend or terminate the Service, in whole or in part if the Bank<br />

believes Customer is in breach <strong>of</strong> these Service Terms or is otherwise using or accessing the service in a manner inconsistent with the<br />

rules and regulations relating to the service being provided and such breach. Further, this service will automatically terminate if the<br />

Customer’s account with the Bank is closed for any reason. Either party may terminate the service upon thirty (30) days’ prior written<br />

notice to the other party; provided, however, that the terms <strong>of</strong> Section 10 will apply to any termination prior to the time period set forth in<br />

the pricing schedule.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 11 <strong>of</strong> 28


5. Warranties.<br />

(a)<br />

(b)<br />

(c)<br />

Customer warranty. <strong>The</strong> Customer warrants and represents to the Bank that: (a) each Transmission contains accurate and<br />

legible images <strong>of</strong> all <strong>of</strong> the information on the front and back <strong>of</strong> the original checks at the time each check was truncated; (b) each<br />

Transmission also contains a record <strong>of</strong> all applicable micro-line information required for a substitute check and the accurate<br />

amount <strong>of</strong> the check; (c) each Transmission complies with the technical standards for an electronic item under Regulation J,<br />

Federal Reserve Operating Circulars 3 and 5, and for a substitute check under Federal Regulation CC; (d) no person will receive<br />

a transfer, presentment or return <strong>of</strong>, or otherwise be charged for, the check (either the original check, or a paper or electronic<br />

representation <strong>of</strong> the original check) such that the person will be asked to make payment based upon a check it has already paid;<br />

(e) the Customer will not redeposit through this service any transmission representing a check previously deposited and returned<br />

to the Customer; (f) the Customer will employ commercially reasonable security measures and firewalls sufficient to protect the<br />

Transmissions and storage to ensure no unauthorized access to or use <strong>of</strong> the original checks or duplicate presentment; and (g)<br />

the Customer will only create transmissions for checks that originated as paper checks.<br />

If the Customer is a financial institution or is otherwise transmitting Items payable to third parties, the Customer also represents<br />

and warrants to the Bank that: (1) In connection with each Item deposited through the service, the payee <strong>of</strong> the Item has<br />

authorized the electronic transmittal <strong>of</strong> the Item for deposit to Customer’s account; if the Customer is scanning Items from a<br />

location outside <strong>of</strong> the United States, such authorization covers the cross-border transmittal <strong>of</strong> the Item; and (2) the Customer has<br />

established an anti-money laundering program in compliance with anti-money laundering laws and regulations applicable to it and<br />

such anti-money laundering program includes policies, procedures and controls designed to detect and prevent money<br />

laundering, including “know your customer” policies and procedures, monitoring <strong>of</strong> transactions for suspicious activities and<br />

reporting <strong>of</strong> suspicious activities, which the Customer believes effectively prevents the use <strong>of</strong> the Customer’s operations,<br />

personnel or facilities for money laundering purposes.<br />

<strong>The</strong> Bank and its subcontractors make no representations or warranties, whether express, implied or statutory regarding or<br />

relating to any <strong>of</strong> the technology or service and/or access to or use <strong>of</strong> the service or technology provided to the Customer<br />

hereunder. <strong>The</strong> Bank and its subcontractors specifically disclaim any and all implied warranties <strong>of</strong> merchantability, fitness for a<br />

particular purpose and noninfringement. <strong>The</strong> Bank and its subcontractors also do not guarantee that the Customer’s access to<br />

the service provided under these terms will be uninterrupted, error free or secure.<br />

6. Third-Party Service Provider. <strong>The</strong> Customer may choose to use a third-party service provider or service bureau to submit Items or<br />

perform other functions for and on the Customer’s behalf. If the Bank accepts such Items or other instructions from the Customer’s<br />

provider or service bureau, the Customer will be bound by them. <strong>The</strong> Customer is responsible for all actions taken or not taken by the<br />

Customer’s provider including all costs and expenses incurred by the Customer’s provider.<br />

7. Pricing Schedule/Volume/Termination Penalties. <strong>The</strong> Bank and the Customer may agree to a pricing schedule incorporated herein<br />

by reference, including the length <strong>of</strong> time the service will be provided, the charges/fees and the volumes, as may be stated in the<br />

pricing schedule. If the Customer terminates the Service or the service is otherwise terminated without fault <strong>of</strong> the Bank prior to the<br />

period <strong>of</strong> time set forth in the pricing schedule, the Customer shall pay the Bank a termination fee equal to twelve (12) times the<br />

average monthly transaction fee for the service for the period <strong>of</strong> time the service was provided to the Customer. Such termination fee<br />

shall be paid within thirty (30) days’ after the effective termination date.<br />

8. Limitation <strong>of</strong> Liability. In no event will the Bank’s liability under these terms for any damages <strong>of</strong> any kind exceed an amount equal to<br />

the fees the Customer paid the Bank for the service during the twelve (12) months preceding the date on which the Customer made the<br />

corresponding claim. If the Customer makes a claim during the first twelve (12) months <strong>of</strong> the service, the Bank’s liability will be limited<br />

to the average monthly fee the Customer paid during that time multiplied by 12. This limitation <strong>of</strong> liability is in addition to the terms set<br />

forth in the Account Terms.<br />

9. Indemnification. <strong>The</strong> Customer agrees to indemnify the Bank for any loss or expense (including attorney’s fees and expenses <strong>of</strong><br />

litigation) resulting from: breach <strong>of</strong> any <strong>of</strong> the warranties made by the Customer pursuant to these service terms or the Account<br />

Documentation; any claim pertaining to any warranty or indemnity that the Bank makes with respect to an Item under the Check<br />

Clearing for the 21 st Century Act, Federal Reserve Board Regulations CC and J and all other laws, regulations and industry and<br />

clearinghouse rules applicable to Items. <strong>The</strong>se indemnities are in addition to those in the Account Terms and relevant Service Terms.<br />

10. Miscellaneous. <strong>The</strong> provisions <strong>of</strong> Sections 3, 5, 7, 8 and 9 shall survive termination <strong>of</strong> these Service Terms.<br />

J. Check Printing<br />

<strong>The</strong> Check Printing Service enables the Customer instruct the Bank to issue checks and/or documents on behalf <strong>of</strong> the Customer.<br />

1. Payment Orders. <strong>The</strong> Bank will execute each payment order issued by the Customer which is received by the Bank in a manner<br />

described in these Service Terms or as otherwise provided by the Bank (the “Payment Order”). Payment Orders may include printing<br />

<strong>of</strong> non-payment documents (“Documents”) if agreed to by the Bank based upon these Service Terms.<br />

2. Cancellations. A Payment Order may be cancelled by the Customer if notice <strong>of</strong> cancellation is received by the Bank in writing from a<br />

person it reasonably believes is authorized to cancel the Payment Order for the Customer (“Cancellation”); provided, however, that a<br />

Cancellation will not be effective unless and until it is received by the Bank so that the Bank has a reasonable time to act upon such<br />

Cancellation and that the related Payment Order has not already been accepted by the Bank or the related check has not already been<br />

issued by the Bank. A Payment Order may not be amended or modified. <strong>The</strong> Bank has no obligation to adjust or stop payment or<br />

posting <strong>of</strong> a Payment Order it has accepted.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 12 <strong>of</strong> 28


3. Receipt <strong>of</strong> Payment Orders and Cancellations. Customer shall transmit Payment Orders to the Bank to the location and in<br />

compliance with the formatting and other requirements provided by the Bank in the operating procedures prepared for the Customer.<br />

<strong>The</strong> Bank may reject any Payment Order that does not comply with this Section.<br />

4. Identifying Number. <strong>The</strong> Customer acknowledges that: (a) if a Payment Order identifies its beneficiary or specifies the owner <strong>of</strong> the<br />

account to be debited, as applicable, by both a name and an identifying or bank account number and the name and number identify<br />

different persons, execution, or transmittal <strong>of</strong> the Payment Order, payment to the beneficiary or debit to the account to be debited may<br />

be made solely on the basis <strong>of</strong> the number; and (b) if a Payment Order identifies any bank both by a name and an identifying number<br />

and the number identifies a person different from the bank identified by name, any bank may rely solely on the identifying number.<br />

5. Issuance <strong>of</strong> Checks/Documents. For each Payment Order accepted by the Bank, the Bank will: (a) cause a check to be printed and<br />

completed; (b) cause a laser facsimile signature authorized by the Customer to be placed on the check; (c) if agreed upon, cause other<br />

Documents to be completed; and (d) mail the check or send the check by courier along with any Document as agreed upon<br />

(collectively, “Issue”). <strong>The</strong> Customer expressly grants the Bank the authority to Issue each check and Document.<br />

6. Notice <strong>of</strong> Rejection. <strong>The</strong> Bank will promptly notify the Customer if a Payment Order is rejected by the Bank and will advise the<br />

Customer as to the reason. <strong>The</strong> notice or advice shall be deemed commercially reasonable if made available through the Service or<br />

given electronically, orally, by telephone or facsimile transmission.<br />

7. Control. <strong>The</strong> Bank is not responsible or liable for the detection <strong>of</strong> errors contained in any Payment Order as received from Customer<br />

and is entitled to rely on the information contained therein. No agreement or instruction <strong>of</strong> the Customer restricting acceptance <strong>of</strong> any<br />

Payment Order is binding on the Bank, except as set forth in these Service Terms or in a writing signed by the Customer and the Bank<br />

and the Bank has had a reasonable opportunity to act before any affected Payment Order is executed, made or transmitted by the<br />

Bank.<br />

8. Reliance Upon Instructions. <strong>The</strong> Customer is responsible for, and the Bank may rely upon, the contents <strong>of</strong> any notice or instructions<br />

that the Bank believes in good faith to be from the Customer without any independent investigation. <strong>The</strong> Bank shall have no duty to<br />

inquire into the authority <strong>of</strong> the individual giving such notice or instruction. In the event that the Bank receives conflicting notices or<br />

instructions, the Bank can act on either notice or instruction or can refuse to act. Customer shall indemnify the Bank, its <strong>of</strong>ficers and<br />

employees and hold it and them harmless for and from any and all claims, losses liabilities and expenses arising or resulting from<br />

actions taken or not taken by the Bank in conformity with the notice or instruction it receives from Customer.<br />

9. Limitation <strong>of</strong> Liability. <strong>The</strong> Bank will exercise reasonable care in the performance <strong>of</strong> the Service. <strong>The</strong> Bank shall not be liable to<br />

Customer, other than as imposed by law or by these Service Terms for failure to act in accordance with reasonable commercial<br />

standards in the banking industry. Reasonable care in providing these Check Print Services shall be measured by the relevant<br />

provisions <strong>of</strong> any service levels or business requirements and the standard <strong>of</strong> reasonableness <strong>of</strong> the procedures established for the<br />

transaction involved. Mere inadvertence or an honest mistake <strong>of</strong> judgment shall not constitute a failure to perform such obligations or a<br />

failure to exercise reasonable care and in no case will be deemed wrongful. <strong>The</strong> Bank shall not be liable for consequential, indirect or<br />

special damages even if it has been advised <strong>of</strong> the possibility <strong>of</strong> them.<br />

K. Telephone Tax Payment<br />

<strong>The</strong> Telephone Tax Payment Service is a Service whereby the Customer can direct the Bank, via touchtone telephone, pc dial-up or browserbased<br />

platform, to make tax payments via ACH from an account with the Bank that the Customer specifies. <strong>The</strong> Bank may pay taxes from the<br />

Customer’s account in accordance with any instructions issued in the Customer’s name that the Bank verifies pursuant to the security<br />

procedures specified in these Service Terms. <strong>The</strong> ACH Origination Service Terms are incorporated into these Service Terms by reference.<br />

1. Receipt <strong>of</strong> Instructions and Cancellations. <strong>The</strong> Customer may send instructions and cancellations only during service hours the<br />

Bank specifies. <strong>The</strong> Bank may change the service hours upon prior notice to the Customer. <strong>The</strong> Bank must receive instructions not<br />

later than the cut-<strong>of</strong>f time the Bank establishes. <strong>The</strong> cut-<strong>of</strong>f time will be on or before one or two banking days, depending upon the type<br />

<strong>of</strong> tax payment, prior to the banking day the appropriate taxing authority is to be paid.<br />

<strong>The</strong> Bank must receive any cancellations by the cut-<strong>of</strong>f time the Bank establishes for cancellations on the banking day prior to the<br />

scheduled posting <strong>of</strong> the debit to the Customer’s account. <strong>The</strong> Customer may only cancel a tax payment instruction before the Bank<br />

processes it. Cancellation instructions must be received through this tax payment service. If the Customer missed the cut-<strong>of</strong>f time but<br />

still wants to cancel a tax payment, the Customer must communicate the request directly to the Bank’s Customer Service area. <strong>The</strong><br />

Bank will request a return <strong>of</strong> the tax payment from the taxing authority. <strong>The</strong> taxing authority may assess a penalty for processing the<br />

return.<br />

2. Tax Payment Security Procedure. Instructions or Cancellations may be initiated only by entering, via touchtone telephone, pc dial-up<br />

or browser-based platform, a user ID, password and/or other access code that the Bank assigns to the Customer or that the Customer<br />

selects using the parameters the Bank specifies. Cancellations may also be initiated by contacting the Bank’s Customer Service area<br />

and providing the Customer’s valid user ID, password and/or other access code.<br />

3. Funding. <strong>The</strong> Customer authorizes the Bank to debit the Customer’s applicable account for the amount <strong>of</strong> each tax payment and for<br />

any applicable bank fees and charges when due. In the event the Customer does not have sufficient funds in the Customer’s<br />

applicable account to cover the amount <strong>of</strong> a tax payment, the Bank shall have no obligation to make the tax payment for the Customer<br />

but if the Bank does, the Customer agrees to reimburse the Bank immediately. Funds the Bank receives and hold pursuant to this<br />

service shall be held as a deposit liability to the Customer and not in trust for the Customer or the taxing authority.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 13 <strong>of</strong> 28


4. Limitation <strong>of</strong> Liability. If because <strong>of</strong> the Bank’s negligence or willful misconduct the Bank fails to make the Customer’s tax payment in<br />

a timely manner and that directly results in the Customer being penalized or owing interest, the Bank’s maximum aggregate liability<br />

shall be limited to the lesser <strong>of</strong> the amount <strong>of</strong> any penalty or interest actually imposed by the applicable taxing authority or the total fees<br />

the Customer paid the Bank during the prior 12 months. <strong>The</strong> Customer agrees to reasonably cooperate with the Bank in the Bank’s<br />

attempts to persuade the taxing authority to abate any penalty or interest.<br />

L. Client Access<br />

Client Access provides for electronic access to the Customer’s account information, reports and data (collectively, “Data”) and for the<br />

electronic transmission to the Bank <strong>of</strong> messages, service requests, and payment and nonpayment instructions (each an “Instruction”). <strong>The</strong><br />

Bank reserves the right to modify the applications and products (each an “Application”) available via the Service, upon notice to the Customer.<br />

1. Security Procedures:<br />

(a)<br />

A Bank issued or approved security device (a “Security Device”) is required to access the Service. <strong>The</strong> Customer shall be bound<br />

by and adhere to the security procedures for use <strong>of</strong> the Service advised to it in writing through any medium by the Bank, as may<br />

be revised from time to time upon notice to the Customer, including without limitation the procedures set forth herein. <strong>The</strong><br />

Customer shall notify the Bank immediately <strong>of</strong> loss or theft <strong>of</strong> a Security Device, any unauthorized use <strong>of</strong> a Security Device, or any<br />

other breach <strong>of</strong> security. <strong>The</strong> Bank may dishonor or disable any Security Device at any time and will inform the Customer <strong>of</strong> the<br />

same.<br />

<strong>The</strong> Customer agrees that any use <strong>of</strong> the Service with a Security Device is deemed to be carried out directly by and on behalf <strong>of</strong><br />

the Customer. <strong>The</strong> Customer agrees to safeguard all Security Devices and to instruct each Authorized User, as defined below.<br />

<strong>The</strong> Customer will be responsible for ensuring that the Security Devices are known to and used only by Authorized Users.<br />

(b)<br />

(c)<br />

<strong>The</strong> Customer shall designate security administrators who shall have equal authority in accordance with the administrative control<br />

procedure for each Application. <strong>The</strong> Customer agrees to notify the Bank <strong>of</strong> any change in security administrators in the manner<br />

and form designated by the Bank. Any such changes shall be effective at such time as the Bank has received such notice and<br />

has had a reasonable opportunity to act upon it.<br />

<strong>The</strong> security administrators shall be responsible for (i) designating individuals as users (“Authorized Users”); (ii) identifying the<br />

functions <strong>of</strong> the Service that each user may access; (iii) requesting, creating, controlling, disseminating, and/or canceling user<br />

entitlements; (iv) receiving and distributing materials, notices, documents and correspondence relating to the security procedures;<br />

and (v) advising each user <strong>of</strong> his/her obligations hereunder or under any <strong>of</strong> the applicable Account Documentation. <strong>The</strong> security<br />

administrators shall provide to the Bank, upon the Bank’s request, a list <strong>of</strong> Authorized Users. In the absence <strong>of</strong> a valid designation<br />

<strong>of</strong> a security administrator at any time, the Bank may deliver Security Devices and materials to any person authorized to act on<br />

behalf <strong>of</strong> the Customer with respect to the accounts.<br />

2. Open Network Access; Equipment. <strong>The</strong> Customer acknowledges that there are certain security, corruption, transmission error and<br />

access availability risks associated with using open networks such as the Internet, and the Customer assumes all such risks. <strong>The</strong><br />

Customer shall make an independent assessment <strong>of</strong> the adequacy <strong>of</strong> the Internet and the Bank’s security procedures. <strong>The</strong> Customer<br />

further acknowledges that the selection and use by it <strong>of</strong> any third party security and communications s<strong>of</strong>tware and third party service<br />

providers is the sole responsibility <strong>of</strong> the Customer, and the Bank disclaims all risks related thereto, notwithstanding that the Bank may<br />

recommend certain security and/or communications s<strong>of</strong>tware and services. <strong>The</strong> Customer agrees to, at its sole expense, procure and<br />

maintain all hardware, browsers, s<strong>of</strong>tware and telecommunications equipment necessary to access the Service in accordance with the<br />

Bank’s recommended system configuration.<br />

3. Instructions; Data:<br />

(a)<br />

(b)<br />

(c)<br />

<strong>The</strong> Customer shall be solely responsible for the genuineness and accuracy, both as to content and form, <strong>of</strong> all Instructions<br />

properly received by the Bank.<br />

<strong>The</strong> Customer acknowledges that Data may not have been reviewed by the Bank, may be inaccurate, and may be periodically<br />

updated and adjusted. <strong>The</strong> Bank is not obligated to assure the accuracy <strong>of</strong> Data and will not be liable for any loss or damage<br />

arising out <strong>of</strong> the inaccuracy <strong>of</strong> Data. Further, the Bank shall have no liability for the receipt or viewing by any party <strong>of</strong> Data sent to<br />

the destinations designated by the Customer, including but not limited to email addresses, fax and telephone number(s).<br />

<strong>The</strong> Customer acknowledges that the Secure eMail Application is not intended for the transmission <strong>of</strong> Instructions to transfer cash,<br />

securities or other assets. <strong>The</strong> Customer shall not transmit, and the Bank shall have no obligation to act upon, any such<br />

Instructions transmitted through Secure eMail.<br />

4. Customer Warranties. <strong>The</strong> Customer represents and warrants to the Bank that: (i) prior to submitting any document which designates<br />

Authorized Users, the Customer shall obtain from each individual referred to in such document all necessary consents to enable the<br />

Bank to process the data set out therein for the purposes <strong>of</strong> providing the Service; (ii) the Customer has accurately designated in<br />

writing the geographic location <strong>of</strong> its Authorized Users and shall provide all updates to such information; and (iii) the Customer shall not<br />

access the Service from any jurisdiction which the Bank informs the Customer or where the Customer has knowledge that the Service<br />

is not authorized. <strong>The</strong> Customer hereby represents and warrants to the Bank that these Terms constitute its legal and binding<br />

obligations enforceable in accordance with its terms.<br />

Jurisdiction Specific Provisions Exhibit to Client Access Service Terms<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 14 <strong>of</strong> 28


<strong>The</strong> additional jurisdiction specific provisions set forth below are applicable to the Customer based on the domicile <strong>of</strong> the Customer. Where<br />

any local laws or regulations <strong>of</strong> any jurisdiction apply as a result <strong>of</strong> the Customer’s users accessing the Service from such jurisdiction or as a<br />

result <strong>of</strong> the location <strong>of</strong> such accounts in such jurisdiction, the jurisdictional specific provisions <strong>of</strong> that jurisdiction shall apply to the use <strong>of</strong> the<br />

Service by such users.<br />

A. Australia & New Zealand – See further Paragraph L and P herein.<br />

<strong>The</strong> Bank’s liability to Customer for loss or damage <strong>of</strong> any kind in contract, tort (including negligence), under any statute or otherwise<br />

arising from or relating in any way to this Customer and/or its subject matter, is reduced to the extent that Customer caused and/or<br />

contributed to the loss or damage.<br />

Fees:<br />

To the extent that any supply made by the Bank under these Service Terms is a taxable supply for the purposes <strong>of</strong> the Australian Goods<br />

and Services Tax, or that goods and services tax under the New Zealand Goods and Services Tax Act 1985 is payable in respect <strong>of</strong> any<br />

supply under this License Agreement, (“GST”), the fees payable in respect <strong>of</strong> that taxable supply (“original amount”) will be increased by<br />

the amount <strong>of</strong> GST payable in respect <strong>of</strong> that taxable supply. Customer must pay the increased amount at the same time and in the<br />

same manner as the original amount.<br />

Consumer Warranties:<br />

1. Australia<br />

<strong>The</strong> following provision applies if, despite the terms <strong>of</strong> these Service Terms and the Account Documentation as applicable to the<br />

services provided under these Service Terms, the proper law <strong>of</strong> this Agreement is the law in force in an Australian jurisdiction:<br />

<strong>The</strong> Warranty and Limitation <strong>of</strong> Liability provisions <strong>of</strong> these Service Terms and the Account Documentation as applicable to the<br />

services provided under these Service Terms are subject to the following and only apply to the extent permitted by law:<br />

“Notwithstanding anything in this Agreement, consumers may have the benefit <strong>of</strong> certain rights and remedies pursuant to the Trade<br />

Practices Act 1974 (Cth) and similar state laws in Australia in respect <strong>of</strong> which liability may not be excluded. If so, then to the<br />

maximum extent permitted by law, such liability is limited, at the Bank’s option, in the case <strong>of</strong> goods to either (a) replacement <strong>of</strong> the<br />

goods; or (b) correction <strong>of</strong> defects in the goods; and in the case <strong>of</strong> services to either (a) re-supply <strong>of</strong> the services; or (b) the cost <strong>of</strong><br />

re-supply <strong>of</strong> the services.”<br />

2. New Zealand<br />

If the Customer is acquiring s<strong>of</strong>tware in New Zealand, the Customer confirms it is acquiring the s<strong>of</strong>tware for the purposes <strong>of</strong> a<br />

business (as that term is defined in the Consumer Guarantees Act 1993), and that the Consumer Guarantees Act does not apply to<br />

the s<strong>of</strong>tware.<br />

Miscellaneous. <strong>The</strong> following provision shall apply if, despite the terms <strong>of</strong> these Service Terms and the Account Documentation as<br />

applicable to the services provided under these Service Terms, the proper law <strong>of</strong> these Service Terms is the law in force in the New<br />

Zealand jurisdiction:<br />

<strong>The</strong> Limitation <strong>of</strong> Liability and Warranty provisions <strong>of</strong> these Service Terms and the Account Documentation as applicable to the<br />

services provided under these Service Terms are subject to the following and only apply to the extent permitted by law:<br />

Notwithstanding anything in these Service Terms and the Account Documentation as applicable to the services provided under<br />

these Service Terms, a customer may have the benefit <strong>of</strong> certain rights and remedies pursuant to the Consumer Guarantees Act<br />

1993 in respect <strong>of</strong> which liability may not be excluded. If so, then to the maximum extent permitted by law, such liability is limited, at<br />

the Bank’s option to (a) re-supply <strong>of</strong> the Service; or (b) the cost <strong>of</strong> re-supply <strong>of</strong> the Service.<br />

B. Cambodia – See further Paragraphs L, M and P herein.<br />

C. Peoples Republic <strong>of</strong> China – See further Paragraphs L, M and P herein.<br />

<strong>The</strong> Customer undertakes to be bound by the Service Terms, the terms <strong>of</strong> which have been read and accepted by the Customer. IN<br />

PARTICULAR, THE CUSTOMER HAS READ, UNDERSTOOD, AND AGREED TO SECTION 4 (INSTRUCTIONS; DATA), THE SECOND<br />

PARAGRAPH UNDER SECTION C AND SECTION P OF THE JURISDICTION SPECIFIC PROVISIONS EXHIBIT OF THE SERVICE TERMS.<br />

<strong>The</strong> Customer agrees that: (i) the Bank shall be liable only for direct damages which are the result <strong>of</strong> its failure to exercise ordinary care<br />

or its willful misconduct; and to the maximum extent permitted by law, (ii) the Bank shall not be liable for incidental, indirect, special, or<br />

consequential damages, regardless <strong>of</strong> the form <strong>of</strong> action and even if the Bank has been advised <strong>of</strong> the possibility <strong>of</strong> such damages.<br />

Nothing in these general terms shall limit any party’s liability for fraud.<br />

Notwithstanding any other provision to the contrary, where an overdraft condition may exist, to the extent permitted by law (including the<br />

law where the Customer is incorporated), the Bank may debit the Customer Account even though the debit may bring about or increase<br />

an overdraft. If any debit to the Customer Account brings about or increases an overdraft, such overdraft shall be immediately due and<br />

payable, to the extent permitted by law (including the law where the Customer is incorporated), without further notice or demand.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 15 <strong>of</strong> 28


<strong>The</strong> Customer represents that prior to submitting any document which designates the persons authorized to act on the Customer's<br />

behalf, including, but not limited to a security administrator designation form, Customer shall obtain from each individual referred to in<br />

such document all necessary consents to enable the Bank to process the data set out therein for the purposes <strong>of</strong> providing the Service.<br />

Laws, Rules, Regulations and Practices: <strong>The</strong> Customer agrees to and shall always abide by and comply with all laws, rules and<br />

regulations (whether or not having the force <strong>of</strong> law including without limitation rules from time to time made by the People’s Bank <strong>of</strong> China<br />

and all determinations made thereunder) from time to time applying or relating to any or all <strong>of</strong> the Accounts and/or deposits the Customer<br />

may place with or through the Bank. <strong>The</strong> Bank has the right, without prior notice to the Customer (or upon notice if a prior notice is<br />

required by law), to do such acts, deeds and things and adopt such practices as the Bank may in its absolute discretion consider<br />

necessary or appropriate to ensure due compliance with or implementation <strong>of</strong> any or all <strong>of</strong> such laws, rules and regulations,<br />

notwithstanding any contrary provisions <strong>of</strong> the Account Terms and the Account Application forms. <strong>The</strong> Customer further agrees to abide<br />

by and comply with such practices(s) as the Bank may from time to time in its absolute discretion adopt in connection with such<br />

compliance or implementation.<br />

<strong>The</strong>se Service Terms shall be governed by and construed in accordance with the laws <strong>of</strong> the Peoples Republic <strong>of</strong> China.<br />

Any dispute arising from or in connection with these Service Terms, including any question regarding its existence, validity, breach or<br />

termination, between the parties, shall be submitted to the China International Economic and Trade Arbitration Commission (“CIETAC”)<br />

in Beijing, for arbitration which shall be conducted in accordance with its arbitration rules in effect at the time <strong>of</strong> applying for arbitration.<br />

<strong>The</strong> language <strong>of</strong> the arbitration shall be in English. <strong>The</strong> tribunal shall consist <strong>of</strong> three arbitrators who must be able to conduct the<br />

arbitration in English. <strong>The</strong> parties hereby agree to the appointment <strong>of</strong> arbitrators who may not be on CIETAC’s Panel <strong>of</strong> Arbitrators nor on<br />

any un<strong>of</strong>ficial panel <strong>of</strong> arbitrators. <strong>The</strong> party initiating arbitration shall appoint one arbitrator and the party responding to the notice <strong>of</strong><br />

arbitration shall appoint the other arbitrator. <strong>The</strong> third arbitrator (the “Presiding Arbitrator”) shall not be a national <strong>of</strong> the PRC and shall<br />

be selected by agreement between the parties or, failing agreement within 20 Business Days after the date <strong>of</strong> appointment <strong>of</strong> the second<br />

<strong>of</strong> the two arbitrators appointed by the respective party, by the chairman <strong>of</strong> CIETAC. Any arbitral award a) shall be made in English and<br />

Chinese; b) shall be final and binding on both parties; and c) may be enforced in accordance with the provisions <strong>of</strong> the award.<br />

D. Hong Kong – See further Paragraph L and P herein.<br />

Nothing in these Service Terms shall limit any party’s liability for death or personal injury caused by negligence <strong>of</strong> that party or its<br />

employees or for fraud. Any contractual limitation <strong>of</strong> liability shall be modified so that such provision shall be applicable to the services<br />

provided hereunder to the maximum extent permitted by law.<br />

<strong>The</strong> Customer represents that prior to submitting any document which designates the persons authorized to act on the Customer's<br />

behalf, including, but not limited to a security administrator designation form, Customer shall obtain from each individual referred to in<br />

such document all necessary consents to enable the Bank to process the data set out therein for the purposes <strong>of</strong> providing the Service.<br />

E. India – See further Paragraphs L, M and P herein.<br />

F. Indonesia – See further Paragraphs L, N and P herein.<br />

<strong>The</strong> Bank and the Customer agree that, for the effectiveness <strong>of</strong> any termination <strong>of</strong> these Service Terms or the Services provided<br />

hereunder, they hereby waive any provisions, procedures and operation <strong>of</strong> any applicable law to the extent a court order is required for<br />

the termination <strong>of</strong> these Service Terms and the Account Documentation as applicable to the services provided under these Service<br />

Terms.<br />

To the maximum extent permitted by law, the Bank may, at its sole discretion, make recordings and retain such recordings <strong>of</strong> telephone<br />

conversations and data transmissions between the Customer and the Bank.<br />

G. Malaysia –<br />

(i)<br />

<strong>The</strong> following terms shall apply in relation to the Service where it is provided in relation to accounts in Malaysia and/or where the<br />

Service is provided in Malaysia:<br />

(a)<br />

(b)<br />

(c)<br />

Paragraph L and P shall apply.<br />

Any references in the Service Terms to the term “Bank,” shall mean J.P. Morgan Chase Bank Berhad.<br />

<strong>The</strong> Bank shall give prior notice to the Customer <strong>of</strong> any change to these terms.<br />

(d) <strong>The</strong> Customer acknowledges that it may, through its security administrators, create maximum limits (at a user entitlement level)<br />

in relation to funds transfers that may be conducted using the Service, to limit the Customer's risks. Notwithstanding anything<br />

to the contrary in these terms, the Customer shall not be liable for any loss which is not attributable to or contributed to by the<br />

Customer.<br />

(e) <strong>The</strong> Service Terms shall be governed by and construed in accordance with the laws <strong>of</strong> Malaysia (without reference to the<br />

conflict <strong>of</strong> laws rules there<strong>of</strong>).<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 16 <strong>of</strong> 28


(ii)<br />

If the Service is to be accessed by a Customer (1) who is domiciled or incorporated in Malaysia, or (2) in Malaysia, that Customer<br />

undertakes not to access or utilize or attempt to access or utilize the Service provided by J.P. Morgan Chase Bank Berhad through<br />

any JPMorgan website other than http://www.jpmorganaccess.com.my.<br />

H. Philippines – See further Paragraph L and P herein.<br />

Subject to giving reasonable notice in writing the Bank, may amend the Account Documentation. <strong>The</strong> Customer will be deemed to have<br />

agreed to any such amendment, if the Customer fails to object thereto within five (5) days from receipt <strong>of</strong> such notice.<br />

I. Singapore – See further Paragraph L and P herein.<br />

Nothing in these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms shall<br />

limit any party’s liability for death or personal injury caused by negligence <strong>of</strong> that party or its employees or for fraud. For the avoidance <strong>of</strong><br />

doubt, to the maximum extent permitted by law, the Customer hereby expressly agrees that nothing done or omitted to be done by the<br />

Bank pursuant to this agreement shall amount to a breach <strong>of</strong> the Bank’s obligations under the bank secrecy laws <strong>of</strong> any jurisdiction.<br />

<strong>The</strong> provisions in Paragraph L, as applicable to Singapore, shall be without prejudice and in addition to any other right <strong>of</strong> the Bank to<br />

disclose any information on the Customer under any applicable law.<br />

J. Republic <strong>of</strong> China (Taiwan) – See further Paragraphs L, N and P herein.<br />

<strong>The</strong> Customer hereby acknowledges that the Account Documentation and other related documents have been delivered to the Customer<br />

for review for a period <strong>of</strong> at least five (5) days before the execution. <strong>The</strong> Customer executes and delivers the Account Application after<br />

fully understanding the content <strong>of</strong> the above documents and hereby agrees to comply with the terms and conditions contained therein.<br />

K. Thailand – See further Paragraphs L, M and P herein.<br />

Nothing in <strong>of</strong> these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms<br />

shall limit any party’s liability for gross negligence <strong>of</strong> that party or its employees or for fraud.<br />

L. <strong>The</strong> following provisions are applicable to Customers (or, where applicable, Authorized Users) located in the following jurisdictions:<br />

Australia, Cambodia, Peoples Republic <strong>of</strong> China, Hong Kong, India, Indonesia, Japan, Korea, Malaysia, Pakistan, Philippines, Singapore,<br />

Sri Lanka, Republic <strong>of</strong> China, Thailand and Vietnam.<br />

<strong>The</strong> Customer hereby consents to the disclosure <strong>of</strong> any information relating to the Customer to (i) any bank examiner(s), governmental<br />

authority, the Bank's head-<strong>of</strong>fice and other branch <strong>of</strong>fices, its affiliates and associates, assignees or prospective assignees, (ii) the Bank's<br />

auditors, counsel and other pr<strong>of</strong>essional advisers and (iii) any other Bank’s sub-contractors or agents , in each case whether in India or<br />

elsewhere, as the Bank may, in good faith, consider necessary or desirable including, without limitation:<br />

1. for the collation, synthesis, processing and management <strong>of</strong> data and the storing <strong>of</strong> data relating to any Accounts held or transactions<br />

undertaken by the Customer;<br />

2. the reporting <strong>of</strong> transaction details and other customer-related information for global risk management, MIS and regulatory reporting<br />

and monitoring;<br />

3. the monitoring <strong>of</strong> the Bank's global credit exposure to its clients and others;<br />

4. for effecting any instruction by the Customer or any transaction for the benefit <strong>of</strong> the Customer, or effecting any disclosure that may<br />

be required <strong>of</strong> the Bank by any such party;<br />

5. enhanced operational, technology, finance and other support function efficiencies, or<br />

6. as may be required by law, regulations or legal process, provided that the Bank shall take such measures as it considers reasonable<br />

to preserve the confidentiality <strong>of</strong> such information or documents. <strong>The</strong> Bank shall at all times maintain in confidence all confidential<br />

information and documents relating to the Customer that are in the Bank's possession subject to the Bank's right to disclose such<br />

information and documents or requirements under the applicable law.<br />

M. <strong>The</strong> following provisions are applicable to Customers (or, where applicable, Authorized Users) located in the following jurisdictions:<br />

Cambodia, India and Thailand.<br />

Any dispute arising out <strong>of</strong> or in connection with the services provided pursuant to these Service Terms, including any question regarding<br />

its existence, validity or termination, shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration<br />

Rules <strong>of</strong> the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by<br />

reference in this clause. <strong>The</strong> International Arbitration Act (Cap 143A) shall apply. <strong>The</strong> tribunal shall consist <strong>of</strong> a single arbitrator to be<br />

appointed by the Chairman <strong>of</strong> the Singapore International Arbitration Centre. <strong>The</strong> arbitral proceedings shall be conducted in the English<br />

language and any award or awards shall be rendered in English. <strong>The</strong> award <strong>of</strong> the arbitrator shall be final and conclusive and binding<br />

upon the parties, and the parties shall be entitled (but not obliged) to have judgment.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 17 <strong>of</strong> 28


<strong>The</strong> arbitrator shall in all instances be required to apply the substantive law <strong>of</strong> the State <strong>of</strong> Ohio, United States <strong>of</strong> America (without<br />

reference to the conflict <strong>of</strong> laws rules there<strong>of</strong>) and to enforce and apply the terms <strong>of</strong> these Service Terms and the Account<br />

Documentation as applicable to the services provided under these Service Terms. Under no circumstances shall the arbitrator be<br />

permitted to award: (i) punitive damages; or (ii) damages <strong>of</strong> any nature in excess <strong>of</strong> the amount claimed. In addition, all statutes <strong>of</strong><br />

limitation that would be applicable in any court proceeding involving the same subject matter shall apply in any arbitration proceeding<br />

brought hereunder. Nothing in this clause shall be deemed to exclude the right <strong>of</strong> either party to apply for interim injunctive relief from the<br />

State or Federal courts <strong>of</strong> the State <strong>of</strong> New York, United States <strong>of</strong> America, provided that any court proceedings shall be restricted to<br />

such purposes only, unless the parties agree otherwise.<br />

Notwithstanding the above, any disputes related solely to a Customer Account opened and maintained in a state or jurisdiction other than<br />

New York shall be governed by the laws <strong>of</strong> that state or jurisdiction (without reference to the conflicts <strong>of</strong> law rules there<strong>of</strong>).<br />

N. <strong>The</strong> following provisions are applicable to Customers (or, where applicable, Authorized Users) located in the following jurisdictions:<br />

Indonesia and Republic <strong>of</strong> China (Taiwan).<br />

Notwithstanding anything to the contrary contained in these Service Terms and the Account Documentation as applicable to the services<br />

provided under these Service Terms, the Bank shall have the right to proceed against the Customer in any other competent court in any<br />

other jurisdiction where the Customer’s assets are situated from time to time and the Customer agrees to submit to the jurisdiction <strong>of</strong> any<br />

court so chosen by the Bank. <strong>The</strong> Customer further agrees to waive any objections on the ground <strong>of</strong> venue or forum non coveniens or<br />

any similar ground. <strong>The</strong> taking <strong>of</strong> proceedings in any jurisdiction shall not preclude the taking <strong>of</strong> proceedings in any other jurisdiction<br />

whether concurrently or not. <strong>The</strong> Customer irrevocably and unconditionally waives any objection it may now or subsequently have to the<br />

choice <strong>of</strong> venue <strong>of</strong> any legal action arising out <strong>of</strong> or relating to these Service Terms and the Account Documentation as applicable to the<br />

services provided under these Service Terms. <strong>The</strong> Customer also agrees that a final judgment against it in any such legal action shall be<br />

final and conclusive.<br />

O. European Union<br />

<strong>The</strong> Customer acknowledges that it is not a "consumer" for the purpose <strong>of</strong> the European Union’s Electronic Commerce Directive ("ECD")<br />

(i.e. that it is not an individual) and agrees that the Bank shall not be required to make any disclosures or do any other thing which a nonconsumer<br />

may agree not to require under the UK rules and legislation implementing the ECD. For further information on the Bank, please<br />

see "Notice regarding EU e-commerce information" in the Terms & Conditions on http://www.jpmorgan.com.<br />

1. <strong>The</strong> Bank will collect information about the Customer and the Customer’s employees and agents (such as, without limitation,<br />

authorized signatory details) which may constitute personal data for the purposes <strong>of</strong> the Data Protection Act 1998 (the “Act”) and<br />

other relevant data protection legislation. Such personal data may be collected by or on behalf <strong>of</strong> the Bank in a number <strong>of</strong> ways (the<br />

“Collection Methods”), including via documentation relating to the provision to or use by the Customer <strong>of</strong> electronic banking services,<br />

or via the Customer’s use <strong>of</strong> such electronic banking services, and via other correspondence or communications between the<br />

Customer and the Bank.<br />

2. <strong>The</strong> Bank will use personal data collected by it or on its behalf via the Collection Methods for the following purposes (the<br />

“Purposes”), namely for the purpose <strong>of</strong> providing the services to the Customer in accordance with these Terms and the Product<br />

Terms, for the Bank’s internal administrative purposes, for contacting the Customer about products and services which the Bank or<br />

other members <strong>of</strong> the Bank’s group <strong>of</strong>fer which the Bank believes may be <strong>of</strong> interest to the Customer, and as may be otherwise<br />

required by law or applicable regulatory or governmental authorities, and such purposes may include transfer <strong>of</strong> such personal data<br />

outside <strong>of</strong> the European Economic Area to the Bank’s subsidiaries or other connected companies or to other organizations as may<br />

be required by law or other applicable regulatory or governmental authorities.<br />

3. <strong>The</strong> Customer shall ensure that any disclosure <strong>of</strong> personal data made by it or by its employees or agents via the Collection Methods<br />

which relate to the Customer’s employees or agents is only made following notification by the Customer to data subjects <strong>of</strong> the<br />

Purposes for which their personal data may be processed by or on behalf <strong>of</strong> the Bank, and is otherwise fair and lawful.<br />

P. As part <strong>of</strong> the Service, the Bank may (at its sole discretion, and subject to the Customer agreeing to any additional terms) make available<br />

an Application which allows the Customer to access information, issue Instructions and/or service requests in relation to and/or for the<br />

commencement <strong>of</strong> certain products which may include, without limitation, time deposits, call deposits, cash sweeping services, entrust<br />

loans, as applicable. Where the Service is used for the above purpose, the Customer agrees that all actions conducted, and Instructions<br />

and service requests issued shall bind the Customer and, where applicable, be subject to review and acceptance by the Bank. <strong>The</strong> Bank<br />

shall be under no duty to verify any Instructions, service requests or actions <strong>of</strong> the Customer. Where applicable, the Bank may confirm<br />

its acceptance <strong>of</strong> any service requests/Instructions through the applicable Application or through any other means acceptable to the Bank<br />

Part II: Additional Service Terms – Consolidated Service Terms Booklet<br />

A. Multicurrency Deposits & Collections<br />

<strong>The</strong> Bank will provide Multicurrency Deposit and Check Collection Services to the Customer which will enable the Customer to accept checks<br />

drawn in a wide variety <strong>of</strong> currencies from its own deposit customers, sending such checks to a single location and receiving ledger credit or<br />

final payment to the Customer’s USD account at the Bank in a cost efficient manner, eliminating the need for the Customer to hold<br />

correspondent accounts with a multitude <strong>of</strong> banks in a multitude <strong>of</strong> locations. <strong>The</strong> Bank can handle a number <strong>of</strong> currencies on a deposit basis<br />

(see appendix A) and other currencies will be accepted but will be processed on a collection basis with the paying banks.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 18 <strong>of</strong> 28


A. Checks Processed on a Multicurrency Cash Letter Basis<br />

(1) Deposits will be posted with ledger credit (uncollected funds) on the processing date with forward value applied. <strong>The</strong> Bank’s cut<strong>of</strong>f<br />

time for same day processing is 2:00pm CST. Processing <strong>of</strong> checks through this Service is subject to the Bank’s credit risk<br />

review. Checks received through this Service that are ineligible for cash letter processing will be handled on a collection basis.<br />

Any returned checks will be debited to Customer’s account using the FX rate applied by the paying bank on the date <strong>of</strong> return.<br />

(2) <strong>The</strong> information reporting on checks processed through the Multicurrency Cash Letter services will appear as available on D+3<br />

and will continue to roll for one day until collected and is limited to the country <strong>of</strong> origin as listed in Appendix A.<br />

(3) Bank will process checks under the Multicurrency Cash Letter services by following the Bank’s own internal policies as to the<br />

method <strong>of</strong> collection.<br />

B. Checks Processed on a Collection Basis<br />

(1) A check will be processed on a Collection Basis if:<br />

<br />

<br />

<br />

<br />

requested by the Customer<br />

denominated in a non-standard currency (not one <strong>of</strong> the listed currencies handled on a cash letter basis)<br />

the check is a "third country cheque” (denominated in a currency other than the national currency <strong>of</strong> the country where the<br />

drawee bank is located) or<br />

the check is ineligible for cash letter processing for credit risk issues<br />

(2) Checks under certain threshold amounts as determined in the Bank’s sole discretion will not be processed by the Bank as the<br />

total charges for such processing may exceed the value <strong>of</strong> the check or paying banks may not accept such checks on a collection<br />

basis. For checks that the Bank does process on a Collection Basis, the proceeds will be credited to the Customer’s account in<br />

US currency within two banking days from receipt <strong>of</strong> good funds from the paying bank. Checks will be sent to the paying banks in<br />

accordance with the Bank’s own internal policies. If payment is not received from the paying bank, the Bank will send the first<br />

tracer after three weeks and subsequent tracers may be sent at two week intervals. Collection cases will typically be closed after<br />

two months and the Customer will be advised <strong>of</strong> the closure in writing. Once funds are credited to Customer’s account, such<br />

credit will not be reversed except in situations where a claim is made due to fraud or that the check was not authorized.<br />

C. Miscellaneous<br />

(1) Customer agrees that any losses resulting from rate fluctuations associated with adjustments or exception processing will be<br />

absorbed by the Customer. <strong>The</strong> mailing address for this Service is: JPMorgan Chase, Collection Department, 1111 Fannin St.,<br />

Houston, TX 77002.<br />

(2) <strong>The</strong> availability policy and availability schedules may be changed without notice.<br />

(3) <strong>The</strong> provisions <strong>of</strong> the Bank’s account documentation, including account terms and conditions governing the operation <strong>of</strong> business accounts and services<br />

(“Account Documentation”) are incorporated into these Service Terms by reference. By signing the applicable Account Documentation or by using or<br />

continuing to use the Service, Customer agrees to these Service Terms.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 19 <strong>of</strong> 28


Appendix A:<br />

Cash Letter Currencies<br />

AUD<br />

CAD<br />

CHF<br />

DKK<br />

EUR<br />

GBP<br />

HKD<br />

NOK<br />

NZD<br />

SEK<br />

SGD<br />

Dollar<br />

Canadian<br />

Franc<br />

Krone<br />

Euro<br />

Pound<br />

Dollar<br />

Krone<br />

Dollar<br />

Krona<br />

Dollar<br />

B. International Cash Letter<br />

International Cash Letter is a Service wherein the Bank provides the Customer with U.S. dollar check deposit, processing and clearing<br />

services (the “Service”). <strong>The</strong> Service shall also be subject to the operating procedures contained in the Bank’s International Deposits<br />

Packaging Procedures<br />

1. Eligible Items: <strong>The</strong> following items are the only items eligible for transport via the Service (“Eligible Items”):<br />

Cash Letter: Checks and drafts drawn in U.S. dollars on, or payable through, banks located in the United States (including<br />

Puerto Rico, Guam and the U.S. Virgin Islands), endorsed for deposit to the Customer’s account at the Bank. Such items shall<br />

not be considered deposited to the Customer’s account until received and processed by the Bank’s United State’s location<br />

responsible for processing deposits to the Customer’s account.<br />

Check Collection: Checks and drafts submitted for clean collection and endorsed for deposit to the Customer’s account<br />

received at the Bank’s United State’s location for check collection services.<br />

Should the Customer include for carriage any documents or items that are not Eligible Items, the Customer agrees that the Bank has no<br />

responsibility or obligation with regard to such non-Eligible Items and agrees to hold the Bank harmless from and against all claims or liabilities<br />

relating in any way to such non-Eligible Items.<br />

2. Pick-Up Times: If the parties otherwise agree, the Bank may arrange with a designated courier to pick up Eligible Items from the<br />

Customer’s specified location at specific hours and deliver such Eligible Items to a Bank location for processing, and credit to specified<br />

the Customer account(s) on an agreed schedule.<br />

3. Appointment <strong>of</strong> Agent: If the parties otherwise agree, a designated courier may be selected by the Bank acting as the Customer’s<br />

agent with regard to such courier, the Customer acknowledges and agrees that the Customer has the authority to and does authorize<br />

the Bank to select and appoint this courier in such capacity to carry Eligible Items in accordance with these Service Terms. <strong>The</strong> Bank<br />

will notify the Customer promptly <strong>of</strong> any subsequent replacement <strong>of</strong> the courier.<br />

4. Delivery <strong>of</strong> Checks: <strong>The</strong> Customer will either deliver Eligible Items to the Bank at the designated locations using the Customer’s own<br />

courier or deliver Eligible Items to the Bank via the designated courier at such address as the Bank advises Customer from time to<br />

time.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 20 <strong>of</strong> 28


5. Processing the Customer’s Cash Letter: <strong>The</strong> Bank will receive and process the Customer’s Eligible Items in accordance with the<br />

normal U.S. Bank Check Clearing Guidelines. Processing at a foreign branch location may include receipt <strong>of</strong> the original checks,<br />

scanning and electronic transmission <strong>of</strong> the check information and check images to the Bank’s processing location in the United States<br />

as well as the retention and destruction <strong>of</strong> the original checks.<br />

6. Return Items: <strong>The</strong> Bank will notify the Customer promptly <strong>of</strong> all Return Items for Eligible Items received and processed under this<br />

Service. <strong>The</strong> Bank will advise the Customer’s designated <strong>of</strong>fice via S.W.I.F.T. or other agreed upon method <strong>of</strong> all Eligible Items <strong>of</strong><br />

$2,500 and over. Return Items <strong>of</strong> less than $2,500 will be advised to the Customer via mail. If the Customer desires, the Bank will<br />

advise the Customer <strong>of</strong> all Return Items regardless <strong>of</strong> the amount <strong>of</strong> the Eligible Item. All Return Items will be delivered to the<br />

Customer’s designated location and may include substitute checks or imaged copies and not the original checks.<br />

7. Lost Items: <strong>The</strong> Customer agrees to maintain copies <strong>of</strong> both sides <strong>of</strong> all items sent to the Bank under this Service and agrees to<br />

furnish the Bank with such copies upon request. In the absence <strong>of</strong> such copies, Customer agrees to maintain detailed records <strong>of</strong> such<br />

items and to provide them to the Bank upon request. If Customer is unable for any reason to provide such copies or records, the Bank<br />

will be unable to facilitate reconstruction or collection in cases <strong>of</strong> lost or stolen items and the Customer agrees that the Bank will have<br />

no liability or responsibility in such situations with regard to such items.<br />

8. Insurance: If the Bank acts as agent for the Customer with regard to retaining the designated courier as stated in paragraph 3 above,<br />

the Bank will obtain from the designated courier limited insurance coverage to reimburse costs <strong>of</strong> reconstructing a lost cash letter (up to<br />

US$ 2,500) and consequential interest expenses (up to US$ 100,000) on the Customer’s behalf. In the event <strong>of</strong> loss <strong>of</strong> a cash letter by<br />

the designated courier, the Customer will receive this insurance for so long as such insurance is in place. <strong>The</strong> Bank does not assure<br />

that (1) it will continue to maintain such coverage during the entire term <strong>of</strong> this Service or for any specified period, (2) it will purchase<br />

insurance at any other rate than currently <strong>of</strong>fered or (3) that the designated courier remains the provider <strong>of</strong> courier services to the<br />

Customer hereunder.<br />

9. Limitation <strong>of</strong> Liability: Unless resulting directly from the Bank’s failure to exercise ordinary care or lack <strong>of</strong> good faith, the Bank nor its<br />

branches, subsidiaries or affiliates will be liable to the Customer for loss, destruction, damage, misdelivery, theft, unexplained<br />

disappearance, confiscation or seizure by governmental or quasi-governmental authorities, or for delay in transmittal <strong>of</strong> any item,<br />

transmitted by, or for any matter in connection with the Service even though consolidation <strong>of</strong> the Customer’s sending may have been<br />

accomplished within a Bank controlled location. <strong>The</strong> Customer acknowledges that the courier may employ subagents in connection<br />

with the courier service, and that neither the courier nor its subagents will be liable for confiscation or seizure by governmental or quasigovernmental<br />

authorities, or for delay in transmittal <strong>of</strong> any item delivered to them unless directly resulting from courier’s or its<br />

subagent’s negligence or lack <strong>of</strong> good faith.<br />

10. Representations and Warrants: <strong>The</strong> Customer represents and warrants to the Bank, its foreign branches, subsidiaries and affiliates<br />

that:<br />

(a)<br />

(b)<br />

(c)<br />

In connection with each item delivered to the courier, that transmittal by courier <strong>of</strong> such items has been expressly authorized by<br />

the owner <strong>of</strong> the item, and the Customer agrees to indemnify and hold the Bank harmless against any losses, liabilities, claims,<br />

damages or expenses <strong>of</strong> whatsoever kind, including reasonable attorney’s fees, resulting from unauthorized transmittal.<br />

<strong>The</strong> Customer will not use the courier service for any purpose prohibited by foreign exchange regulations, postal regulations, or<br />

any other treaty, statute, regulation or authority and will not send via the courier service any non-Eligible Item or freely negotiable<br />

item via this Service.<br />

<strong>The</strong> Customer has established an anti-money laundering program in compliance with anti-money laundering laws and regulations<br />

applicable to it and such anti-money laundering program includes policies, procedures and controls designed to detect and<br />

prevent money laundering that the Customer believes effectively prevents the use <strong>of</strong> the Customer’s operations, personnel or<br />

facilities for money laundering purposes.<br />

11. Amendments: <strong>The</strong>se Service Terms and any processing and packaging instructions may be amended by the Bank at any time upon<br />

15 days’ prior notice to the Customer. <strong>The</strong> Bank will provide prompt notice <strong>of</strong> any amendment.<br />

12. Termination/Suspension: <strong>The</strong> Customer may terminate the Service at any time upon written notice to the Bank. <strong>The</strong> Service Terms<br />

will continue to apply to all items processed under this Service. If the Bank decides to terminate this Service, the Bank will send the<br />

Customer notice thirty (30) days’ prior to the discontinuance <strong>of</strong> the Service. <strong>The</strong> Bank agrees to notify the courier if the courier was<br />

arranged by the Bank <strong>of</strong> such termination. Notwithstanding the foregoing, the Bank may immediately suspend the Service for so long<br />

as required to arrange substitute courier services, if necessary or if the Service under existing terms becomes at any time contrary to<br />

applicable law, regulations or order in any jurisdiction where the Bank is required to act. <strong>The</strong> Bank will give prompt notice <strong>of</strong> any<br />

suspension.<br />

13. Choice <strong>of</strong> Law: Jurisdiction: <strong>The</strong>se Service Terms will be governed and construed in accordance with the laws <strong>of</strong> the State <strong>of</strong> New<br />

York, without regard to its conflicts <strong>of</strong> laws provisions. Both the Customer and the Bank irrevocably consent to the nonexclusive<br />

jurisdiction <strong>of</strong> the courts <strong>of</strong> the State <strong>of</strong> New York and United States Federal Courts in connection with any suit, action or proceeding<br />

arising out <strong>of</strong> or relating to the Service Terms.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 21 <strong>of</strong> 28


C. Foreign Exchange Payment<br />

Foreign Exchange (FX) transactions are payments and receipts where the currency <strong>of</strong> the transaction is different from the currency <strong>of</strong> the<br />

underlying account. <strong>The</strong> funds transfer may consist <strong>of</strong> more than one transaction in order to move funds from an originator’s account to a<br />

beneficiary’s account. <strong>The</strong> FX Payment Service allows the Customer to purchase or sell foreign currency as principal or agent (“Trader<br />

Contracts”) and to include related settlement instructions by means <strong>of</strong> an electronic communication system or a Bank access system (each an<br />

“Access System”). As used herein, “Value Date” means the date specified in each Trader Contract for the delivery <strong>of</strong> the currency to be<br />

bought or sold.<br />

1. Trading Currencies. Trader Contracts will be limited to the sale or purchase <strong>of</strong> the lawful currency <strong>of</strong> such countries or any composite<br />

currency as the Bank shall determine and advise the Customer from time to time. <strong>The</strong> Value Date may not be more than one year after<br />

the date on which the Customer enters into the Trader Contract. If the Customer chooses to make payment by checks to be issued<br />

with respect to the settlement <strong>of</strong> Trader Contracts, such checks shall be limited to such currencies as the Bank may announce to the<br />

Customer from time to time; and such currencies are subject to change or termination without prior notice.<br />

2. Contracting a Trade:<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

(e)<br />

Data Input. <strong>The</strong> Customer shall enter into each Trader Contract by following the procedures set forth in the Service Material and<br />

by otherwise following the instructions provided through the Access System when using the Service. “Service Material” shall<br />

mean any administrative rules, clearing house rules, payment system rules, service terms or service guides, s<strong>of</strong>tware licenses,<br />

Internet “click wrap” terms or disclosures, user guides or implementation forms that may contain operating procedures, security<br />

procedures, specifications or other requirements applicable to the Services.<br />

Contract Rate. <strong>The</strong> Bank, in its sole discretion, will determine all rates quoted by the Bank through the Access System. Such<br />

rates are based on various factors, including market information and information concerning the Customer and the proposed<br />

Trader Contract. <strong>The</strong> Bank shall have no obligation to quote a rate based on any particular rate existing in the market or by using<br />

any particular formula.<br />

Offer by the Customer. 1. For interactive services, the Bank and the Customer agree that the information displayed through the<br />

Access System relating to the contract rate shall be deemed an invitation by the Bank to the Customer to submit an <strong>of</strong>fer to the<br />

Bank to enter into a Trader Contract. If the Customer wishes to make such an <strong>of</strong>fer to the Bank, the Customer will enter the<br />

required information prior to the expiration time set for the quoted rate. 2. For straight-through process services, the Customer<br />

shall enter into each Trader Contract by following the procedures set for in the Documentation for that Service. <strong>The</strong> Bank and the<br />

Customer agree that when the Customer electronically transmits the instructions specified in the Documentation to the Bank, and<br />

in the manner and format specified in the Documentation, the Customer will be deemed to have made an irrevocable <strong>of</strong>fer to the<br />

Bank to enter into a Trader Contract at such rate as is applied to that transaction by the Bank.<br />

Confirmation. <strong>The</strong> Bank may, but shall not be required to, accept any <strong>of</strong>fer <strong>of</strong> the Customer solely by transmitting to the Customer<br />

through the Access System a confirmation (the “Confirmation”). At the moment the Bank transmits (as evidenced by its records)<br />

the Confirmation, the Bank and the Customer will have entered into the Trader Contract. <strong>The</strong> Confirmation will be sent to the<br />

Customer’s terminal (which depending on the Service used by Customer could be by return confirmation file), and the Customer<br />

may print the Confirmation, provided, however, that the Trader Contract will be valid notwithstanding the failure <strong>of</strong> the Customer to<br />

receive or print a Confirmation. Each Trader Contract will give rise to an obligation for the Customer to buy from the Bank, and for<br />

the Bank to sell to the Customer, the currency shown by the Confirmation as being purchased by the Customer, or for the Bank to<br />

buy from the Customer, and the Customer to sell to the Bank, the currency shown by the Confirmation as being sold by the<br />

Customer, on the terms shown in the Confirmation, for settlement on the Value Date.<br />

Buy Back <strong>of</strong> Currency. Trader Contracts, once entered into, are final and irrevocable. <strong>The</strong> Customer acknowledges and agrees<br />

that the Bank has no obligation to cancel, reverse or otherwise buy back foreign currencies purchased by the Customer under the<br />

Service. <strong>The</strong> Customer acknowledges that it may not be able to sell back certain foreign currencies once purchased (whether via<br />

the Client Access System, telephone with Bank representatives or otherwise). Although the Bank may elect to facilitate buy back<br />

<strong>of</strong> certain major currencies (in the Bank’s sole discretion), the Bank makes no commitment to buy back currencies notwithstanding<br />

any prior action or course <strong>of</strong> dealing.<br />

3. Settlement:<br />

(a)<br />

(b)<br />

Processing Settlement Instructions. <strong>The</strong> Customer shall provide settlement instructions for each Trader Contract no later than<br />

5:00 p.m. Eastern Time on the Value Date. If the Customer fails to provide settlement instructions by the Value Date as required<br />

herein, the Bank reserves the right to reconvert the currency into the original currency and the Customer will bear the risk <strong>of</strong> any<br />

change <strong>of</strong> currency rates. <strong>The</strong> Customer will enter settlement instructions pursuant to the procedures set forth in the Service<br />

Material and as provided to the Customer through the Access System. As a condition precedent to using this Service, the<br />

Customer is required to complete documentation provided by the Bank applicable for each service used for settlement.<br />

Funding Currency Transactions. Whenever purchasing a currency pursuant to a Trader Contract, the Customer shall make the<br />

requisite amount <strong>of</strong> available funds being used to make such purchase available to the Bank by depositing such funds into an<br />

account designated by the Bank no later than close <strong>of</strong> business for the currency being sold on the Value Date. Whenever selling<br />

currency, the Customer shall deposit such currency to an account designated by the Bank no later than close <strong>of</strong> business for the<br />

currency being sold on the Value Date. <strong>The</strong> Bank is authorized to reverse any payment orders transmitted by the Bank with<br />

respect to any Trader Contract if the Customer fails to deliver full and final payment to the Bank by the Value Date.<br />

Notwithstanding anything to the contrary in this Agreement, the Bank’s obligation to process settlement instructions for purchases<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 22 <strong>of</strong> 28


<strong>of</strong> currency in advance <strong>of</strong> the Bank’s receipt <strong>of</strong> full and final payment from the Customer is subject to the limitation that the<br />

aggregate dollar value <strong>of</strong> Trader Contracts for purchases having the same Value Date shall not be in excess <strong>of</strong> an amount<br />

established by the Bank for the Customer from time to time; such amount shall be subject to revision or cancellation by the Bank<br />

at any time without prior notice, although the Bank will endeavor to notify the Customer prior to any revision or cancellation.<br />

(c)<br />

(d)<br />

(e)<br />

Cash Basis Customer. Customers who are established by the Bank as “Cash Basis” Customers may only execute spot<br />

transactions for the purchase <strong>of</strong> the lawful currency <strong>of</strong> such countries or any composite currency as the Bank shall determine and<br />

advise the Customer from time to time. <strong>The</strong> spot transaction will have a Value Date one or two business days from the<br />

“Transaction Date” (the date the Trader Contract is entered into) for most currencies, as established by the Bank. Cash Basis<br />

Customers will be debited on the Transaction Date instead <strong>of</strong> the Value Date. If the Customer’s account does not have sufficient<br />

funds available to cover the Trader Contract on the Transaction Date, the Bank, on the following business day, will cancel the<br />

Trader Contract and any associated payment order. <strong>The</strong> Bank shall have no liability to the Customer in the event the Bank<br />

cancels a Trader Contract due to the Customer not having sufficient funds available to cover the Trader Contract on the<br />

Transaction Date.<br />

Payment in Specified Currency. <strong>The</strong> receipt or recovery by either party <strong>of</strong> any amount in respect <strong>of</strong> an obligation <strong>of</strong> the other in a<br />

currency other than that specified for payment hereunder, whether pursuant to a judgment <strong>of</strong> any court or pursuant to a separate<br />

closeout agreement or otherwise, shall discharge such obligation only to the extent that on the business day immediately following<br />

such receipt, the recipient shall be able, in accordance with normal banking procedures, to purchase the relevant currency<br />

specified for payment in the amount specified with the other currency so received. If the amount <strong>of</strong> the relevant currency specified<br />

for payment hereunder or under a Trader Contract so purchasable shall be less than the amount specified hereunder <strong>of</strong> such<br />

obligation, the obligor shall, as a separate obligation and notwithstanding any judgment <strong>of</strong> any court, indemnify the recipient<br />

against any loss sustained by it. <strong>The</strong> obligor shall in any event indemnify the recipient against any costs incurred by it in making<br />

any such purchase <strong>of</strong> the relevant currency specified for payment.<br />

Settlement by Draft. For all Trader Contracts that the Customer elects to settle by draft, the Customer acknowledges and agrees<br />

that in the event the draft is not presented for payment within one hundred eighty (180) days from the date <strong>of</strong> issuance, the Bank<br />

shall have the right to cancel the draft, and the Customer authorizes the Bank to reconvert the funds into the original currency at<br />

the then-current rate and recredit the Customer’s Account. If the remitter is no longer a customer <strong>of</strong> the Bank, the Bank may, in its<br />

discretion, transfer balances to an unclaimed monies account, or issue a cashier’s check, sending it to the address <strong>of</strong> the<br />

Customer on the books and records <strong>of</strong> the Bank. In the event that the payee, holder or other third-party claims against the Bank<br />

on a cancelled draft, the Customer agrees that it shall be responsible for any losses in connection with such cancellation, including<br />

any amount recredited or otherwise paid to the Customer. <strong>The</strong> Customer acknowledges and agrees that applicable service<br />

charges and expenses, including stop payment and periodic maintenance fees, may be charged to the Customer’s Account or<br />

otherwise deducted from the amount to be paid to the Customer.<br />

4. General Provisions:<br />

(a)<br />

(b)<br />

Representations and Warranties. <strong>The</strong> following representations and warranties shall be deemed to be made and repeated by the<br />

Customer upon entry into any Trader Contract. <strong>The</strong> Customer represents and warrants that: i) each Trader contract or other<br />

Bank currency contract is entered into by the Customer for the purpose <strong>of</strong> hedging its exposure to currency fluctuation and not for<br />

purposes <strong>of</strong> speculation; and ii) the Customer has sufficient knowledge and experience to be able to evaluate the merits and risks<br />

<strong>of</strong> entering into each Trader Contract or other Bank currency contract, is acting in light <strong>of</strong> its own judgment or upon pr<strong>of</strong>essional<br />

advice it obtained independently <strong>of</strong> the Bank or any agent <strong>of</strong> the Bank as to those merits and risks including, where relevant, its<br />

own judgment <strong>of</strong> the correct tax and accounting treatment <strong>of</strong> the Trader Contract or other Bank currency contract and it is not<br />

relying upon the view or advice by the Bank.<br />

Master Foreign Exchange Agreements. If the Customer and the Bank have entered or hereafter enter into any master agreement<br />

relating to foreign exchange contracts, Trader Contracts shall be subject to the cancellation and closeout provisions <strong>of</strong> any such<br />

agreement providing for liquidation <strong>of</strong> foreign exchange contracts upon the occurrence <strong>of</strong> specified events (including those<br />

provisions relating to closeout netting), but shall not be subject to the other provisions <strong>of</strong> such agreement such as those relating to<br />

the creation <strong>of</strong> foreign exchange contracts and (unless otherwise agreed) payment netting.<br />

Part III: Liquidity Solutions Service Terms – Consolidated Service Terms Booklet<br />

A. US Cash Concentration Service Terms (Single Entity)<br />

1. Service. JPMorgan Chase Bank, N.A. (the “Bank”) will provide the customer (the “Customer”) with its Cash Concentration Service (the<br />

“Service”) by which the Bank will automatically transfer funds in the amounts and in accordance with the instructions and selections set<br />

forth in the service implementation form or schedule for the Service (“Schedule A”) to and/or from the U.S. dollar demand deposit<br />

accounts maintained at the Bank in the U.S and listed on Schedule A (“Customer Accounts”). <strong>The</strong> provisions <strong>of</strong> the Bank’s account<br />

documentation, including terms and conditions governing the operation <strong>of</strong> accounts and services (“Account Documentation”), are<br />

incorporated into these Service Terms by reference. Capitalized terms used in these Service Terms, unless otherwise defined in these<br />

Service Terms, shall have the same meanings as set forth in the Account Documentation. By signing the Schedule A for the Service or<br />

by using or continuing to use the Service the Customer agrees to these Service Terms.<br />

2. Balances. <strong>The</strong> Customer shall maintain sufficient balances in the Customer Accounts to cover any amounts scheduled to be<br />

transferred. <strong>The</strong> Bank may refuse or reverse any transfer if there are insufficient balances to effect such transfer without creating an<br />

overdraft. If the Bank effects a transfer that causes or increases an overdraft to a Customer Account, such overdraft shall be<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 23 <strong>of</strong> 28


immediately due and payable by the Customer, without further notice or demand, together with interest thereon for the period <strong>of</strong> the<br />

overdraft.<br />

3. Representations. <strong>The</strong> Customer represents and warrants: (i) that each Customer Account is not restricted in any way, and is owned<br />

and held outright by the Customer, and (ii) its obligations under these Service Terms are legal, valid and binding, and enforceable in<br />

accordance with their terms<br />

4. Authorized Changes. <strong>The</strong> Customer may, upon reasonable notice to the Bank, and consented to by the Bank, authorize additions,<br />

deletions or changes to the Schedules, which notice shall extend the representations, acknowledgments and terms <strong>of</strong> this Service<br />

Terms to such changes.<br />

5. Intercompany Reports. If the Customer selects, as a feature <strong>of</strong> the Service, the Intercompany Reporting Service feature (the “InterCo<br />

Feature”), that selection and affected Customer Accounts shall be specified on Schedule A for the Service. Under the InterCo Feature,<br />

the Bank will provide the Customer with reports, for the Customer Accounts, detailing: (i) a tracking <strong>of</strong> accumulated inter-account<br />

balance transfers; and (ii) a calculation <strong>of</strong> intracompany earnings and borrowing charges. In addition, the Bank, through the InterCo<br />

Feature, will provide the Customer with automated posting, to the affected Customer Accounts, <strong>of</strong> applicable intracompany earnings<br />

and borrowing charges.<br />

6. Required FDIC Disclosures. In the event <strong>of</strong> a failure <strong>of</strong> the Bank, funds transferred as part <strong>of</strong> a Service will be considered deposits <strong>of</strong><br />

the account in which the funds are held, as reflected on the Bank’s end-<strong>of</strong>-day ledger balance, by the Federal Deposit Insurance<br />

Corporation after completion <strong>of</strong> all transactions related to the Service and will be insured by the Federal Deposit Insurance Corporation<br />

under its applicable insurance rules and limits.<br />

7. Term; Termination. <strong>The</strong>se Service Terms shall be in effect as <strong>of</strong> the date <strong>of</strong> the applicable Schedule A, and shall remain in effect<br />

unless and until terminated. <strong>The</strong>se Service Terms may be terminated by the Customer by sending written notice to the Bank. Any<br />

notice <strong>of</strong> termination sent to the Bank shall only be effective when actually received by the Bank and after the Bank shall have a<br />

reasonable time to act on such notice. <strong>The</strong>se Service Terms may be terminated by the Bank, effective immediately upon the sending<br />

<strong>of</strong> written notice to the Customer.<br />

8. Notices. All notices to the Bank, pertaining to the Service, shall be sent to: JPMorgan Chase Bank, N.A. c/o JPMorgan Treasury<br />

Technologies Corporation – Liquidity Management Operations, 10420 Highland Manor Drive – 2nd Floor, Tampa, FL 33610. All<br />

notices to a Customer shall be sent to the Customer's last known address on the Bank's books and records.<br />

9. Governing Law. <strong>The</strong>se Service Terms shall be governed by and construed in accordance with the laws <strong>of</strong> the State <strong>of</strong> New York,<br />

without reference to the conflict <strong>of</strong> laws provisions there<strong>of</strong>.<br />

B. US Cash Concentration Service Terms (Multi Entity)<br />

1. Service. JPMorgan Chase Bank, N.A. (the “Bank”) will provide the customers (each a “Customer” or collectively the “Customers”) with<br />

its Cash Concentration Service (the "Service") by which the Bank will automatically transfer funds in the amounts and in accordance<br />

with the instructions and selections set forth in the service implementation form or schedule for the Service (“Schedule A”) to and/or<br />

from the U.S. dollar demand deposit accounts maintained at the Bank, in the U.S., and listed on Schedule A ("Customer Accounts").<br />

<strong>The</strong> provisions <strong>of</strong> the Bank’s account documentation, including terms and conditions governing the operation <strong>of</strong> accounts and services<br />

(“Account Documentation”), are incorporated into these Service Terms by reference. Capitalized terms used in these Service Terms,<br />

unless otherwise defined in these Service Terms, shall have the same meanings as set forth in the Account Documentation. By signing<br />

the Schedule A for the Service or by using or continuing to use the Service the Customer agrees to these Service Terms.<br />

2. Balances. <strong>The</strong> Customers shall maintain sufficient balances in the Customer Accounts to cover any amounts scheduled to be<br />

transferred. <strong>The</strong> Bank may refuse or reverse any transfer if there are insufficient balances to effect such transfer without creating an<br />

overdraft. If the Bank effects a transfer that causes or increases an overdraft to a Customer Account, such overdraft shall be<br />

immediately due and payable by the Customer, without further notice or demand, together with interest thereon for the period <strong>of</strong> the<br />

overdraft.<br />

3. Representations. Each Customer represents and warrants, with respect to itself: (i) that each <strong>of</strong> its Customer Accounts is not<br />

restricted in any way, and is owned and held outright by the Customer, and (ii) that its obligations under these Service Terms are legal,<br />

valid and binding, and enforceable in accordance with their terms.<br />

4. Service Requirements.<br />

(a)<br />

(b)<br />

<strong>The</strong> Bank will provide the Service to the Customers, only if each Customer is an affiliate <strong>of</strong> the other Customers (an “Affiliate”).<br />

“Affiliate” means an entity controlling, controlled by, or under common control with each Customer.<br />

Each Customer appoints the Affiliate identified in Schedule A as its agent (the “Agent”) for the purpose <strong>of</strong> (i) representing it with<br />

respect to any matter arising under these Service Terms, and (ii) executing and signing any agreements, documents or<br />

amendments on its behalf (x) in order to effect the transaction or actions contemplated by or (y) related to any matter arising under<br />

the Service Terms.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 24 <strong>of</strong> 28


5. Authorized Changes. <strong>The</strong> Agent with respect to any Customer, may, upon reasonable notice to the Bank and consented to by the<br />

Bank, authorize additions, deletions or changes to the Schedules, which notice shall extend the representations, acknowledgments and<br />

terms <strong>of</strong> these Service Terms to such changes for the affected Customer.<br />

6. Intercompany Reports. If the Customer selects, as a feature <strong>of</strong> the Service, the Intercompany Reporting Service feature (the "InterCo<br />

Feature") provided by the Bank, that selection and affected Customer Accounts shall be specified on Schedule A for the Service.<br />

Under the InterCo Feature, the Bank will provide the affected Customer with reports, for the Customer Accounts, detailing: (i) a tracking<br />

<strong>of</strong> accumulated inter-account balance transfers; and (ii) a calculation <strong>of</strong> intercompany or intracompany earnings and borrowing<br />

charges. In addition, the Bank, through the InterCo Feature, will provide the Customer with automated posting, to the affected<br />

Customer Accounts, <strong>of</strong> applicable intercompany and intracompany earnings and borrowing charges.<br />

7. Indemnity. Each Customer, jointly and severally, shall indemnify and hold the Bank harmless from and against any and all claims,<br />

damages, demands, liabilities, losses, costs and expenses (including reasonable attorneys' fees and claims caused by overdrafts in<br />

Customer Accounts), arising under these Service Terms, except and to the extent directly caused by the negligence or willful<br />

misconduct <strong>of</strong> the Bank.<br />

8. Set Off. Each Customer agrees that the Bank shall have the unrestricted right, at any time, without notice, to (i) set <strong>of</strong>f, in whole or in<br />

part, any funds in any Customer Account, against any overdraft in any other Customer Account; and (ii) transfer or otherwise apply, in<br />

whole or in part, any overdraft in any Customer Account, to any other Customer Account, even if so doing places such other Customer<br />

Account into or further into an overdraft.<br />

9. Required FDIC Disclosures. In the event <strong>of</strong> a failure <strong>of</strong> the Bank, funds transferred as part <strong>of</strong> a Service will be considered deposits <strong>of</strong><br />

the account in which the funds are held, as reflected on the Bank’s end-<strong>of</strong>-day ledger balance, by the Federal Deposit Insurance<br />

Corporation after completion <strong>of</strong> all transactions related to the Service and will be insured by the Federal Deposit Insurance Corporation<br />

under its applicable insurance rules and limits.<br />

10. Term; Termination. <strong>The</strong>se Service Terms shall be in effect as <strong>of</strong> the date <strong>of</strong> the applicable Schedule A, and shall remain in effect<br />

unless and until terminated. <strong>The</strong>se Service Terms may be terminated by any one Customer with respect to itself, or by the Agent with<br />

respect to any one Customer, by sending written notice to the Bank. <strong>The</strong>se Service Terms may be terminated by the Agent on behalf<br />

<strong>of</strong> all <strong>of</strong> the Customers by the sending <strong>of</strong> written notice to the Bank. Any notice <strong>of</strong> termination sent to the Bank shall only be effective<br />

when actually received by the Bank and after the Bank shall have a reasonable time to act on such notice. <strong>The</strong>se Service Terms may<br />

be terminated by the Bank, with respect to any one Customer, or with respect to all Customers, effective immediately upon the sending<br />

<strong>of</strong> written notice to the affected Customer or the Agent.<br />

11. Notices. All notices to the Bank, pertaining to the Service, shall be sent to: JPMorgan Chase Bank, N.A. c/o JPMorgan Treasury<br />

Technologies Corporation – Liquidity Management Operations, 10420 Highland Manor Drive – 2nd Floor, Tampa, FL 33610. All<br />

notices to a Customer shall be sent to the Customer's last known address on the Bank's books and records.<br />

12. Governing Law. <strong>The</strong>se Service Terms, shall be governed by and construed in accordance with the laws <strong>of</strong> the State <strong>of</strong> New York,<br />

without reference to the conflict <strong>of</strong> laws provisions there<strong>of</strong>.<br />

C. Cross-Border (U.S./U.K.) Cash Concentration Service Terms<br />

(Single Entity)<br />

1. Service. JPMorgan Chase Bank, N.A. (the “Bank”) will provide the customer (the “Customer”) with its Cash Concentration Service (the<br />

"Service") by which the Bank will: (i) automatically transfer funds in the amounts and in accordance with the instructions and selections<br />

set forth in the service implementation form or schedule for the Service (“Schedule A”) to and/or from the U.S. dollar demand deposit<br />

account maintained at the Bank in the U.S. and the U.S. dollar deposit account in London which are listed on Schedule A (“Customer<br />

Accounts”); and (ii) if the Customer selects this feature, the automatic return <strong>of</strong> such funds to the original deposit account. <strong>The</strong><br />

provisions <strong>of</strong> the Bank’s account documentation, including terms and conditions governing the operation <strong>of</strong> accounts and services<br />

(“Account Documentation”), are incorporated into these Service Terms by reference. Capitalized terms used in these Service Terms,<br />

unless otherwise defined in these Service Terms, shall have the same meanings as set forth in the Account Documentation. By signing<br />

the Schedule A for the Service or by using or continuing to use the Service the Customer agrees to these Service Terms.<br />

2. Accounts. <strong>The</strong> Customer has or will open the following Customer Accounts, as specified in Schedule A: (i) a U.S. dollar demand<br />

deposit account on the Bank's books in the U.S. ("US DDA"); and (ii) a U.S. dollar deposit account on the Bank's books in its London<br />

Branch ("London Account").<br />

3. Balances. <strong>The</strong> Customer shall maintain sufficient balances in the Customer Accounts to cover any amounts scheduled to be<br />

transferred. <strong>The</strong> Bank may refuse or reverse any transfer if there are insufficient balances to effect such transfer without creating an<br />

overdraft. If the Bank effects a transfer that causes or increases an overdraft to a Customer Account, such overdraft shall be<br />

immediately due and payable by the Customer, without further notice or demand, together with interest thereon for the period <strong>of</strong> the<br />

overdraft.<br />

4. Acknowledgments.<br />

(a)<br />

<strong>The</strong> Customer acknowledges that deposits held in a branch <strong>of</strong> the Bank located outside the U.S. are payable exclusively at the<br />

branch at which the account is held and are not payable in the U.S. Such deposits: (i) are not insured by the Federal Deposit<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 25 <strong>of</strong> 28


Insurance Corporation (the “FDIC”) or any other governmental entity; (ii) are subject to cross-border risks; and (iii) have a lesser<br />

preference as compared to deposits held in the U.S. in the event <strong>of</strong> a liquidation <strong>of</strong> the Bank than U.S. domestic deposits.<br />

(b)<br />

<strong>The</strong> Customer further acknowledges that, notwithstanding anything to the contrary herein, if the Bank becomes aware <strong>of</strong> any legal<br />

or regulatory action which, in the Bank's sole opinion, inhibits the operation <strong>of</strong> the Service then the Bank may suspend the Service<br />

until the Bank’s concerns are resolved to its satisfaction.<br />

5. Representations. <strong>The</strong> Customer represents and warrants: (i) that each Customer Account is not restricted in any way and is owned<br />

and held outright by the Customer; and (ii) its obligations under these Service Terms are legal, valid and binding, and enforceable on<br />

accordance with their terms.<br />

6. Initial Transfers. If, in Schedule A, the Customer selects a one way transfer <strong>of</strong> funds from the US DDA then the provisions <strong>of</strong> Section<br />

6(a) will apply. If, in Schedule A, the Customer selects a one way transfer <strong>of</strong> funds from the London Account, then the provisions <strong>of</strong><br />

Section 6(b) will apply. If, in Schedule A, the Customer selects a two way transfer <strong>of</strong> funds, then the provisions <strong>of</strong> Sections 6(a) and<br />

6(b) will apply. In all events, the Customer will select, in Schedule A, a target balance for the US DDA (“Target Balance”). <strong>The</strong> Bank,<br />

at the close <strong>of</strong> a banking business day in New York, U.S.A. (“Day 1”) will determine the available balance in the US DDA and make the<br />

transfers as described below.<br />

(a)<br />

(b)<br />

If the US DDA has positive balances which exceed the Target Balance (“Positive Balance”), then the Bank will transfer an amount,<br />

in accordance with the selection and instructions on Schedule A, from the US DDA to the London Account, with a debit to the US<br />

DDA on Day 1, and a credit to the London Account on the next business day in London, value dated Day 1 – if Day 1 is a London<br />

banking business day, and otherwise on the current banking business day, provided, however, that with respect to U.S. residents,<br />

as such term is defined in Section 204.2(s) <strong>of</strong> Regulation D <strong>of</strong> the Federal Reserve Board, the Bank will only make the transfer to<br />

the London Account if the amount to be transferred, together with the amount on deposit in the London Account, exceeds US<br />

$100,000.<br />

If the US DDA is in an overdraft position or falls short <strong>of</strong> the Target Balance (collectively, “Short fall Balance”), then the Bank will<br />

transfer an amount, in accordance with the selection and instructions on Schedule A, from the London Account to the US DDA.<br />

<strong>The</strong> London Account will be debited for the entire amount <strong>of</strong> the Shortfall Balance, even if so doing places the London Account<br />

into or further into an overdraft. Funds transferred from the London Account to the US DDA will be credited provisionally to the US<br />

DDA on Day 1, and debited to the London Account on the next banking business day, value dated Day 1. <strong>The</strong> provisional credit<br />

will be final following the Bank’s approval <strong>of</strong> the debit to the London Account.<br />

7. Authorized Changes. <strong>The</strong> Customer may, upon reasonable notice to the Bank, and consented to by the Bank, authorize additions,<br />

deletions or changes to the Schedules, which notice shall extend the representations, acknowledgments and terms <strong>of</strong> this Service<br />

Terms to such changes.<br />

8. Required FDIC Disclosure. In the event <strong>of</strong> a failure <strong>of</strong> the Bank, funds transferred as part <strong>of</strong> a Service will be considered deposits <strong>of</strong><br />

the account in which the funds are held, as reflected on the Bank’s end-<strong>of</strong>-day ledger balance, by the FDIC after completion <strong>of</strong> all<br />

transactions related to the Service and will be insured by the FDIC under its applicable insurance rules and limits.<br />

9. Term; Termination. <strong>The</strong>se Service Terms shall be in effect as <strong>of</strong> the date <strong>of</strong> the applicable Schedule A, and shall remain in effect<br />

unless and until terminated. <strong>The</strong>se Service Terms may be terminated by the Customer by sending written notice to the Bank. Any<br />

notice <strong>of</strong> termination sent to the Bank shall only be effective when actually received by the Bank and after the Bank shall have a<br />

reasonable time to act on such notice. <strong>The</strong>se Service Terms may be terminated by the Bank, effective immediately upon the sending<br />

<strong>of</strong> written notice to the Customer.<br />

10. Notices. All notices to the Bank shall be sent to: JPMorgan Chase Bank, N.A. c/o J.P. Morgan Treasury Technologies Corporation,<br />

Liquidity Management Operations, 10420 Highland Manor Drive – Bldg 2 – 2nd Floor, Tampa, FL 33610 or such other address<br />

subsequently specified by the Bank. All notices to the Customer shall be sent to the Customer's last known address on the Bank's<br />

books and records.<br />

11. Governing Law. <strong>The</strong>se Service Terms shall be governed by and construed in accordance with the laws <strong>of</strong> the State <strong>of</strong> New York,<br />

U.S.A., without reference to the conflict <strong>of</strong> law provisions there<strong>of</strong>.<br />

D. Cross-Border (U.S./U.K.) Cash Concentration Service Terms<br />

(Multi Entity)<br />

1. Service. JPMorgan Chase Bank, N.A. (the “Bank”) will provide the customers (each a “Customer” or collectively the “Customers”) with<br />

its Cash Concentration Service (the "Service") by which the Bank will: (i) automatically transfer funds in the amounts and in accordance<br />

with the instructions and selections set forth in the service implementation form or schedule for the Service (“Schedule A”) to and/or<br />

from the U.S. dollar demand deposit account maintained at the Bank in the U.S. and the U.S. dollar deposit account in London which<br />

are listed on Schedule A (“Customer Accounts”); and (ii) if the Customer selects this feature, the automatic return <strong>of</strong> such funds to the<br />

original deposit account. <strong>The</strong> provisions <strong>of</strong> the Bank’s account documentation, including terms and conditions governing the operation<br />

<strong>of</strong> accounts and services (“Account Documentation”), are incorporated into these Service Terms by reference. Capitalized terms used<br />

in these Service Terms, unless otherwise defined in these Service Terms, shall have the same meanings as set forth in the Account<br />

Documentation. By signing the Schedule A for the Service or by using or continuing to use the Service the Customer agrees to these<br />

Service Terms.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 26 <strong>of</strong> 28


2. Accounts. <strong>The</strong> Customers have or will open the following accounts ("Authorized Accounts"), as specified in Schedule A: (i) a U.S.<br />

dollar demand deposit account on the Bank's books in the U.S. ("US DDA"); and (ii) a U.S. dollar deposit account on the Bank's books<br />

in its London Branch ("London Account")<br />

3. Balances. <strong>The</strong> Customers shall maintain sufficient balances in the Customer Accounts to cover any amounts scheduled to be<br />

transferred. <strong>The</strong> Bank may refuse or reverse any transfer if there are insufficient balances to effect such transfer without creating an<br />

overdraft. If the Bank effects a transfer that causes or increases an overdraft to a Customer Account, such overdraft shall be<br />

immediately due and payable by the Customer, without further notice or demand, together with interest thereon for the period <strong>of</strong> the<br />

overdraft.<br />

4. Acknowledgments.<br />

(a)<br />

(b)<br />

<strong>The</strong> Customer acknowledges that deposits held in a branch <strong>of</strong> the Bank located outside the U.S. are payable exclusively at the<br />

branch at which the account is held and are not payable in the U.S. Such deposits: (i) are not insured by the Federal Deposit<br />

Insurance Corporation (the “FDIC”) or any other governmental entity; (ii) are subject to cross-border risks; and (iii) have a lesser<br />

preference as compared to deposits held in the U.S. in the event <strong>of</strong> a liquidation <strong>of</strong> the Bank than U.S. domestic deposits.<br />

<strong>The</strong> Customer further acknowledges that, notwithstanding anything to the contrary herein, if the Bank becomes aware <strong>of</strong> any legal<br />

or regulatory action which, in the Bank's sole opinion, inhibits the operation <strong>of</strong> the Service then the Bank may suspend the Service<br />

until the Bank’s concerns are resolved to its satisfaction.<br />

5. Representations. Each Customer represents and warrants, with respect to itself: (i) that each <strong>of</strong> its Customer Accounts is not<br />

restricted in any way, and is owned and held outright by the Customer, and (ii) that its obligations under these Service Terms are legal,<br />

valid and binding, and enforceable in accordance with their terms.<br />

6. Initial Transfers. If, in Schedule A, the Customers select a one way transfer <strong>of</strong> funds from the US DDA then the provisions <strong>of</strong> Section<br />

6(a) will apply. If, in Schedule A, the Customers select a one way transfer <strong>of</strong> funds from the London Account, then the provisions <strong>of</strong><br />

Section 6(b) will apply. If, in Schedule A, the Customers select a two way transfer <strong>of</strong> funds, then the provisions <strong>of</strong> Sections 6(a) and<br />

6(b) will apply. In all events, the Customers will select, in Schedule A, a target balance for the US DDA (“Target Balance”). <strong>The</strong> Bank,<br />

at the close <strong>of</strong> a banking business day in New York, U.S.A. (“Day 1”) will determine the available balance in the US DDA and make the<br />

transfers as described below.<br />

(a)<br />

(b)<br />

If the US DDA has positive balances which exceed the Target Balance (“Positive Balance”), then the Bank will transfer an amount,<br />

in accordance with the selection and instructions on the Implementation Form, from the US DDA to the London Account, with a<br />

debit to the US DDA on Day 1, and a credit to the London Account on the next business day in London, value dated Day 1 – if<br />

Day 1 is a London banking business day, and otherwise on the current banking business day, provided, however, that if the<br />

London Account is maintained by a U.S. resident, as such term is defined in Section 204.2(s) <strong>of</strong> Regulation D <strong>of</strong> the Federal<br />

Reserve Board, the Bank will only make the transfer to the London Account if the amount to be transferred, together with the<br />

amount on deposit in the London Account, exceeds US $100,000.<br />

If the US DDA is in an overdraft position or falls short <strong>of</strong> the Target Balance (collectively, “Short fall Balance”), then the Bank will<br />

transfer an amount, in accordance with the selection and instructions on the Implementation Form, from the London Account to<br />

the US DDA. <strong>The</strong> London Account will be debited for the entire amount <strong>of</strong> the Shortfall Balance, even if so doing places the<br />

London Account into or further into an overdraft. Funds transferred from the London Account to the US DDA will be credited<br />

provisionally to the US DDA on Day 1, and debited to the London Account on the next banking business day, value dated Day 1.<br />

<strong>The</strong> provisional credit will be final following the Bank’s approval <strong>of</strong> the debit to the London Account.<br />

7. Service Requirements.<br />

(a)<br />

(b)<br />

<strong>The</strong> Bank will provide the Service to the Customers, only if each Customer is an affiliate <strong>of</strong> the other Customers (an “Affiliate”).<br />

“Affiliate” means an entity controlling, controlled by, or under common control with each Customer.<br />

Each Customer appoints the Affiliate identified in Schedule A as its agent (the “Agent”) for the purpose <strong>of</strong> (i) representing it with<br />

respect to any matter arising under these Service Terms, and (ii) executing and signing any agreements, documents or<br />

amendments on its behalf (x) in order to effect the transaction or actions contemplated by or (y) related to any matter arising under<br />

the Service Terms.<br />

8. Authorized Changes. <strong>The</strong> Agent with respect to any Customer, may, upon reasonable notice to the Bank and consented to by the<br />

Bank, authorize additions, deletions or changes to the Schedules, which notice shall extend the representations, acknowledgments and<br />

terms <strong>of</strong> these Service Terms to such changes for the affected Customer.<br />

9. Indemnity. Each Customer, jointly and severally, shall indemnify and hold the Bank harmless from and against any and all claims,<br />

damages, demands, liabilities, losses, costs and expenses (including attorneys' fees and claims caused by overdrafts in an Authorized<br />

Account) arising under these Service Terms, including, without limitation, claims resulting from any breach or alleged breach <strong>of</strong> any<br />

representation or warranty hereunder, except, and to the extent, any such claims, damages, demands, liabilities, losses, costs and<br />

expenses are directly caused by the gross negligence or willful misconduct <strong>of</strong> the Bank.<br />

10. Set Off. Each Customer agrees that the Bank shall have the unrestricted right, at any time, without notice, to (i) set <strong>of</strong>f, in whole or in<br />

part, any funds in any Customer Account, against any overdraft in any other Customer Account; and (ii) transfer or otherwise apply, in<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 27 <strong>of</strong> 28


whole or in part, any overdraft in any Customer Account, to any other Customer Account, even if so doing places such other Customer<br />

Account into or further into an overdraft.<br />

11. Required FDIC Disclosures. In the event <strong>of</strong> a failure <strong>of</strong> the Bank, funds transferred as part <strong>of</strong> a Service will be considered deposits <strong>of</strong><br />

the account in which the funds are held, as reflected on the Bank’s end-<strong>of</strong>-day ledger balance, by the Federal Deposit Insurance<br />

Corporation after completion <strong>of</strong> all transactions related to the Service and will be insured by the Federal Deposit Insurance Corporation<br />

under its applicable insurance rules and limits.<br />

12. Term; Termination. <strong>The</strong>se Service Terms shall be in effect as <strong>of</strong> the date <strong>of</strong> the applicable Schedule A, and shall remain in effect<br />

unless and until terminated. <strong>The</strong>se Service Terms may be terminated by any one Customer with respect to itself, or by the Agent with<br />

respect to any one Customer, by sending written notice to the Bank. <strong>The</strong>se Service Terms may be terminated by the Agent on behalf<br />

<strong>of</strong> all <strong>of</strong> the Customers by the sending <strong>of</strong> written notice to the Bank. Any notice <strong>of</strong> termination sent to the Bank shall only be effective<br />

when actually received by the Bank and after the Bank shall have a reasonable time to act on such notice. <strong>The</strong>se Service Terms may<br />

be terminated by the Bank, with respect to any one Customer, or with respect to all Customers, effective immediately upon the sending<br />

<strong>of</strong> written notice to the affected Customer or the Agent.<br />

13. Notices. All notices to the Bank shall be sent to: JPMorgan Chase Bank, N.A. c/o J.P. Morgan Treasury Technologies Corporation,<br />

Liquidity Management Operations, 10420 Highland Manor Drive – Bldg 2 -- 2nd Floor, Tampa, FL 33610. All notices to a Customer or<br />

the Agent shall be sent to the Customer's or the Agent’s, as applicable, last known address on the Bank's books and records.<br />

14. Governing Law. <strong>The</strong>se Service Terms shall be governed by and construed in accordance with the laws <strong>of</strong> the State <strong>of</strong> New York,<br />

U.S.A., without reference to the conflict <strong>of</strong> law provisions there<strong>of</strong>.<br />

©2011 JPMorgan Chase & Co. All Rights Reserved. JPMorgan Chase Bank, N.A. Member FDIC.<br />

Eligibility for particular products and services is subject to final determination by J.P. Morgan and/or its affiliates.<br />

<strong>Page</strong> 28 <strong>of</strong> 28


D O M E S T I C C U S T O D Y A G R E E M E N T<br />

B E T W E E N<br />

[ C U S T O M E R ]<br />

A N D<br />

J P M O R G A N C H A S E B A N K , N . A .<br />

W O R L D W I D E S E C U R I T I E S S E R V I C E S<br />

jpmorgan.com<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

Domestic Custody Agreement<br />

November 8, 2011 – General Version (OH)<br />

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TABLE OF CONTENTS<br />

1. INTENTION OF THE PARTIES; DEFINITIONS ............................................ 1<br />

1.1 Intention <strong>of</strong> the Parties ................................................................... 1<br />

1.2 Definitions; Interpretation ................................................................ 1<br />

2. WHAT J.P. MORGAN IS REQUIRED TO DO .............................................. 3<br />

2.1 Set Up Accounts ............................................................................ 3<br />

2.2 Cash Account ................................................................................ 4<br />

2.3 Segregation <strong>of</strong> Assets; Nominee Name ................................................. 5<br />

2.4 Settlement <strong>of</strong> Transactions ............................................................... 5<br />

2.5 Contractual Settlement Date Accounting .............................................. 6<br />

2.6 Actual Settlement Date Accounting ..................................................... 6<br />

2.7 Income Collection .......................................................................... 6<br />

2.8 Miscellaneous Administrative Duties .................................................... 7<br />

2.9 Corporate Actions .......................................................................... 7<br />

2.10 Class Action Litigation ..................................................................... 8<br />

2.11 Proxies ........................................................................................ 8<br />

2.12 Statements <strong>of</strong> Account .................................................................... 9<br />

2.13 Access to J.P. Morgan’s Records ....................................................... 10<br />

2.14 Tax Reclaims .............................................................................. 10<br />

2.15 Notification ................................................................................ 10<br />

3. INSTRUCTIONS ............................................................................. 10<br />

3.1 Acting on Instructions; Method <strong>of</strong> Instruction and Unclear Instructions ........ 10<br />

3.2 Verification and Security Procedures ................................................. 11<br />

3.3 Instructions Contrary to Law/Market Practice ...................................... 11<br />

3.4 Cut-Off Times ............................................................................. 11<br />

3.5 Electronic Access ......................................................................... 11<br />

4. FEES, EXPENSES AND OTHER AMOUNTS OWING TO J.P. MORGAN ................ 11<br />

4.1 Fees and Expenses ....................................................................... 11<br />

4.2 Overdrafts ................................................................................. 12<br />

4.3 J.P. Morgan’s Right Over Securities; Set-<strong>of</strong>f ........................................ 12<br />

5. USE OF SECURITIES DEPOSITORIES ..................................................... 12<br />

6. ADDITIONAL PROVISIONS ................................................................. 13<br />

6.1 Representations <strong>of</strong> Customer and J.P. Morgan ...................................... 13<br />

6.2 Customer to Provide Certain Information to J.P. Morgan ......................... 13<br />

6.3 Customer is Liable to J.P. Morgan Even if it is Acting for Another Person ..... 13<br />

6.4 Special Settlement Services ............................................................ 13<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

7. WHEN J.P. MORGAN IS LIABLE TO CUSTOMER ....................................... 14<br />

7.1 Standard <strong>of</strong> Care; Liability .............................................................. 14<br />

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7.2 Force Majeure ............................................................................. 14<br />

7.3 J.P. Morgan May Consult With Counsel ............................................... 15<br />

7.4 J.P. Morgan Provides Diverse Financial Services and May Generate Pr<strong>of</strong>its as a<br />

Result ....................................................................................... 15<br />

7.5 Assets Held Outside J.P. Morgan’s Control .......................................... 15<br />

7.6 Ancillary Services ......................................................................... 15<br />

8. TAXATION ................................................................................... 16<br />

8.1 Tax Obligations ........................................................................... 16<br />

8.2 Tax Reclaims With Respect to American Depository Receipts.................... 16<br />

9. TERMINATION .............................................................................. 17<br />

9.1 Term and Termination ................................................................... 17<br />

9.2 Exit Procedure ............................................................................ 18<br />

10. MISCELLANEOUS ........................................................................... 18<br />

10.1 Notices ..................................................................................... 18<br />

10.2 Successors and Assigns ................................................................... 18<br />

10.3 Entire Agreement ......................................................................... 18<br />

10.4 Insurance ................................................................................... 19<br />

10.5 Security Holding Disclosure ............................................................. 19<br />

10.6 USA PATRIOT Act Disclosure ............................................................ 19<br />

10.7 Governing Law and Jurisdiction ........................................................ 19<br />

10.8 Severability; Waiver; and Survival .................................................... 20<br />

10.9 Confidentiality ............................................................................ 20<br />

10.10 Counterparts .............................................................................. 20<br />

10.11 No Third Party Beneficiaries ............................................................ 20<br />

SCHEDULE AND ANNEX ......................................................................... 22<br />

Schedule 1 Secretary’s Certificate ................................................................ 22<br />

Annex A Electronic Access ......................................................................... 23<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

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DOMESTIC CUSTODY AGREEMENT<br />

This agreement (“Agreement”), dated ____________________, 20_____, is between JPMorgan<br />

Chase Bank, N.A. (“J.P. Morgan”) and [Customer Name] (“Customer”).<br />

1. INTENTION OF THE PARTIES; DEFINITIONS<br />

1.1 Intention <strong>of</strong> the Parties<br />

(a)<br />

(b)<br />

(c)<br />

This Agreement sets out the terms on which J.P. Morgan will be providing custodial,<br />

settlement and other associated services to Customer. J.P. Morgan will be<br />

responsible for the performance <strong>of</strong> only those duties set forth in this Agreement.<br />

Customer acknowledges that J.P. Morgan is not providing any legal, tax or<br />

investment advice in connection with the services under this Agreement.<br />

It is the intention <strong>of</strong> the parties that the services <strong>of</strong>fered by J.P. Morgan under this<br />

Agreement with respect to the custody <strong>of</strong> Securities and related settlement<br />

services will be limited to Securities that are issued in the United States (“U.S.”)<br />

by an issuer that is organized under the laws <strong>of</strong> the U.S. or any state there<strong>of</strong>, or<br />

that are both traded in the U.S. and eligible for deposit in a U.S. Securities<br />

Depository.<br />

1.2 Definitions; Interpretation<br />

(a)<br />

As used herein, the following terms have the meaning hereinafter stated.<br />

“Account” has the meaning set forth in Section 2.1 <strong>of</strong> this Agreement.<br />

“Affiliate” means an entity controlling, controlled by, or under common control<br />

with, J.P. Morgan or Customer, as the case may be.<br />

“Applicable Law” means any applicable statute, treaty, rule, regulation or<br />

common law and any applicable decree, injunction, judgment, order, formal<br />

interpretation or ruling issued by a court or governmental entity.<br />

“Authorized Person” means any person who has been designated by written<br />

notice from Customer in the form as provided by J.P. Morgan (or by written notice<br />

in the form as provided by J.P. Morgan from any agent designated by Customer,<br />

including, without limitation, an investment manager) to act on behalf <strong>of</strong> Customer<br />

under this Agreement and any person who has been given an access code by a<br />

security administrator appointed by Customer which allows the provision <strong>of</strong><br />

Instructions. Such persons will continue to be Authorized Persons until such time<br />

as J.P. Morgan receives and has had reasonable time to act upon Instructions from<br />

Customer (or its agent) that any such person is no longer an Authorized Person.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

“Cash Account” has the meaning set forth in Section 2.1(a)(ii).<br />

“Confidential Information” means and includes all non-public information concerning<br />

Customer or the Accounts which J.P. Morgan receives in the course <strong>of</strong> providing<br />

services under this Agreement. Nevertheless, the term Confidential Information shall<br />

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not include information which is or becomes available to the general public by means<br />

other than J.P. Morgan’s breach <strong>of</strong> the terms <strong>of</strong> this Agreement or information which<br />

J.P. Morgan obtains on a non-confidential basis from a person who is not known to be<br />

subject to any obligation <strong>of</strong> confidence to any person with respect to that information.<br />

“Corporate Action” means any subscription right, bonus issue, stock repurchase plan,<br />

redemption, exchange, tender <strong>of</strong>fer, or similar matter with respect to a Financial<br />

Asset in the Securities Account that requires discretionary action by the beneficial<br />

owner <strong>of</strong> the Financial Asset, but does not include rights with respect to class action<br />

litigation or proxy voting.<br />

“Entitlement Holder” means the person named on the records <strong>of</strong> a Securities<br />

Intermediary as the person having a Securities Entitlement against the Securities<br />

Intermediary.<br />

“Financial Asset” means a Security and refers, as the context requires, either to<br />

the asset itself or to the means by which a person’s claim to it is evidenced,<br />

including a Security, a security certificate or a Securities Entitlement. “Financial<br />

Asset” does not include cash.<br />

“Instruction” means an instruction that has been verified in accordance with a<br />

Security Procedure or, if no Security Procedure is applicable, which J.P. Morgan<br />

believes in good faith to have been given by an Authorized Person.<br />

“J.P. Morgan Indemnitees” means J.P. Morgan, its Affiliates, and their respective<br />

nominees, directors, <strong>of</strong>ficers, employees and agents.<br />

“Liabilities” means any liabilities, losses, claims, costs, damages, penalties, fines,<br />

obligations, taxes (other than taxes based solely on J.P. Morgan’s income) or<br />

expenses <strong>of</strong> any kind whatsoever (including, without limitation, reasonable<br />

attorneys’, accountants’, consultants’ or experts’ fees and disbursements).<br />

“Securities” means shares, stocks, debentures, bonds, notes or other like obligations,<br />

whether issued in certificated or uncertificated form, and any certificates, receipts,<br />

warrants or other instruments representing rights to receive, purchase or subscribe<br />

for the same that are commonly traded or dealt in on securities exchanges or<br />

financial markets or other obligations <strong>of</strong> an issuer, or shares, participations and<br />

interests in an issuer recognized in the country in which it is issued or dealt in as a<br />

medium for investment and any other property as may be acceptable to J.P. Morgan<br />

for the Securities Account.<br />

“Securities Account” means each Securities custody account on J.P. Morgan’s<br />

records to which Financial Assets are or may be credited under this Agreement.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

“Securities Depository” means any securities depository, dematerialized book entry<br />

system or similar system for the central handling <strong>of</strong> Securities.<br />

“Securities Entitlement” means the rights and property interests <strong>of</strong> an Entitlement<br />

Holder with respect to a Financial Asset as set forth in Part 5 <strong>of</strong> Article 8 <strong>of</strong> the<br />

Uniform Commercial Code <strong>of</strong> the State <strong>of</strong> Ohio, as the same may be amended from<br />

time to time.<br />

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(b)<br />

(c)<br />

(d)<br />

“Securities Intermediary” means J.P. Morgan, a Securities Depository and any other<br />

financial institution which in the ordinary course <strong>of</strong> business maintains Securities<br />

custody accounts for others and acts in that capacity.<br />

“Security Procedure” means security procedures to be followed by Customer upon<br />

the issuance <strong>of</strong> an Instruction and/or by J.P. Morgan upon the receipt <strong>of</strong> an<br />

Instruction, so as to enable J.P. Morgan to verify that such Instruction is authorized,<br />

as set forth in service level documentation in effect from time to time between the<br />

parties with respect to the services set forth in this Agreement, or as otherwise<br />

agreed in writing by the parties. A Security Procedure may, without limitation,<br />

involve the use <strong>of</strong> algorithms, codes, passwords, encryption or telephone call backs,<br />

and may be updated by J.P. Morgan from time to time upon notice to Customer.<br />

Customer acknowledges that Security Procedures are designed to verify the<br />

authenticity <strong>of</strong>, and not detect errors in, Instructions. For the avoidance <strong>of</strong> doubt,<br />

the parties agree that a SWIFT message issued in the name <strong>of</strong> Customer through any<br />

third party utility agreed upon by the parties as being a method for providing<br />

Instructions and authenticated in accordance with that utility’s customary procedures<br />

shall be deemed to be an authorized Instruction.<br />

Headings are for reference and convenience only and are not intended to affect<br />

interpretation.<br />

References to Articles and Sections are to Articles and Sections <strong>of</strong> this Agreement<br />

and references to sub-sections and paragraphs are to sub-sections <strong>of</strong> the Sections<br />

and paragraphs <strong>of</strong> the sub-sections in which they appear.<br />

Unless the context requires otherwise, references in this Agreement to “persons”<br />

shall include legal as well as natural entities; references importing the singular<br />

shall include the plural (and vice versa); use <strong>of</strong> the generic masculine pronoun shall<br />

include the feminine; use <strong>of</strong> the term “including” shall be deemed to mean<br />

“including but not limited to,” and references to appendices and numbered<br />

sections shall be to such addenda and provisions herein; all such addenda are<br />

hereby incorporated in this Agreement by reference.<br />

2. WHAT J.P. MORGAN IS REQUIRED TO DO<br />

2.1 Set Up Accounts<br />

(a)<br />

J.P. Morgan will establish and maintain the following accounts (“Accounts”):<br />

(i)<br />

one or more Securities Accounts in the name <strong>of</strong> Customer (or in another<br />

name requested by Customer that is acceptable to J.P. Morgan) for<br />

Financial Assets, which may be held by J.P. Morgan or a Securities<br />

Depository for J.P. Morgan on behalf <strong>of</strong> Customer, including as an<br />

Entitlement Holder; and<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

(ii)<br />

one or more accounts in the name <strong>of</strong> Customer (or in another name<br />

requested by Customer that is acceptable to J.P Morgan) (“Cash Account”)<br />

for any and all cash received by or on behalf <strong>of</strong> J.P. Morgan for the account<br />

<strong>of</strong> Customer. For purposes <strong>of</strong> clarity, “Account” shall consist <strong>of</strong> the<br />

Securities Account and the Cash Account.<br />

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(b)<br />

At the request <strong>of</strong> Customer, additional Accounts may be opened in the future, and<br />

such additional Accounts shall be subject to the terms <strong>of</strong> this Agreement.<br />

(c)<br />

(d)<br />

In the event that Customer requests the opening <strong>of</strong> any additional Account for the<br />

purpose <strong>of</strong> holding collateral pledged by Customer to a securities exchange,<br />

clearing corporation, or other central counterparty (a “Counterparty”) to secure<br />

trading activity by Customer, or the pledge to a Counterparty <strong>of</strong> cash or individual<br />

Securities held in an Account, that Account (or the pledged cash or Securities) shall<br />

be subject to the collateral arrangements in effect between J.P. Morgan and the<br />

Counterparty in addition to the terms <strong>of</strong> this Agreement.<br />

J.P. Morgan’s obligation to open Accounts pursuant to Section 2.1(a) is conditional<br />

upon J.P. Morgan receiving such <strong>of</strong> the following documents as J.P. Morgan may<br />

require:<br />

(i)<br />

(ii)<br />

(iii)<br />

(iv)<br />

(v)<br />

2.2 Cash Account<br />

(a)<br />

(b)<br />

a certified copy <strong>of</strong> Customer's constitutional documents as currently in<br />

force;<br />

evidence reasonably satisfactory to J.P. Morgan <strong>of</strong> the due authorization<br />

and execution <strong>of</strong> this Agreement by Customer (for example by a certified<br />

copy <strong>of</strong> a resolution <strong>of</strong> Customer's board <strong>of</strong> directors or equivalent<br />

governing body, substantially in the form set out in Schedule 1);<br />

a letter to open accounts and appoint any investment managers<br />

substantially in the form as provided by J.P. Morgan;<br />

for each investment manager appointed, an investment manager<br />

certification, substantially in the form as provided by J.P. Morgan; and<br />

in the case <strong>of</strong> any Account opened in a name not that <strong>of</strong> Customer,<br />

documentation with respect to that name similar to that set forth in subsections<br />

(i) – (iv).<br />

Any amount standing to the credit <strong>of</strong> the Cash Account is a debt due to Customer<br />

from J.P. Morgan as banker. Except as otherwise provided in Instructions<br />

acceptable to J.P. Morgan, all cash held in the Cash Account will be deposited<br />

during the period it is credited to the Accounts in one or more deposit accounts at<br />

J.P. Morgan.<br />

Any amounts credited by J.P. Morgan to the Cash Account on the basis <strong>of</strong> a notice<br />

or an interim credit from a third party, may be reversed if J.P. Morgan does not<br />

receive final payment in a timely manner. J.P. Morgan will notify Customer<br />

promptly <strong>of</strong> any such reversal.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

(c)<br />

Whenever Customer instructs J.P. Morgan to do so, J.P. Morgan will arrange for the<br />

automatic investment <strong>of</strong> cash in the Cash Account in mutual funds (including,<br />

without limitation, the J.P. Morgan Money Market Funds and any other mutual fund<br />

with respect to which J.P. Morgan or an Affiliate <strong>of</strong> J.P. Morgan serves as an<br />

investment adviser, administrator, shareholder servicing agent, and/or custodian<br />

or subcustodian, and regardless <strong>of</strong> whether or not J.P. Morgan or its Affiliate<br />

receives any fees for services rendered to any such mutual fund in addition to the<br />

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fees received by J.P. Morgan pursuant to this Agreement, all <strong>of</strong> which such fees<br />

J.P. Morgan is specifically authorized to retain) which J.P. Morgan makes available<br />

for such purposes and which Customer selects through Instructions to J.P. Morgan.<br />

Furthermore, in this regard, J.P. Morgan is directed automatically to arrange for<br />

the redemption <strong>of</strong> such mutual fund shares as may be necessary to avoid any<br />

potential overdraft hereunder that J.P. Morgan perceives, based upon the<br />

information available to J.P. Morgan at the time <strong>of</strong> such redemption or withdrawal.<br />

Customer agrees that it will read the prospectus for any mutual fund prior to<br />

investing and acknowledges that investments in mutual fund shares are not insured<br />

by the Federal Deposit Insurance Corporation (“FDIC”) and are not obligations <strong>of</strong><br />

or guaranteed by J.P. Morgan. Customer further acknowledges that certain<br />

services for which J.P. Morgan is paid fees by mutual funds in which Customer<br />

invests may overlap with the services J.P. Morgan provides under this Agreement.<br />

2.3 Segregation <strong>of</strong> Assets; Nominee Name<br />

(a)<br />

(b)<br />

J.P. Morgan will identify in its books that Financial Assets credited to Customer’s<br />

Securities Account belong to Customer (except as otherwise may be agreed by<br />

J.P. Morgan and Customer).<br />

J.P. Morgan is authorized, in its discretion:<br />

(i)<br />

(ii)<br />

(iii)<br />

(iv)<br />

2.4 Settlement <strong>of</strong> Transactions<br />

to hold in bearer form, such Financial Assets as are customarily held in<br />

bearer form or are delivered to J.P. Morgan in bearer form;<br />

to hold Financial Assets in or deposit Financial Assets with any Securities<br />

Depository or settlement system;<br />

to hold Financial Assets in omnibus accounts on a fungible basis and to<br />

accept delivery <strong>of</strong> Financial Assets <strong>of</strong> the same class and denomination as<br />

those deposited with J.P. Morgan; and<br />

to register in the name <strong>of</strong> Customer, J.P. Morgan, a Securities Depository,<br />

or their respective nominees, such Financial Assets as are customarily held<br />

in registered form.<br />

Subject to Article 3 and Section 4.2 <strong>of</strong> this Agreement, J.P. Morgan will act in accordance<br />

with Instructions with respect to the settlement <strong>of</strong> transactions. Settlement <strong>of</strong><br />

transactions will be conducted in accordance with prevailing standards <strong>of</strong> the market in<br />

which the transaction occurs. Without limiting the generality <strong>of</strong> the foregoing, Customer<br />

authorizes J.P. Morgan to deliver Securities or payment in accordance with applicable<br />

market practice in advance <strong>of</strong> receipt or settlement <strong>of</strong> consideration expected in<br />

connection with such delivery or payment, and Customer acknowledges and agrees that<br />

such action alone will not <strong>of</strong> itself constitute negligence, fraud, or willful misconduct <strong>of</strong><br />

J.P. Morgan, and the risk <strong>of</strong> loss arising from any such action will be borne by Customer.<br />

In the case <strong>of</strong> the failure <strong>of</strong> Customer’s counterparty (or other appropriate party) to<br />

deliver the expected consideration as agreed, J.P. Morgan will contact the counterparty to<br />

seek settlement and will notify Customer <strong>of</strong> such failure. If Customer’s counterparty<br />

continues to fail to deliver the expected consideration, J.P. Morgan will provide<br />

information reasonably requested by Customer that J.P. Morgan has in its possession to<br />

allow Customer to enforce rights that Customer has against Customer’s counterparty, but<br />

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J.P. Morgan will not be obliged to institute legal proceedings, file pro<strong>of</strong> <strong>of</strong> claim in any<br />

insolvency proceeding or take any similar action.<br />

2.5 Contractual Settlement Date Accounting<br />

(a)<br />

(b)<br />

J.P. Morgan will effect book entries on a contractual settlement date accounting<br />

basis as described below with respect to the settlement <strong>of</strong> transactions in those<br />

markets where J.P. Morgan generally <strong>of</strong>fers contractual settlement date<br />

accounting.<br />

(i)<br />

(ii)<br />

Sales: On the settlement date for a sale, J.P. Morgan will credit the Cash<br />

Account with the proceeds <strong>of</strong> the sale and, if not already delivered,<br />

transfer the relevant Financial Assets to an account at J.P. Morgan pending<br />

settlement <strong>of</strong> the transaction.<br />

Purchases: On the settlement date for a purchase (or earlier, if market<br />

practice requires delivery <strong>of</strong> the purchase price before the settlement<br />

date), J.P. Morgan will debit the Cash Account for the settlement amount<br />

and credit a separate account at J.P. Morgan. J.P. Morgan then will post<br />

the Securities Account as awaiting receipt <strong>of</strong> the expected Financial Assets.<br />

Customer will not be entitled to the delivery <strong>of</strong> Financial Assets until<br />

J.P. Morgan actually receives them.<br />

J.P. Morgan reserves the right to restrict in good faith the availability <strong>of</strong><br />

contractual settlement date accounting for credit or operational reasons.<br />

J.P. Morgan may reverse any debit or credit made pursuant to Section 2.5(a) prior<br />

to a transaction's actual settlement, upon notice to Customer, in cases where<br />

J.P. Morgan reasonably believes that the transaction will not settle in the ordinary<br />

course within a reasonable time. Customer will be responsible for any costs or<br />

Liabilities resulting from such reversal. Customer acknowledges that the<br />

procedures described in Section 2.5 are <strong>of</strong> an administrative nature, and<br />

J.P. Morgan does not undertake to make loans and/or Financial Assets available to<br />

Customer.<br />

2.6 Actual Settlement Date Accounting<br />

With respect to any settlement <strong>of</strong> a transaction that is not posted to the Account on the<br />

contractual settlement date as referred to in Section 2.5, J.P. Morgan will post such<br />

transaction on the date on which the cash or Financial Assets received as consideration for<br />

the transaction is actually received and settled by J.P. Morgan.<br />

2.7 Income Collection<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

(a)<br />

J.P. Morgan will monitor information publicly available in the applicable market<br />

about forthcoming income payments on the Financial Assets.<br />

(b)<br />

Unless Customer is notified otherwise, J.P. Morgan will credit the Cash Account<br />

with income and redemption proceeds on Financial Assets on or after the<br />

anticipated payment date, net <strong>of</strong> any taxes that are withheld by J.P. Morgan or any<br />

third party (“Auto Credit”). J.P. Morgan may reverse such credits to Customer if<br />

J.P. Morgan believes that the corresponding payment will not be received by<br />

J.P. Morgan within a reasonable period or the credit was incorrect.<br />

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(c)<br />

In markets where J.P. Morgan does not provide an Auto Credit service, income and<br />

redemption proceeds on Financial Assets, net <strong>of</strong> any taxes withheld by J.P. Morgan<br />

or any third party, will be credited only after actual receipt and reconciliation by<br />

J.P. Morgan.<br />

(d)<br />

J.P. Morgan will use reasonable efforts in its discretion to contact appropriate<br />

parties to collect unpaid interest, dividends or redemption proceeds, but<br />

J.P. Morgan will not be obliged to file any formal notice <strong>of</strong> default, institute legal<br />

proceedings, file pro<strong>of</strong> <strong>of</strong> claim in any insolvency proceeding or take any similar<br />

action.<br />

2.8 Miscellaneous Administrative Duties<br />

(a)<br />

(b)<br />

(c)<br />

Until J.P. Morgan receives Instructions to the contrary, J.P. Morgan will:<br />

(i)<br />

(ii)<br />

(iii)<br />

2.9 Corporate Actions<br />

(a)<br />

present all Financial Assets for which J.P. Morgan has received notice <strong>of</strong> a<br />

call for redemption or that have otherwise matured, and all income and<br />

interest coupons and other income items that call for payment upon<br />

presentation;<br />

execute in the name <strong>of</strong> Customer such certificates as may be required to<br />

obtain payment in respect <strong>of</strong> Financial Assets; and<br />

exchange interim or temporary documents <strong>of</strong> title held in the Securities<br />

Account for definitive documents <strong>of</strong> title.<br />

In the event that, as a result <strong>of</strong> holding Financial Assets in an omnibus account,<br />

Customer receives fractional interests in Financial Assets arising out <strong>of</strong> a Corporate<br />

Action or class action, J.P. Morgan will credit Customer with the amount <strong>of</strong> cash it<br />

would have received had the Financial Assets not been held in an omnibus account,<br />

and Customer shall relinquish to J.P. Morgan its interest in such fractional interests.<br />

If some, but not all, <strong>of</strong> an outstanding class <strong>of</strong> Financial Assets is called for<br />

redemption, J.P. Morgan may allot the amount redeemed among the respective<br />

beneficial holders <strong>of</strong> such a class <strong>of</strong> Financial Assets on a pro rata basis or in a<br />

similar manner J.P. Morgan deems fair and equitable.<br />

J.P. Morgan will act in accordance with local market practice to obtain information<br />

concerning Corporate Actions that is publicly available in the local market.<br />

J.P. Morgan also will review information obtained from sources to which<br />

J.P. Morgan subscribes for information concerning such Corporate Actions.<br />

J.P. Morgan will promptly provide that information (or summaries that reflect the<br />

material points concerning the applicable Corporate Action) to Customer or its<br />

Authorized Person.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

(b)<br />

J.P. Morgan will act in accordance with Customer’s Instructions in relation to such<br />

Corporate Actions. If Customer fails to provide J.P. Morgan with timely Instructions<br />

with respect to any Corporate Action, neither J.P. Morgan nor its nominees will<br />

take any action in relation to that Corporate Action, except as otherwise agreed in<br />

writing by J.P. Morgan and Customer or as may be set forth by J.P. Morgan as a<br />

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default action in the notification it provides under Section 2.9(a) with respect to<br />

that Corporate Action.<br />

2.10 Class Action Litigation<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

(e)<br />

(f)<br />

Any notices received by J.P. Morgan’s corporate actions department about settled<br />

securities class action litigation that requires action by affected owners <strong>of</strong> the<br />

underlying Financial Assets will be promptly notified to Customer if J.P. Morgan,<br />

using reasonable care in the circumstances, identifies that Customer was a<br />

shareholder and held the relevant Financial Assets in custody with J.P. Morgan at<br />

the relevant time. <strong>The</strong> services set forth in this Section 2.10 are available only in<br />

certain markets, details <strong>of</strong> which are available from J.P. Morgan on request.<br />

J.P. Morgan shall make class action filings on behalf <strong>of</strong> Customer where, according to<br />

J.P. Morgan’s records, Customer is eligible to participate. J.P. Morgan will make<br />

such filings in respect <strong>of</strong> Customer’s Financial Assets holdings, unless Customer has<br />

timely directed J.P. Morgan not to file the class action.<br />

After this Agreement is terminated, J.P. Morgan will continue to make filings in the<br />

name <strong>of</strong> Customer in respect to such notices; however, no notification there<strong>of</strong> shall<br />

be sent to Customer. Any proceeds received shall be sent to Customer at Customer’s<br />

last recorded address.<br />

By making these filings for Customer, J.P. Morgan is not representing any view in<br />

relation to any class action, nor is J.P. Morgan making any representation or warrant<br />

as to the likely outcome <strong>of</strong> any such class action, participation in which is done<br />

wholly with Customer’s consent and at Customer’s risk.<br />

Customer acknowledges that in relation to any securities class action it is<br />

important that only one claim is filed on Customer’s behalf in respect <strong>of</strong> a<br />

custodial holding or securities transaction. If, in the same securities class action,<br />

multiple claims are submitted on Customer’s behalf for the same custodial holding,<br />

then all such claims might be rejected by the claims administrator. <strong>The</strong>refore,<br />

where a claim is to be submitted by J.P. Morgan, Customer agrees that no other<br />

party will submit a claim on Customer’s behalf for the same custodial holding or<br />

securities transaction in the same securities class action and J.P. Morgan shall have<br />

no duty to check whether any other claims have been filed by any third party on<br />

Customer’s behalf in the same securities class action. J.P. Morgan will have no<br />

responsibility in the event that a claim is rejected on the basis that a duplicate<br />

claim has been filed by Customer or another party.<br />

Customer agrees that J.P. Morgan’s annual aggregate liability with respect to losses<br />

arising out <strong>of</strong> the class action filings provided under this Agreement (whether for<br />

breach <strong>of</strong> contract, tort, or otherwise, but excluding losses caused by fraud on the<br />

part <strong>of</strong> J.P. Morgan) that may be incurred during any calendar year shall not exceed<br />

the lesser <strong>of</strong> (i) fees paid or payable by Customer under this Agreement during such<br />

calendar year or (ii) USD 30,000, and that this shall be Customer’s exclusive remedy.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

2.11 Proxies<br />

(a)<br />

J.P. Morgan will monitor information distributed to holders <strong>of</strong> Financial Assets<br />

about upcoming shareholder meetings, promptly notify Customer or Authorized<br />

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Person <strong>of</strong> such information and, subject to Section 2.11(c), act in accordance with<br />

Customer’s Instructions in relation to such meetings (the “Proxy Voting Service”).<br />

(b)<br />

<strong>The</strong> Proxy Voting Service is available only in certain markets, details <strong>of</strong> which are<br />

available from J.P. Morgan on request. Provision <strong>of</strong> the Proxy Voting Service is<br />

conditional upon receipt by J.P. Morgan <strong>of</strong> any additional documentation that may<br />

be required for certain markets.<br />

(c)<br />

(d)<br />

<strong>The</strong> Proxy Voting Service does not include physical attendance at shareholder<br />

meetings. Requests for physical attendance at shareholder meetings can be made<br />

but they will be evaluated and agreed to by J.P. Morgan on a case by case basis.<br />

Customer acknowledges that the provision <strong>of</strong> the Proxy Voting Service may be<br />

precluded or restricted under a variety <strong>of</strong> circumstances. <strong>The</strong>se circumstances<br />

include, but are not limited to:<br />

(i)<br />

(ii)<br />

(iii)<br />

(iv)<br />

(v)<br />

2.12 Statements <strong>of</strong> Account<br />

(a)<br />

(b)<br />

the Financial Assets being on loan or out for registration;<br />

the pendency <strong>of</strong> conversion or another Corporate Action;<br />

the Financial Assets being held in a margin or collateral account at<br />

J.P. Morgan or another bank or broker, or otherwise in a manner which<br />

affects voting;<br />

local market regulations or practices, or restrictions by the issuer; and<br />

J.P. Morgan being required to vote all shares held for a particular issue for<br />

all <strong>of</strong> J.P. Morgan’s customers on a net basis (i.e., a net yes or no vote<br />

based on voting instructions received from all its customers). Where this is<br />

the case, J.P. Morgan will notify Customer.<br />

J.P. Morgan will provide Customer with a statement <strong>of</strong> account for each Account,<br />

identifying cash and Financial Assets held in the Account and any transfers to and<br />

from the Account. Statements <strong>of</strong> account may be delivered electronically or online<br />

over the Internet in accordance with the agreed-upon frequency for<br />

statements <strong>of</strong> account and are deemed delivered when sent electronically or<br />

posted on the Internet. Customer will review its statement <strong>of</strong> account and give<br />

J.P. Morgan written notice <strong>of</strong> (i) any suspected error or omission or (ii) non-receipt<br />

<strong>of</strong> a statement <strong>of</strong> account within a reasonable time after the statement <strong>of</strong> account<br />

is sent or made available to Customer, as the case may be.<br />

Customer acknowledges that information available to it electronically with respect<br />

to transactions posted after the close <strong>of</strong> the prior business day may not be<br />

accurate due to mis-postings, delays in updating Account records, and other causes.<br />

J.P. Morgan will not be liable for any loss or damage arising out <strong>of</strong> any such<br />

information accessed electronically that is subsequently updated or corrected by<br />

the close <strong>of</strong> business on the first business day after the original transaction was<br />

posted.<br />

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2.13 Access to J.P. Morgan’s Records<br />

(a)<br />

J.P. Morgan will allow Customer's auditors and independent public accountants<br />

such reasonable access to the records <strong>of</strong> J.P. Morgan relating to the Accounts as is<br />

required in connection with their examination <strong>of</strong> books and records pertaining to<br />

Customer's affairs.<br />

(b)<br />

2.14 Tax Reclaims<br />

J.P. Morgan will, upon reasonable written notice, allow Customer reasonable<br />

access during normal working hours to the records <strong>of</strong> J.P. Morgan relating to the<br />

Accounts. J.P. Morgan may impose reasonable restrictions on the number <strong>of</strong><br />

individuals allowed access, the frequency and length <strong>of</strong> such access, and the scope<br />

<strong>of</strong> the records made available. Customer shall reimburse J.P. Morgan for the<br />

reasonable cost <strong>of</strong> copying, collating and researching archived information.<br />

J.P. Morgan will provide tax reclaims as provided in Section 8.2.<br />

2.15 Notification<br />

If Customer has agreed to access information concerning the Accounts through<br />

J.P. Morgan’s website, J.P. Morgan may make any notifications required under this<br />

Agreement by posting it on the website.<br />

3. INSTRUCTIONS<br />

3.1 Acting on Instructions; Method <strong>of</strong> Instruction and Unclear Instructions<br />

(a)<br />

(b)<br />

(c)<br />

Customer authorizes J.P. Morgan to accept, rely upon and/or act upon any<br />

Instructions received by it without inquiry. Customer will indemnify J.P. Morgan<br />

Indemnitees against, and hold each <strong>of</strong> them harmless from, any Liabilities that may<br />

be imposed on, incurred by, or asserted against J.P. Morgan Indemnitees as a<br />

result <strong>of</strong> any action or omission taken in accordance with any Instruction.<br />

To the extent possible, instructions to J.P. Morgan shall be sent via electronic<br />

instruction or trade information system acceptable to J.P. Morgan or via facsimile<br />

transmission. In lieu <strong>of</strong> facsimile transmission, where reasonably practicable,<br />

Customer will use automated and electronic methods <strong>of</strong> sending Instructions.<br />

J.P. Morgan shall promptly notify an Authorized Person if J.P. Morgan determines<br />

that an Instruction does not contain all information reasonably necessary for<br />

J.P. Morgan to carry out the Instruction. J.P. Morgan may decline to act upon an<br />

Instruction if it does not receive clarification or confirmation satisfactory to it.<br />

J.P. Morgan will not be liable for any loss arising from any reasonable delay in<br />

carrying out any such Instruction while it seeks information, clarification or<br />

confirmation or in declining to act upon any Instruction for which it does not<br />

receive clarification satisfactory to it.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

(d)<br />

In executing or paying a payment order, J.P. Morgan may rely upon the identifying<br />

number (e.g., Fedwire routing number or account) <strong>of</strong> any party as instructed in the<br />

payment order. Customer assumes full responsibility for any inconsistency<br />

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etween the name and identifying number <strong>of</strong> any party in payment orders issued to<br />

J.P. Morgan in Customer’s name.<br />

3.2 Verification and Security Procedures<br />

(a)<br />

(b)<br />

J.P. Morgan and Customer shall comply with any applicable Security Procedures<br />

with respect to the delivery or authentication <strong>of</strong> Instructions and shall ensure that<br />

any codes, passwords or similar devices are reasonably safeguarded.<br />

Either party may record any <strong>of</strong> their telephone communications.<br />

3.3 Instructions Contrary to Law/Market Practice<br />

J.P. Morgan need not act upon Instructions which it reasonably believes to be contrary to<br />

law, regulation or market practice and J.P. Morgan shall be under no duty to investigate<br />

whether any Instructions comply with Applicable Law or market practice. In the event<br />

J.P. Morgan does not act upon such Instructions, J.P. Morgan will notify Customer where<br />

reasonably practicable.<br />

3.4 Cut-Off Times<br />

J.P. Morgan has established cut-<strong>of</strong>f times for receipt <strong>of</strong> Instructions, which will be made<br />

available to Customer. If J.P. Morgan receives an Instruction after its established cut-<strong>of</strong>f<br />

time, J.P. Morgan will attempt to act upon the Instruction on the day requested if<br />

J.P. Morgan deems it practicable to do so or otherwise as soon as practicable after that<br />

day.<br />

3.5 Electronic Access<br />

Access by Customer to certain applications or products <strong>of</strong> J.P. Morgan via J.P. Morgan’s<br />

web site or otherwise shall be governed by this Agreement and the terms and conditions<br />

set forth in Annex A.<br />

4. FEES, EXPENSES AND OTHER AMOUNTS OWING TO J.P. MORGAN<br />

4.1 Fees and Expenses<br />

Customer will pay J.P. Morgan for its services under this Agreement such fees as may be<br />

agreed upon in writing from time to time, together with J.P. Morgan's reasonable<br />

out-<strong>of</strong>-pocket or incidental expenses, including, but not limited to, legal fees and tax or<br />

related fees incidental to processing charged directly or indirectly by governmental<br />

authorities, issuers, or their agents. Invoices will be payable within thirty (30) days <strong>of</strong> the<br />

date <strong>of</strong> the invoice. If Customer disputes an invoice, it shall nevertheless pay, on or<br />

before the date that payment is due, such portion <strong>of</strong> the invoice that is not subject to a<br />

bona fide dispute. J.P. Morgan may deduct amounts invoiced from the Cash Account<br />

except to the extent that Customer has objected to the invoice within thirty (30) days <strong>of</strong><br />

the date <strong>of</strong> the invoice (or such other period as the parties may agree in writing). Without<br />

prejudice to J.P. Morgan’s other rights, J.P. Morgan reserves the right to charge interest<br />

on overdue amounts from the due date until actual payment at such rate as J.P. Morgan<br />

customarily charges for similar overdue amounts.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

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4.2 Overdrafts<br />

If a debit to the Cash Account results (or will result) in a debit balance, then J.P. Morgan<br />

may, in its discretion, (i) advance an amount equal to the overdraft, (ii) refuse to settle in<br />

whole or in part the transaction causing such debit balance, or (iii) if any such transaction<br />

is posted to the Securities Account, reverse any such posting. If J.P. Morgan elects to<br />

make such an advance, the advance will be deemed a loan to Customer, payable on<br />

demand, bearing interest at the applicable rate charged by J.P. Morgan from time to time,<br />

for such overdrafts, from the date <strong>of</strong> such advance to the date <strong>of</strong> payment (including after<br />

the date any judgment may be entered against Customer with respect to any overdraft)<br />

and otherwise on the terms on which J.P. Morgan makes similar overdrafts available from<br />

time to time. No prior action or course <strong>of</strong> dealing on J.P. Morgan’s part with respect to<br />

the settlement <strong>of</strong> transactions on Customer’s behalf will be asserted by Customer against<br />

J.P. Morgan for J.P. Morgan’s refusal to make advances to the Cash Account or to settle<br />

any transaction for which Customer does not have sufficient available funds in the Account.<br />

Customer shall be deemed to be in default with respect to any such advance upon the<br />

occurrence <strong>of</strong> any event <strong>of</strong> the type specified in section 365(e)(1) <strong>of</strong> the U.S. Bankruptcy<br />

Code, as amended from time to time.<br />

4.3 J.P. Morgan’s Right Over Securities; Set-<strong>of</strong>f<br />

(a)<br />

(b)<br />

Without prejudice to J.P. Morgan’s rights under Applicable Law, J.P. Morgan and<br />

its Affiliates shall have, and Customer grants to J.P. Morgan a security interest in<br />

and a lien on the Financial Assets held in the Securities Account and as security for<br />

any and all Liabilities outstanding from time to time (whether actual or contingent)<br />

<strong>of</strong> Customer to J.P. Morgan or any <strong>of</strong> its Affiliates, and J.P. Morgan shall be<br />

entitled without notice to Customer, to withhold delivery <strong>of</strong> such Financial Assets,<br />

sell or otherwise realize any <strong>of</strong> such Financial Assets and to apply the proceeds and<br />

any other monies credited to the Cash Account in satisfaction <strong>of</strong> such Liabilities.<br />

Without prejudice to J.P. Morgan’s rights under Applicable Law, J.P. Morgan may<br />

set <strong>of</strong>f against any Liabilities <strong>of</strong> Customer to J.P. Morgan or any <strong>of</strong> its Affiliates any<br />

amount in any currency standing to the credit <strong>of</strong> any <strong>of</strong> Customer’s accounts<br />

(whether deposit or otherwise) with any J.P. Morgan branch or <strong>of</strong>fice or with any<br />

Affiliate <strong>of</strong> J.P. Morgan. For this purpose, J.P. Morgan shall be entitled to<br />

accelerate the maturity <strong>of</strong> any fixed term deposits.<br />

5. USE OF SECURITIES DEPOSITORIES<br />

(a)<br />

(b)<br />

J.P. Morgan may deposit Financial Assets with, and hold Financial Assets in any Securities<br />

Depository on such terms as such Securities Depository customarily operates and Customer<br />

will provide J.P. Morgan with such documentation or acknowledgements that J.P. Morgan<br />

may require to hold the Financial Assets in such Securities Depository.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

J.P. Morgan is not responsible for the selection or monitoring <strong>of</strong> any Securities Depository<br />

and will not be liable for any act or omission by (or the insolvency <strong>of</strong>) any Securities<br />

Depository. In the event Customer incurs a loss due to the negligence, willful misconduct,<br />

or insolvency <strong>of</strong> a Securities Depository, J.P. Morgan will make reasonable efforts, in its<br />

discretion, to seek recovery from the Securities Depository, but J.P. Morgan will not be<br />

obligated to institute legal proceedings, file pro<strong>of</strong> <strong>of</strong> claim in any insolvency proceeding,<br />

or take any similar action.<br />

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6. ADDITIONAL PROVISIONS<br />

6.1 Representations <strong>of</strong> Customer and J.P. Morgan<br />

(a)<br />

(b)<br />

Customer represents, warrants and covenants that (i) it has full authority and<br />

power, and has obtained all necessary authorizations and consents, to deposit and<br />

control the Financial Assets and cash in the Accounts, to use J.P. Morgan as its<br />

custodian in accordance with the terms <strong>of</strong> this Agreement, to borrow money (both<br />

any short term or intraday borrowings in order to settle transactions prior to<br />

receipt <strong>of</strong> covering funds) and grant a lien over Financial Assets as contemplated<br />

by Section 4.3; (ii) assuming execution and delivery <strong>of</strong> this Agreement by<br />

J.P. Morgan, this Agreement is Customer’s legal, valid and binding obligation,<br />

enforceable against Customer in accordance with its terms and it has full power<br />

and authority to enter into and has taken all necessary corporate action to<br />

authorize the execution <strong>of</strong> this Agreement; (iii) it has not relied on any oral or<br />

written representation made by J.P. Morgan or any person on its behalf, and<br />

acknowledges that this Agreement sets out to the fullest extent the duties <strong>of</strong><br />

J.P. Morgan; (iv) J.P. Morgan may rely upon the certification <strong>of</strong> such other facts as<br />

may be required to administer J.P. Morgan’s obligations under this Agreement and<br />

Customer shall indemnify J.P. Morgan against all losses, liability, claims or<br />

demands arising directly or indirectly from any such certifications; and (v) it is a<br />

resident <strong>of</strong> the U.S. and shall notify J.P. Morgan <strong>of</strong> any changes in residency.<br />

J.P. Morgan represents and warrants that (i) assuming execution and delivery <strong>of</strong><br />

this Agreement by Customer, this Agreement is J.P. Morgan’s legal, valid and<br />

binding obligation, enforceable against J.P. Morgan in accordance with its terms<br />

and (ii) it has full power and authority to enter into and has taken all necessary<br />

corporate action to authorize the execution <strong>of</strong> this Agreement.<br />

6.2 Customer to Provide Certain Information to J.P. Morgan<br />

Upon request, Customer will promptly provide to J.P. Morgan such information about itself<br />

and its financial status as J.P. Morgan may reasonably request, including Customer’s<br />

organizational documents and its current audited and unaudited financial statements.<br />

Upon J.P. Morgan’s request, Customer shall provide to J.P. Morgan such similar<br />

information concerning any person other than Customer in whose name any Account is<br />

opened.<br />

6.3 Customer is Liable to J.P. Morgan Even if it is Acting for Another Person<br />

If Customer is acting as an agent or for another person as envisaged in Section 2.1(a) in<br />

respect <strong>of</strong> any transaction, cash or Financial Asset, J.P. Morgan nevertheless will treat<br />

Customer as its principal for all purposes under this Agreement. In this regard, Customer<br />

will be liable to J.P. Morgan as a principal in respect <strong>of</strong> any transactions relating to the<br />

Account. <strong>The</strong> foregoing will not affect any rights J.P. Morgan might have against<br />

Customer's principal or the other person envisaged by Section 2.1(a).<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

6.4 Special Settlement Services<br />

J.P. Morgan may, but shall not be obliged to, make available to Customer from time to<br />

time special settlement services (including continuous linked settlement) for transactions<br />

involving Securities, cash, foreign exchange, and other instruments or contracts.<br />

Customer shall comply, and shall cause its Authorized Persons to comply, with the<br />

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equirements <strong>of</strong> any external settlement agency through which such settlements may be<br />

processed, including, without limitation, its rules and by-laws, where applicable.<br />

7. WHEN J.P. MORGAN IS LIABLE TO CUSTOMER<br />

7.1 Standard <strong>of</strong> Care; Liability<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

J.P. Morgan will use reasonable care in performing its obligations under this<br />

Agreement. J.P. Morgan will not be in violation <strong>of</strong> this Agreement with respect to<br />

any matter as to which it has satisfied its obligation <strong>of</strong> reasonable care.<br />

J.P. Morgan will be liable for Customer’s direct damages to the extent they result<br />

from J.P. Morgan’s fraud, negligence or willful misconduct in performing its duties<br />

as set out in this Agreement. Nevertheless, under no circumstances will<br />

J.P. Morgan be liable for any indirect, incidental, consequential or special damages<br />

(including, without limitation, lost pr<strong>of</strong>its) <strong>of</strong> any form incurred by any person or<br />

entity, whether or not foreseeable and regardless <strong>of</strong> the type <strong>of</strong> action in which<br />

such a claim may be brought, with respect to the Accounts, J.P. Morgan’s<br />

performance under this Agreement, or J.P. Morgan’s role as custodian.<br />

Customer will indemnify the J.P. Morgan Indemnitees against, and hold them<br />

harmless from, any Liabilities that may be imposed on, incurred by or asserted<br />

against any <strong>of</strong> the J.P. Morgan Indemnitees in connection with or arising out <strong>of</strong> (i)<br />

J.P. Morgan’s performance under this Agreement, provided the J.P. Morgan<br />

Indemnitees have not acted with negligence or engaged in fraud or willful<br />

misconduct in connection with the Liabilities in question or (ii) any J.P. Morgan<br />

Indemnitees’ status as a holder <strong>of</strong> record <strong>of</strong> Customer’s Financial Assets.<br />

Without limiting Subsections 7.1(a), (b) or (c), Customer agrees that J.P. Morgan<br />

provides no service in relation to, and therefore has no duty or responsibility to:<br />

(i)<br />

(ii)<br />

(iii)<br />

(iv)<br />

question Instructions or make any suggestions to Customer or an Authorized<br />

Person regarding such Instructions;<br />

supervise or make recommendations with respect to investments or the<br />

retention <strong>of</strong> Financial Assets;<br />

advise Customer or an Authorized Person regarding any default in the<br />

payment <strong>of</strong> principal or income <strong>of</strong> any Security other than as provided in<br />

Section 2.7(b) <strong>of</strong> this Agreement; or<br />

evaluate or report to Customer or an Authorized Person regarding the<br />

financial condition <strong>of</strong> any broker, agent or other party to which J.P. Morgan<br />

is instructed to deliver Financial Assets or cash.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

7.2 Force Majeure<br />

J.P. Morgan will maintain and update from time to time business continuation and disaster<br />

recovery procedures with respect to its custody business that it determines from time to<br />

time meet reasonable commercial standards. J.P. Morgan will have no liability, however,<br />

for any damage, loss, expense or liability <strong>of</strong> any nature that Customer may suffer or incur,<br />

caused by an act <strong>of</strong> God, fire, flood, civil or labor disturbance, war, terrorism, act <strong>of</strong> any<br />

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governmental authority or other act or threat <strong>of</strong> any authority (de jure or de facto), legal<br />

constraint, fraud or forgery (other than on the part <strong>of</strong> J.P. Morgan or its employees),<br />

malfunction <strong>of</strong> equipment or s<strong>of</strong>tware (except where such malfunction is primarily and<br />

directly attributable to J.P. Morgan’s negligence in maintaining the equipment or<br />

s<strong>of</strong>tware), failure <strong>of</strong> or the effect <strong>of</strong> rules or operations <strong>of</strong> any external funds transfer<br />

system, inability to obtain or interruption <strong>of</strong> external communications facilities, or any<br />

other cause beyond the reasonable control <strong>of</strong> J.P. Morgan (including, without limitation,<br />

the non-availability <strong>of</strong> appropriate foreign exchange).<br />

7.3 J.P. Morgan May Consult With Counsel<br />

J.P. Morgan will be entitled to rely on, and may act upon the advice <strong>of</strong> pr<strong>of</strong>essional<br />

advisers in relation to matters <strong>of</strong> law, regulation or market practice (which may be the<br />

pr<strong>of</strong>essional advisers <strong>of</strong> Customer), and will not be liable to Customer under this<br />

Agreement for any action taken or omitted pursuant to such advice.<br />

7.4 J.P. Morgan Provides Diverse Financial Services and May Generate Pr<strong>of</strong>its as a Result<br />

Customer hereby authorizes J.P. Morgan to act under this Agreement notwithstanding that:<br />

(a) J.P. Morgan or any <strong>of</strong> its divisions, branches or Affiliates may have a material interest<br />

in transactions entered into by Customer with respect to the Account or that<br />

circumstances are such that J.P. Morgan may have a potential conflict <strong>of</strong> duty or interest,<br />

including the fact that J.P. Morgan or its Affiliates may act as a market maker in the<br />

Financial Assets to which Instructions relate, provide brokerage services to other<br />

customers, act as financial adviser to the issuer <strong>of</strong> such Financial Assets, act in the same<br />

transaction as agent for more than one customer, have a material interest in the issue <strong>of</strong><br />

the Financial Assets; or earn pr<strong>of</strong>its from any <strong>of</strong> the activities listed herein and (b)<br />

J.P. Morgan or any <strong>of</strong> its divisions, branches or Affiliates may be in possession <strong>of</strong><br />

information tending to show that the Instructions received may not be in the best interests<br />

<strong>of</strong> Customer. J.P. Morgan is not under any duty to disclose any such information.<br />

7.5 Assets Held Outside J.P. Morgan’s Control<br />

J.P. Morgan will not be obliged to (a) hold Financial Assets or cash with any person not<br />

agreed to by J.P. Morgan or (b) register or record Financial Assets in the name <strong>of</strong> any<br />

person not agreed to by J.P. Morgan. Furthermore, J.P. Morgan will not be obliged to<br />

register or record on J.P. Morgan’s records Financial Assets held outside J.P. Morgan’s<br />

control. If, however, Customer makes any such request and J.P. Morgan agrees to the<br />

request, the consequences <strong>of</strong> doing so will be at Customer’s own risk. J.P. Morgan shall<br />

not be liable for any losses incurred as a result and may be precluded from providing some<br />

<strong>of</strong> the services referred to in this Agreement (for example, and without limitation, income<br />

collection, proxy voting, class action litigation and Corporate Action notification and<br />

processing).<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

7.6 Ancillary Services<br />

J.P. Morgan may use third party delivery services and providers <strong>of</strong> information regarding<br />

matters such as pricing, proxy voting, corporate actions and class action litigation and use<br />

local agents to provide extraordinary services such as attendance at annual meetings <strong>of</strong><br />

issuers <strong>of</strong> Securities. Although J.P. Morgan will use reasonable care in the selection and<br />

retention <strong>of</strong> such third party providers and local agents, it will not be responsible for any<br />

errors or omissions made by them in providing the relevant information or services.<br />

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8. TAXATION<br />

8.1 Tax Obligations<br />

(a)<br />

Customer will pay or reimburse J.P. Morgan, and confirms that J.P. Morgan is<br />

authorized to deduct from any cash received or credited to the Cash Account any<br />

taxes or levies required by any revenue or governmental authority for whatever<br />

reason in respect <strong>of</strong> Customer's Accounts.<br />

(b) Customer will provide to J.P. Morgan such certifications, declarations,<br />

documentation, and information as it may require in connection with taxation, and<br />

warrants that, when given, this information is true and correct in every respect,<br />

not misleading in any way, and contains all material information. Customer<br />

undertakes to notify J.P. Morgan immediately if any information requires updating<br />

or correcting. J.P. Morgan provides no service <strong>of</strong> controlling or monitoring, and<br />

therefore has no duty in respect <strong>of</strong>, or liability for any taxes, penalties, interest or<br />

additions to tax, payable or paid that result from:<br />

(c)<br />

(d)<br />

(i)<br />

(ii)<br />

(iii)<br />

(iv)<br />

the inaccurate completion <strong>of</strong> documents by Customer or any third party;<br />

the provision to J.P. Morgan or a third party <strong>of</strong> inaccurate or misleading<br />

information by Customer or any third party;<br />

the withholding <strong>of</strong> material information by Customer or any third party; or<br />

any delay by any revenue authority or any other cause beyond<br />

J.P. Morgan’s control.<br />

If J.P. Morgan does not receive appropriate certifications, documentation and<br />

information then, as and when appropriate and required, additional tax shall be<br />

deducted from all income received in respect <strong>of</strong> the Financial Assets issued<br />

(including, but not limited to, U.S. non-resident alien tax and/or backup<br />

withholding tax).<br />

Customer will be responsible in all events for the timely payment <strong>of</strong> all taxes<br />

relating to the Financial Assets in the Securities Account; provided, however, that<br />

J.P. Morgan will be responsible for any penalty or additions to tax due solely as a<br />

result <strong>of</strong> J.P. Morgan’s negligent acts or omissions with respect to paying or<br />

withholding tax or reporting interest, dividend or other income paid or credited to<br />

the Cash Account.<br />

8.2 Tax Reclaims With Respect to American Depository Receipts<br />

(a)<br />

Subject to the provisions <strong>of</strong> this Section, J.P. Morgan will apply for a reduction <strong>of</strong><br />

withholding tax in respect <strong>of</strong> income payments on Financial Assets comprised <strong>of</strong><br />

American Depository Receipts credited to the Securities Account that J.P. Morgan<br />

believes may be available to Customer. To defray expenses pertaining to nominal<br />

tax claims, J.P. Morgan may from time to time set minimum thresholds as to a de<br />

minimis value <strong>of</strong> tax reclaims which it will pursue in respect <strong>of</strong> income payments<br />

under this Section.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

(b)<br />

<strong>The</strong> provision <strong>of</strong> a tax reclamation service by J.P. Morgan is conditional upon<br />

J.P. Morgan receiving from Customer (i) a declaration <strong>of</strong> its identity and place <strong>of</strong><br />

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(c)<br />

9. TERMINATION<br />

residence and (ii) certain other documentation (pro forma copies <strong>of</strong> which are<br />

available from J.P. Morgan), prior to the receipt <strong>of</strong> Financial Assets comprised <strong>of</strong><br />

American Depository Receipts in the Account or the payment <strong>of</strong> income. If<br />

Financial Assets comprised <strong>of</strong> American Depository Receipts credited to the<br />

Account are beneficially owned by someone other than Customer, this information<br />

will be necessary with respect to the beneficial owner. Customer acknowledges<br />

that J.P. Morgan will be unable to perform tax reclamation services unless it<br />

receives this information.<br />

J.P. Morgan will perform tax reclamation services only with respect to taxation<br />

levied by the revenue authorities <strong>of</strong> the countries advised to Customer from time<br />

to time and J.P. Morgan may, by notification in writing, in its absolute discretion,<br />

supplement or amend the countries in which this tax reclamation service is <strong>of</strong>fered.<br />

Other than as expressly provided in this Section 8.2, J.P. Morgan will have no<br />

responsibility with regard to Customer’s tax position or status in any jurisdiction.<br />

9.1 Term and Termination<br />

(a)<br />

(b)<br />

<strong>The</strong> initial term <strong>of</strong> this Agreement shall be for a period <strong>of</strong> three years following the<br />

date on which J.P. Morgan commenced providing services under the Agreement.<br />

Following the initial term, Customer may terminate this Agreement on sixty (60)<br />

days' written notice to J.P. Morgan and J.P. Morgan may terminate this Agreement<br />

on sixty (60) days’ written notice to Customer.<br />

Notwithstanding Section 9.1(a):<br />

(i)<br />

(ii)<br />

(iii)<br />

Either party may terminate this Agreement immediately on written notice<br />

to the other party in the event that a material breach <strong>of</strong> this Agreement by<br />

the other party has not been cured within thirty (30) days <strong>of</strong> that party<br />

being given written notice <strong>of</strong> the material breach;<br />

Either party may terminate this Agreement immediately on written notice<br />

to the other party upon the other party being declared bankrupt, entering<br />

into a composition with creditors, obtaining a suspension <strong>of</strong> payment, being<br />

put under court controlled management or being the subject <strong>of</strong> a similar<br />

measure;<br />

J.P. Morgan may terminate this Agreement on thirty (30) days’ written<br />

notice to Customer in the event that J.P. Morgan reasonably determines<br />

that Customer has ceased to satisfy J.P. Morgan’s customary credit<br />

requirements; and<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

(iv)<br />

Customer may terminate this Agreement at any time on sixty (60) days’<br />

written notice to J.P. Morgan upon payment <strong>of</strong> a termination fee. <strong>The</strong><br />

termination fee will be an amount equal to six (6) times the average<br />

monthly fees paid during the six month period prior to Customer’s notice <strong>of</strong><br />

termination, or since the date J.P. Morgan commenced providing services<br />

under this Agreement if that period is less than six months.<br />

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9.2 Exit Procedure<br />

Customer will provide J.P. Morgan full details <strong>of</strong> the persons to whom J.P. Morgan must<br />

deliver Financial Assets and cash within a reasonable period before the effective time <strong>of</strong><br />

termination <strong>of</strong> this Agreement. If Customer fails to provide such details in a timely<br />

manner, J.P. Morgan shall be entitled to continue to be paid fees under this Agreement<br />

until such time as it is able to deliver the Financial Assets and cash to a successor<br />

custodian, but J.P. Morgan may take such steps as it reasonably determines to be<br />

necessary to protect itself following the effective time <strong>of</strong> termination, including ceasing to<br />

provide transaction settlement services in the event that J.P. Morgan is unwilling to<br />

assume any related credit risk. J.P. Morgan will in any event be entitled to deduct any<br />

amounts owing to it prior to delivery <strong>of</strong> the Financial Assets and cash (and, accordingly,<br />

J.P. Morgan will be entitled to sell Financial Assets and apply the sale proceeds in<br />

satisfaction <strong>of</strong> amounts owing to it). Customer will reimburse J.P. Morgan promptly for all<br />

out-<strong>of</strong>-pocket expenses it incurs in delivering Financial Assets upon termination.<br />

Termination will not affect any <strong>of</strong> the liabilities either party owes to the other arising<br />

under this Agreement prior to such termination.<br />

10. MISCELLANEOUS<br />

10.1 Notices<br />

Notices pursuant to Section 9 <strong>of</strong> this Agreement shall be sent or served by registered mail,<br />

nationally recognized delivery services, such as Federal Express (FedEx) or United Parcel<br />

Service (UPS), etc., courier services or hand delivery to the address <strong>of</strong> the respective<br />

parties as set out on the signature page <strong>of</strong> this Agreement, unless notice <strong>of</strong> a new address<br />

is given to the other party in writing.<br />

10.2 Successors and Assigns<br />

This Agreement will be binding on each <strong>of</strong> the parties' successors and assigns, but the<br />

parties agree that neither party can assign any <strong>of</strong> its rights or obligations under this<br />

Agreement without the prior written consent <strong>of</strong> the other party, which consent will not be<br />

unreasonably withheld or delayed; except J.P. Morgan may assign this Agreement without<br />

Customer’s consent to (a) any Affiliate or subsidiary <strong>of</strong> J.P. Morgan or (b) in connection<br />

with a merger, reorganization, stock sale or sale <strong>of</strong> all or substantially all <strong>of</strong> J.P. Morgan’s<br />

custody business.<br />

10.3 Entire Agreement<br />

This Agreement, including the Schedule, Annex and any riders (and any separate<br />

agreement which J.P. Morgan and Customer may enter into with respect to any Cash<br />

Account), sets out the entire Agreement between the parties in connection with the<br />

subject matter here<strong>of</strong>, and this Agreement supersedes any other agreement, statement or<br />

representation relating to custody, whether oral or written. Amendments must be in<br />

writing and, except where this Agreement provides for amendments by notice from<br />

J.P. Morgan, signed by both parties.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

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10.4 Insurance<br />

Customer acknowledges that J.P. Morgan will not be required to maintain any insurance<br />

coverage specifically for the benefit <strong>of</strong> Customer. J.P. Morgan will, however, provide<br />

summary information regarding its own general insurance coverage to Customer upon<br />

written request.<br />

10.5 Security Holding Disclosure<br />

With respect to Securities and Exchange Commission Rule 14b-2 under the U.S.<br />

Shareholder Communications Act regarding disclosure <strong>of</strong> beneficial owners to issuers <strong>of</strong><br />

Securities, J.P. Morgan is instructed not to disclose the name, address or Security positions<br />

<strong>of</strong> Customer in response to shareholder communications requests regarding the Account.<br />

10.6 USA PATRIOT Act Disclosure<br />

Section 326 <strong>of</strong> the Uniting and Strengthening America by Providing Appropriate Tools<br />

Required to Intercept and Obstruct Terrorism Act <strong>of</strong> 2001 (“USA PATRIOT Act”) requires<br />

J.P. Morgan to implement reasonable procedures to verify the identity <strong>of</strong> any person that<br />

opens a new account with it. Accordingly, Customer acknowledges that Section 326 <strong>of</strong> the<br />

USA PATRIOT Act and J.P. Morgan’s identity verification procedures require J.P. Morgan to<br />

obtain information which may be used to confirm Customer's identity including without<br />

limitation Customer's name, address and organizational documents (“identifying<br />

information”). Customer may also be asked to provide information about its financial<br />

status such as its current audited and unaudited financial statements. Customer agrees to<br />

provide J.P. Morgan with and consents to J.P. Morgan obtaining from third parties any such<br />

identifying and financial information required as a condition <strong>of</strong> opening an account with or<br />

using any service provided by J.P. Morgan.<br />

10.7 Governing Law and Jurisdiction<br />

This Agreement will be construed, regulated and administered under the laws <strong>of</strong> the U.S.<br />

or State <strong>of</strong> Ohio, as applicable, without regard to Ohio’s principles regarding conflict <strong>of</strong><br />

laws, except that the foregoing shall not reduce any statutory right to choose Ohio law or<br />

forum. <strong>The</strong> U.S. <strong>District</strong> Court for the Southern <strong>District</strong> <strong>of</strong> Ohio will have the sole and<br />

exclusive jurisdiction over any lawsuit or other judicial proceeding relating to or arising<br />

from this Agreement. If that court lacks federal subject matter jurisdiction, the Court <strong>of</strong><br />

Common Pleas, Franklin <strong>County</strong>, Ohio will have sole and exclusive jurisdiction. Either <strong>of</strong><br />

these courts will have the proper venue for any such lawsuit or judicial proceeding, and<br />

the parties waive any objection to venue or their convenience as a forum. <strong>The</strong> parties<br />

agree to submit to the jurisdiction <strong>of</strong> any <strong>of</strong> the courts specified and to accept service <strong>of</strong><br />

process to vest personal jurisdiction over them in any <strong>of</strong> these courts. <strong>The</strong> parties further<br />

hereby knowingly, voluntarily and intentionally waive, to the fullest extent permitted by<br />

Applicable Law, any right to a trial by jury with respect to any such lawsuit or judicial<br />

proceeding arising or relating to this Agreement or the transactions contemplated hereby.<br />

To the extent that in any jurisdiction Customer may now or hereafter be entitled to claim,<br />

for itself or its assets, immunity from suit, execution, attachment (before or after<br />

judgment) or other legal process, Customer shall not claim, and it hereby irrevocably<br />

waives, such immunity.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

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10.8 Severability; Waiver; and Survival<br />

(a)<br />

If one or more provisions <strong>of</strong> this Agreement are held invalid, illegal or<br />

unenforceable in any respect on the basis <strong>of</strong> any particular circumstances or in any<br />

jurisdiction, the validity, legality and enforceability <strong>of</strong> such provision or provisions<br />

under other circumstances or in other jurisdictions and <strong>of</strong> the remaining provisions<br />

will not in any way be affected or impaired.<br />

(b)<br />

(c)<br />

10.9 Confidentiality<br />

(a)<br />

(b)<br />

(c)<br />

Except as otherwise provided herein, no failure or delay on the part <strong>of</strong> either party<br />

in exercising any power or right under this Agreement operates as a waiver, nor<br />

does any single or partial exercise <strong>of</strong> any power or right preclude any other or<br />

further exercise, or the exercise <strong>of</strong> any other power or right. No waiver by a party<br />

<strong>of</strong> any provision <strong>of</strong> this Agreement, or waiver <strong>of</strong> any breach or default, is effective<br />

unless it is in writing and signed by the party against whom the waiver is to be<br />

enforced.<br />

<strong>The</strong> parties’ rights, protections, and remedies under this Agreement shall survive<br />

its termination.<br />

Subject to Section 10.9(b), J.P. Morgan will hold all Confidential Information in<br />

confidence and will not disclose any Confidential Information except as may be<br />

required by Applicable Law, a regulator with jurisdiction over J.P. Morgan’s<br />

business, or with the consent <strong>of</strong> Customer.<br />

Customer authorizes J.P. Morgan to disclose Confidential Information to:<br />

(i)<br />

(ii)<br />

(iii)<br />

(iv)<br />

any subcontractor, agent, Securities Depository, securities exchange,<br />

broker, third party agent, proxy solicitor, issuer, or any other person that<br />

J.P. Morgan believes it is reasonably required in connection with<br />

J.P. Morgan’s provision <strong>of</strong> relevant services under this Agreement;<br />

its pr<strong>of</strong>essional advisors, auditors or public accountants;<br />

its Affiliates and branches; and<br />

any revenue authority or any governmental entity in relation to the<br />

processing <strong>of</strong> any tax reclaim.<br />

Except as otherwise required by Applicable Law or as needed to enforce the terms<br />

<strong>of</strong> this Agreement, the parties shall hold the terms and conditions, including,<br />

without limitation, any commercial terms, <strong>of</strong> this Agreement in confidence.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

10.10 Counterparts<br />

This Agreement may be executed in several counterparts each <strong>of</strong> which will be deemed to<br />

be an original and together will constitute one and the same agreement.<br />

10.11 No Third Party Beneficiaries<br />

A person who is not a party to this Agreement shall have no right to enforce any term <strong>of</strong><br />

this Agreement.<br />

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IN CONSIDERATION OF THE FOREGOING, the parties have caused this Agreement to be executed<br />

and delivered by their duly authorized <strong>of</strong>ficers as <strong>of</strong> the day and year first above written.<br />

JPMorgan Chase Bank, N.A.<br />

[Customer]<br />

By:<br />

(Signature)<br />

By:<br />

(Signature)<br />

(Printed Name)<br />

(<strong>Title</strong>)<br />

(Date)<br />

(Printed Name)<br />

(<strong>Title</strong>)<br />

(Date)<br />

Address: 1111 Polaris Parkway, Suite 3J<br />

OH1-0634<br />

Columbus, OH 43240<br />

Address: [Street Address 1]<br />

[Street Address 2]<br />

[City, ST Zip Code]<br />

Customer’s Tax ID: [Tax ID]<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

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SCHEDULE AND ANNEX<br />

Schedule 1<br />

Secretary’s Certificate<br />

[CUSTOMER]<br />

Secretary’s Certificate<br />

<strong>The</strong> undersigned does hereby certify that he/she is the duly elected and qualified Secretary <strong>of</strong><br />

[Customer] (the “Company”).<br />

I further certify that the following is a true copy <strong>of</strong> resolutions duly adopted by the governing body<br />

(“Board”) <strong>of</strong> the Company:<br />

WHEREAS, the Board has reviewed a form <strong>of</strong> custody agreement (together with the<br />

schedule, annex and any riders) and ancillary documents provided by JPMorgan Chase<br />

Bank, N.A. (“J.P. Morgan”) for use in connection with the opening <strong>of</strong> one or more cash<br />

and securities accounts and the conduct <strong>of</strong> such other transactions between the<br />

Company and J.P. Morgan as referred to therein. <strong>The</strong> form <strong>of</strong> custody agreement had<br />

been reviewed by an <strong>of</strong>ficer <strong>of</strong> the Company, and the indemnities given to J.P. Morgan<br />

in the custody agreement were noted. <strong>The</strong> Board considered the form <strong>of</strong> the custody<br />

agreement.<br />

NOW, THEREFORE, IT IS RESOLVED that the Board hereby approves the custody<br />

agreement (together with the schedule, annex and any riders) and ancillary documents<br />

completed in the manner and form presented to the Board.<br />

FURTHER RESOLVED, that J.P. Morgan is appointed as custodian for the Company.<br />

I further certify that the individuals whose names, titles and specimen signatures appear below are<br />

duly elected, qualified and acting <strong>of</strong>ficers <strong>of</strong> the Company holding the positions set forth opposite their<br />

names, that their signatures as set forth below are true and genuine and that they have been duly<br />

authorized by the Board, in accordance with our By-Laws, to execute the custody agreement, tax<br />

documents and any related documentation with respect to our custody account(s) with J.P. Morgan.<br />

Name <strong>Title</strong> Signature<br />

IN WITNESS WHEREOF, I have subscribed my name this ________ day <strong>of</strong> ____________________,<br />

20_____.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

Secretary<br />

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Annex A<br />

Electronic Access<br />

1. J.P. Morgan may permit the Customer and its Authorized Persons to access certain electronic<br />

systems, applications and Data (as defined below) in connection with the Agreement<br />

(collectively, the “Products”). J.P Morgan may also permit any third party that has been<br />

designated as a statement recipient by the Customer or an Authorized Person to view account<br />

information via electronic means. J.P. Morgan may, from time to time, introduce new features<br />

to the Products or otherwise modify or delete existing features <strong>of</strong> the Products in its sole<br />

discretion. J.P. Morgan shall endeavor to give the Customer reasonable notice <strong>of</strong> its<br />

termination or suspension <strong>of</strong> access to the Products, but may do so immediately if J.P. Morgan<br />

determines, in its sole discretion, that providing access to the Products would violate<br />

Applicable Law or that the security or integrity <strong>of</strong> the Products is at risk. Access to the<br />

Products shall be subject to the Security Procedures.<br />

2. In consideration <strong>of</strong> the fees paid by the Customer to J.P. Morgan and subject to any applicable<br />

s<strong>of</strong>tware license addendum in relation to J.P. Morgan-owned or sublicensed s<strong>of</strong>tware provided<br />

for a particular application and Applicable Law, J.P. Morgan grants to the Customer a nonexclusive,<br />

non-transferable, limited and revocable license to use the Products and the<br />

information and data made available through the Products (the “Data”) for the Customer’s<br />

internal business use only. <strong>The</strong> Customer may download the Data and print out hard copies for<br />

its reference, provided that it does not remove any copyright or other notices contained<br />

therein. <strong>The</strong> license granted herein will permit use by Customer’s Authorized Person, provided<br />

that such use shall be in compliance with the Agreement, including this Annex.<br />

3. <strong>The</strong> Customer acknowledges that there are security, corruption, transaction error and access<br />

availability risks associated with using open networks such as the Internet, and the Customer<br />

hereby expressly assumes such risks. <strong>The</strong> Customer is solely responsible for obtaining,<br />

maintaining and operating all s<strong>of</strong>tware (including antivirus s<strong>of</strong>tware, anti-spyware s<strong>of</strong>tware,<br />

and other Internet security s<strong>of</strong>tware) and personnel necessary for the Customer to access and<br />

use the Products. All such s<strong>of</strong>tware must be interoperable with J.P. Morgan’s s<strong>of</strong>tware. Each<br />

<strong>of</strong> the Customer and J.P. Morgan shall be responsible for the proper functioning, maintenance<br />

and security <strong>of</strong> its own systems, services, s<strong>of</strong>tware and other equipment.<br />

4. In cases where J.P. Morgan’s web site is unexpectedly down or otherwise unavailable,<br />

J.P. Morgan shall, absent a force majeure event, provide other appropriate means for the<br />

Customer or its Authorized Persons to instruct J.P. Morgan or obtain reports from J.P. Morgan.<br />

J.P. Morgan shall not be liable for any Liabilities arising out <strong>of</strong> Customer’s use <strong>of</strong>, access to or<br />

inability to use the Products via J.P. Morgan’s web site in the absence <strong>of</strong> J.P. Morgan’s gross<br />

negligence or willful misconduct.<br />

5. Use <strong>of</strong> the Products may be monitored, tracked, and recorded. In using the Products, the<br />

Customer hereby expressly consents to such monitoring, tracking, and recording. Individuals<br />

and organizations should have no expectation <strong>of</strong> privacy unless local law, regulation, or<br />

contract provides otherwise. J.P. Morgan shall own all right, title and interest in the data<br />

reflecting Customer usage <strong>of</strong> the Products or J.P. Morgan’s web site (including, but not limited<br />

to, general usage data and aggregated transaction data). J.P. Morgan may use and sublicense<br />

data obtained by it regarding the Customer’s use <strong>of</strong> the Products or J.P. Morgan’s website, as<br />

long as J.P. Morgan does not disclose to others that the Customer was the source <strong>of</strong> such data<br />

or the details <strong>of</strong> individual transactions effected using the Products or web site.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

6. <strong>The</strong> Customer shall not knowingly use the Products to transmit (i) any virus, worm, or<br />

destructive element or any programs or data that may be reasonably expected to interfere<br />

with or disrupt the Products or servers connected to the Products; (ii) material that violates<br />

Domestic Custody Agreement<br />

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23


the rights <strong>of</strong> another, including but not limited to the intellectual property rights <strong>of</strong> another;<br />

and (iii) “junk mail”, “spam”, “chain letters” or unsolicited mass distribution <strong>of</strong> e-mail.<br />

7. <strong>The</strong> Customer shall promptly and accurately designate in writing to J.P. Morgan the geographic<br />

location <strong>of</strong> its users upon written request. <strong>The</strong> Customer further represents and warrants to<br />

J.P. Morgan that the Customer shall not access the service from any jurisdiction which<br />

J.P. Morgan informs the Customer or where the Customer has actual knowledge that the<br />

service is not authorized for use due to local regulations or laws, including applicable s<strong>of</strong>tware<br />

export rules and regulations. Prior to submitting any document which designates the persons<br />

authorized to act on the Customer’s behalf, the Customer shall obtain from each individual<br />

referred to in such document all necessary consents to enable J.P. Morgan to process the data<br />

set out therein for the purposes <strong>of</strong> providing the Products.<br />

8. <strong>The</strong> Customer will be subject to and shall comply with all applicable laws, rules and regulations<br />

concerning restricting collection, use, disclosure, processing and free movement <strong>of</strong> the Data<br />

(collectively, the “Privacy Regulations”). <strong>The</strong> Privacy Regulations may include, as applicable,<br />

the Federal “Privacy <strong>of</strong> Consumer Financial Information” Regulation (12 CFR Part 30), as<br />

amended from time to time, issued pursuant to Section 504 <strong>of</strong> the Gramm-Leach-Bliley Act <strong>of</strong><br />

1999 (15 U.S.C. §6801, et seq.), the Health and Insurance Portability and Accountability Act <strong>of</strong><br />

1996 (42 U.S.C. §1320d), <strong>The</strong> Data Protection Act 1998 and Directive 95/46/EC <strong>of</strong> the European<br />

Parliament and <strong>of</strong> the Council <strong>of</strong> 24 October 1995 on the protection <strong>of</strong> individuals with regard<br />

to processing <strong>of</strong> personal data and the free movement <strong>of</strong> such data.<br />

9. <strong>The</strong> Customer shall be responsible for the compliance <strong>of</strong> its Authorized Persons with the terms<br />

<strong>of</strong> the Agreement, including this Annex.<br />

CONFIDENTIAL DRAFT: For Discussion Purposes Only<br />

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Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 14. Sample Account Analysis Invoice


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 15. Insurance Coverage


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Insurance Coverage<br />

A summary <strong>of</strong> J.P. Morgan’s existing insurance policies, including risks covered and the amount <strong>of</strong><br />

coverage are provided below. J.P. Morgan considers information regarding deductibles on insurance<br />

policies to be proprietary. However, deductibles are not material in view <strong>of</strong> the size and financial<br />

strength <strong>of</strong> J.P. Morgan.<br />

Please note that policies contain standard industry policy exclusions.<br />

Park Assurance is a subsidiary <strong>of</strong> JPMorgan Chase & Co. None <strong>of</strong> its shares are held by any <strong>of</strong> the<br />

J.P. Morgan entities that would be providing the in-scope services.<br />

Type/Amount<br />

Risks Covered<br />

Financial Institution Bond & Computer Crime (Bankers Blanket Bond Form 24 [Amended])<br />

$300,000,000 Loss <strong>of</strong> money/securities plus other properties resulting from<br />

employee dishonesty, robbery, burglary, or mysterious disappearance;<br />

loss <strong>of</strong> accepting forged or counterfeit checks and securities; a thirdparty<br />

interloper who accesses a computer or telex communication line<br />

and modifies or creates a message that results in a loss where<br />

JPMorgan Chase & Co. is held liable.<br />

Carriers:<br />

Park Assurance Company<br />

Excess Transit & Premises<br />

$750,000,000<br />

(excess <strong>of</strong> Financial Institution<br />

Bond)<br />

Carriers:<br />

Physical loss <strong>of</strong> securities worldwide on premises and while in transit<br />

by authorized employees, designated messenger, or recognized<br />

armored carrier.<br />

Lloyd’s <strong>of</strong> London<br />

Global Property<br />

$1,750,000,000 Worldwide for<br />

Property Damage<br />

$200,000,000 Boiler &<br />

Machinery<br />

$500,000,000 Business<br />

Interruption/Extra Expense<br />

$50,000,000 Transit<br />

Carriers:<br />

All risks <strong>of</strong> direct physical loss or damage (including flood and<br />

earthquake) to all real and personal property located anywhere in the<br />

world except where the U.S. government imposes sanctions which<br />

prohibit JPMorgan Chase and the insurance company from transacting<br />

business.<br />

Park Assurance Company<br />

International Terrorism (excluding U.S., U.K. and France)<br />

$100,000,000 aggregate (with<br />

various sub-limits)<br />

Carriers:<br />

Insures against direct physical loss or damage caused by an act <strong>of</strong><br />

Terrorism occurring during the policy term to JPMorgan Chase & Co.<br />

real and personal property located anywhere in the world (as per<br />

specific locations declared to and on file with the Underwriter),<br />

including debris removal, business interruption and extra expense.<br />

Underwriters at Lloyd’s<br />

<strong>Page</strong> 1


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Type/Amount<br />

Risks Covered<br />

U.S. Terrorism (TRIA)<br />

$1,500,000,000 Property Insures against all risk <strong>of</strong> direct physical loss or damage caused by an<br />

act <strong>of</strong> Terrorism as defined in the Terrorism Risk Insurance Act <strong>of</strong><br />

2002 (TRIA), and as amended by the Terrorism Risk Insurance<br />

Extension Act <strong>of</strong> 2005 (TRIEA) and the Terrorism Risk Insurance<br />

Program Reauthorization Act <strong>of</strong> 2007 (TRIPRA), collectively "TRIA", to<br />

JPMC real and personal property located in the United States,<br />

including ORE property, mortgage impairment, EDP equipment, boiler<br />

and machinery, etc. Business interruption and Extra Expense are also<br />

covered.<br />

Carriers:<br />

Park Assurance Company<br />

Workers’ Compensation & Employer’s Liability<br />

Statutory Workers<br />

Compensation<br />

$1,000,000 Employers Liability<br />

Carriers:<br />

All compensation and other benefits required by state law and all sums<br />

the insured is legally obligated to pay because <strong>of</strong> bodily injury by<br />

accident or disease.<br />

Liberty Mutual<br />

Commercial General Liability<br />

$5,000,000 combined single<br />

limit<br />

Carriers:<br />

Sums which the insured is obligated to pay due to third-party bodily<br />

injury and property damage claims arising out <strong>of</strong> the conduct <strong>of</strong> the<br />

insured’s business.<br />

Liberty Mutual<br />

Business Automobile Liability<br />

$5,000,000 combined single<br />

limit<br />

Carriers:<br />

Sums which the insured is obligated to pay due to third-party bodily<br />

injury and property damage claims arising out <strong>of</strong> the use <strong>of</strong> owned,<br />

non-owned and hired vehicles.<br />

Liberty Mutual<br />

International Casualty<br />

$5,000,000 Provides primary and excess liability coverage for international<br />

operations in situations where local coverage (i.e., general,<br />

automobile, and workers’ compensation) is limited in application<br />

(primary coverage) or insufficient (excess coverage).<br />

Carriers:<br />

Insurance Company <strong>of</strong> the State <strong>of</strong> PA<br />

Directors and Officers Liability (Side A- Non Indemnifiable)<br />

$300,000,000 Indemnification for loss arising from any claims made against any<br />

Director or Officer <strong>of</strong> JPMorgan Chase & Co. and majority owned<br />

subsidiaries by reason <strong>of</strong> any alleged wrongful acts (breach <strong>of</strong> duty,<br />

neglect, error, misstatement, misleading statements, omission) for<br />

which JPMorgan Chase & Co. cannot or will not provide<br />

indemnification.<br />

Carriers:<br />

XL Insurance (Bermuda) Ltd. and other companies<br />

Bankers Pr<strong>of</strong>essional Liability<br />

$100,000,000 Bankers Pr<strong>of</strong>essional Liability coverage indemnifies against loss<br />

arising from claims <strong>of</strong> alleged wrongful acts committed in the<br />

performance <strong>of</strong> pr<strong>of</strong>essional services.<br />

Carriers:<br />

Park Assurance Company<br />

<strong>Page</strong> 2


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Type/Amount<br />

Risks Covered<br />

Mail and Transit Policy<br />

$50,000,000 (maximum) All risk mail and transit insurance for all types <strong>of</strong> securities and other<br />

valuable property.<br />

(Level <strong>of</strong> coverage varies depending on method <strong>of</strong> transit)<br />

Carriers:<br />

Federal Insurance Company<br />

<strong>Page</strong> 3


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 16. Custody Pricing Sources


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Pricing Sources<br />

Pricing activities as well as exceptions are managed by J. P. Morgan’s data management and pricing<br />

unit located at Columbus, Ohio.<br />

<strong>The</strong> following table outlines the sources and frequency <strong>of</strong> our pricing:<br />

Type Pricing Service Frequency<br />

U. S. Equities IDC, Bloomberg Daily<br />

Over <strong>The</strong> Counter Equities Bloomberg, External Daily/Monthly<br />

Mortgage-Backed Securities<br />

(GNMA, FNMA, FHLMC)<br />

IDC<br />

Monthly<br />

U.S. Corporate Bonds & Notes IDC Daily<br />

Federal Agencies CMO IDC Monthly<br />

Federal Agencies Pass Throughs IDC Monthly<br />

Federal Agency Notes & Bonds IDC Daily<br />

U.S. Treasury Receipts<br />

U.S. Treasury Bills<br />

IDC<br />

Daily<br />

U.S. Treasury Strips IDC Daily<br />

Asset Backed Obligations IDC Monthly<br />

Discount Agencies IDC Daily<br />

Unit Investment Trusts IDC, Bloomberg, External Brokers Daily<br />

Bankers Acceptance System Matrix Stay at Par<br />

Commercial Paper Par Daily<br />

Discount Commercial Paper IDC, Matrix Daily<br />

Mutual Funds IDC, Bloomberg Daily<br />

Municipal Bonds J.J. Kenny Monthly<br />

Convertibles, Futures, Options, Rights,<br />

Warrants<br />

IDC, External Brokers<br />

Daily<br />

Mortgages & Real Estate Real Estate Group Monthly<br />

Commingled Funds External Brokers Daily/Monthly<br />

GICs Par Monthly


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Type Pricing Service Frequency<br />

Eurobonds IDC, Bloomberg Daily/Monthly<br />

Foreign Bonds IDC, Bloomberg Daily/Monthly<br />

Foreign Mutual Funds IDC, Bloomberg Daily/Monthly<br />

Foreign Equities IDC, Bloomberg Daily/Monthly<br />

Private Placements IDC/External Brokers Daily/Monthly<br />

In case the above preferred pricing sources are unable to provide a viable price either due to lack <strong>of</strong><br />

availability or other issues at a particular point in time, J. P. Morgan would use it’s secondary or<br />

tertiary sources as appropriate,<br />

<strong>The</strong> data management and pricing unit reviews changes beyond industry-recognized tolerances, and<br />

any other unusual changes in an asset’s price. <strong>The</strong> pricing unit manager reviews all activity related to<br />

discrepancies in asset pricing. We maintain a clear protocol with pricing vendors regarding clientinitiated<br />

pricing challenges. <strong>The</strong> asset valuations include accrued income and pending transactions.


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 17. Account Reconcilement Program


ARP STANDARD INPUT & OUTPUT SPECIFICATIONS<br />

POSITION SIZE DATA ELEMENT FIELD TYPE FORMAT/JUSTIFICATION COMMENTS<br />

Input codes - I = issues , S = stopped items, V = void or cancel items<br />

Output codes - P = paid items, R = reconciled items, O = outstanding<br />

One character field which identifies the<br />

items, S = stopped items, V = void or cancel items, C =<br />

1 1 Record Type Alpha<br />

item type as specified to the right<br />

miscellaneous credit item, D = miscellaneous debit item<br />

2 1 Filler Alpha Spaces<br />

3 - 22 20 Account Number Numeric Right Justified/Zero Filled<br />

<strong>The</strong> account number field should contain the JPMorgan Chase supplied<br />

number associated with the account.<br />

23 1 Filler Alpha Spaces<br />

24 - 41 18 Serial/Check Number Numeric Right Justified/Zero Filled<br />

This field has been maximized to 18 digits for future growth. <strong>The</strong> current<br />

ARP system supports serial numbers up to 10 digits in length. <strong>The</strong><br />

remaining 8 digits should contain zeros.<br />

42 1 Filler Alpha Spaces<br />

43 - 60 18 Amount Numeric - 2 Decimal Places Right Justified/Zero Filled 9(16)V99<br />

<strong>The</strong> amount field should not contain signed data or decimal points. This<br />

field has been maximized to 18 digits for future growth. <strong>The</strong> current<br />

check processing system supports amount up to 10 digits in length. <strong>The</strong><br />

8 digits should contain zeros.<br />

61 1 Filler Alpha Spaces<br />

62 - 69 8 Issue Date Numeric YYYYMMDD<br />

<strong>The</strong> issue date field is used only on input files or output file that are<br />

processed as a full reconcilement.<br />

70 1 Filler Alpha Spaces<br />

71 - 78 8 Paid Date Numeric YYYYMMDD<br />

<strong>The</strong> paid date field is used only with the output files. *Input files should<br />

contain spaces in this field.<br />

79 1 Filler Alpha Spaces<br />

80 - 94 15 Additional Data Alpha-Numeric Content Specific<br />

<strong>The</strong> addl data field is an optional field used by both input and output files.<br />

It can contain payee information or other important data. *if the field is<br />

not used it should contain spaces.<br />

95-144 50<br />

Expanded Additional<br />

Data (Payee Name) Alpha-Numeric Content Specific<br />

145-194 50 2nd Payee Name Alpha-Numeric Content Specific<br />

195-200 6 Filler Alpha Spaces<br />

<strong>The</strong> expanded additional data field is an optional field used by both input<br />

and output files. It can be used for customer that want more than 15<br />

characters <strong>of</strong> additional data on their output files(not reports). Payee<br />

Name data is placed in these positions for interrogation/verification. *If<br />

the field is not used is should contain spaces.<br />

<strong>The</strong> 2nd payee name field is an optional field used by input files only. It<br />

can be used for customer that want to use a second payee name. <strong>The</strong><br />

2nd Payee Name data is placed in these positions for<br />

interrogation/verification. *If the field is not used is should contain<br />

spaces.<br />

SAMPLE LAYOUT (RECORD LENGTH 200) NOTE: 200 Record length is for the Input Only to accommodate Payee Name - Output length is 150.<br />

1 2 3 4 5 6 7 8 9 0 1 2 3 4 5 6 7 8<br />

12345678901234567890123456789012345678901234567890123456789012345678901234567890123456789012345678901234567890123456789012345678901234567890123456789012345678901234567890123456789012345<br />

--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ------------------ --------------------------------------------------------------------------------------------------<br />

P 000000000000123456789 000000001122334455 000000000000500000 20030514 20030525 Additional Data PAYEE NAME 2nd Payee Name<br />

P 000000000000123456789 000000001122334455 000000000000500000 20030514 20030525 Additional Data PAYEE NAME<br />

P 000000000000123456789 000000001122334455 000000000000500000 20030514 20030525 Additional Data PAYEE NAME<br />

P 000000000000123456789 000000001122334455 000000000000500000 20030514 20030525 Additional Data PAYEE NAME<br />

^------------------------------^ ^------------------------^ ^-------------------------^ ^----------^ ^----------^ ^------------------^ ^------------------------------------------------------------------------^ ^---------------------------------------<br />

ACCOUNT SERIAL AMOUNT ISSUE PAID ADDL DATA PAYEE NAME 2nd PAYEE NAME<br />

Special Notes:<br />

* Some <strong>of</strong> the numeric fields may be larger than your system can support. Splitting the fields into two parts and filling the unused portion with zeros may be necessary.<br />

* All numeric values should be right justified and zero filled.


Appendix<br />

Reports<br />

Account Reconcilement Balance Sheet (Full Reconciliation)<br />

At the end <strong>of</strong> each cycle, you will receive a reconciliation package including<br />

reconciled reports for your business checking accounts. <strong>The</strong> Balance Sheet<br />

provides a consolidated pr<strong>of</strong>ile <strong>of</strong> your checking activity for the reconcilement<br />

period.<br />

This example illustrates the information provided on your Deposits Debit<br />

Reconciliation Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

Account: <strong>The</strong> company checking account number.<br />

Account Name: <strong>The</strong> customer name.<br />

Balance Forward from previous statement dated mm/dd/yyyy: <strong>The</strong><br />

ending balance from date <strong>of</strong> last statement.<br />

Deposits on Reconciliation: <strong>The</strong> total <strong>of</strong> all deposits located on Deposit<br />

on Reconciliation Report.<br />

Miscellaneous Credits Posted: <strong>The</strong> total <strong>of</strong> all credits on Miscellaneous<br />

Credits Report.<br />

6 Add Total Credits This Statement Period: <strong>The</strong> total <strong>of</strong> deposits 4<br />

credits 5 for this reconciliation period.<br />

and<br />

7<br />

8<br />

Checks Paid on Reconcilement: <strong>The</strong> total <strong>of</strong> all checks listed on Recap <strong>of</strong><br />

Posted Items Report.<br />

Miscellaneous Debits Posted: <strong>The</strong> total <strong>of</strong> all miscellaneous debits from<br />

Miscellaneous Debits Report.<br />

9 Total Debits This Statement Period: <strong>The</strong> total <strong>of</strong> all checks 7<br />

miscellaneous debits 8 for the reconciliation period.<br />

and all<br />

10<br />

11<br />

Debit Adjustments to Reconcile: <strong>The</strong> total <strong>of</strong> debit adjustments typically<br />

made due to encoding errors, duplicate posted checks, returned<br />

checks, and MICR line encoding errors.<br />

Credit Adjustments to Reconcile: <strong>The</strong> total <strong>of</strong> credit adjustments made<br />

due to encoding errors, typically MICR Line Encoding Errors.<br />

12<br />

Miscellaneous Adjustments to Reconcile: <strong>The</strong> total <strong>of</strong> all other<br />

adjustments made to accounts not listed as debit or credit<br />

adjustments.<br />

Non-Monetary miscellaneous adjustments typically reflect Duplicate<br />

Issue, Cancel or Stop Deletions, Invalid Issue Amount, Cancel Amount<br />

or Stop Amount Deletions, Stop On Paid Item, or Cancel On Stopped<br />

Item.<br />

13<br />

14<br />

15<br />

Ending Balance: <strong>The</strong> reconciliation ending balance.<br />

Bank Statement Ending Balance: <strong>The</strong> balance on statement for this<br />

reconciliation period. <strong>The</strong> balance should match the reconciliation<br />

ending balance 13 .<br />

Previous Outstanding Balance: <strong>The</strong> total <strong>of</strong> outstanding issues from last<br />

reconciliation period located on Outstanding Settlement Report.<br />

JPMorgan Chase & Co. 1 Account Reconciliation Services User Guide


Appendix<br />

Reports<br />

16<br />

17<br />

18<br />

19<br />

20<br />

21<br />

22<br />

Adjustments to Prior Outstanding: <strong>The</strong> total <strong>of</strong> all adjustments<br />

performed to Outstanding issues from last reconciliation period.<br />

New Issues (net added): <strong>The</strong> total <strong>of</strong> new issues submitted and system<br />

accepted located on Outstanding Settlement Report.<br />

Canceled Issues: <strong>The</strong> total <strong>of</strong> all cancels submitted and system<br />

accepted located on Outstanding Settlement Report.<br />

Stopped Issues: <strong>The</strong> total <strong>of</strong> all stopped issues located on Outstanding<br />

Settlement Report (only applicable to accounts electing to have<br />

stopped issues removed from the outstanding balance).<br />

Paid Checks Matched to Issues: <strong>The</strong> total <strong>of</strong> all reconciled items located<br />

on Outstanding Settlement Report.<br />

Current Outstanding Balance: <strong>The</strong> total <strong>of</strong> all fields above<br />

15 - 20 .<br />

Total Outstanding from Recon Reports: <strong>The</strong> New Outstanding Balance<br />

located on Outstanding Settlement Report. <strong>The</strong> New Outstanding<br />

balance should match the Current Outstanding Balance 21 .<br />

JPMorgan Chase & Co. 2 Account Reconciliation Services User Guide


Account Reconcilement<br />

Balance Sheet<br />

as <strong>of</strong> mm/dd/yyyy<br />

1<br />

2<br />

Account:<br />

Account Name:<br />

___________________________<br />

_____________________________________________<br />

3<br />

4<br />

5<br />

Balance Forward from previous statement dated mm/dd/yyyy _______________<br />

Add total <strong>of</strong>:<br />

Deposits on Reconciliation<br />

_______________+<br />

Miscellaneous Credits Posted _______________ +<br />

6<br />

7<br />

8<br />

9<br />

Add Total Credits This Statement Period:<br />

Deduct the total <strong>of</strong>:<br />

Checks Paid on Reconcilement _______________ –<br />

Miscellaneous Debits Posted _______________ –<br />

Total Debits This Statement Period<br />

+______________<br />

-______________<br />

10<br />

11<br />

12<br />

13<br />

Debit Adjustments to Reconcile<br />

-______________<br />

Credit Adjustments to Reconcile<br />

+______________<br />

Miscellaneous Adjustments to Reconcile ______________<br />

Ending Balance<br />

=______________<br />

14<br />

Bank Statement Ending Balance<br />

_______________<br />

* * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * *<br />

Outstanding Balance<br />

15<br />

16<br />

17<br />

18<br />

19<br />

20<br />

21<br />

Previous Outstanding Balance<br />

Adjustment to Prior Outstanding<br />

New Issues (net added)<br />

Canceled Issues<br />

Stopped Issues<br />

Paid Checks Matched to Issues<br />

Current Outstanding Balance<br />

+______________<br />

+______________<br />

-______________<br />

-______________<br />

-______________<br />

=______________<br />

22<br />

Total Outstanding from Recon Reports<br />

_______________


Appendix<br />

Reports<br />

Account Reconcilement Balance Sheet (Partial Reconciliation)<br />

At the end <strong>of</strong> each cycle you will receive a reconciliation package including<br />

reconciled reports for your business checking accounts. <strong>The</strong> Balance Sheet<br />

provides a consolidated pr<strong>of</strong>ile <strong>of</strong> your checking activity for the reconcilement<br />

period. This report is prepared by the Bank and is returned to you each period.<br />

This example illustrates the information provided on your ARP Cover Sheet<br />

- Partial Reconciliation (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

Account: <strong>The</strong> company checking account number.<br />

Account Name: <strong>The</strong> customer name.<br />

Balance Forward from previous statement dated mm/dd/yyyy: <strong>The</strong><br />

ending balance from date <strong>of</strong> last statement.<br />

Deposit on Reconciliation: <strong>The</strong> total <strong>of</strong> all deposits located on Deposit<br />

on Reconciliation Report.<br />

Miscellaneous Credits Posted: <strong>The</strong> total <strong>of</strong> all credits on Miscellaneous<br />

Credits Report.<br />

6 Add Total Credits This Statement Period: <strong>The</strong> total <strong>of</strong> deposits 4<br />

credits 5 for this reconciliation period.<br />

and<br />

7<br />

8<br />

Checks Paid on Reconcilement: <strong>The</strong> total <strong>of</strong> all checks listed on Recap <strong>of</strong><br />

Posted Items Report.<br />

Miscellaneous Debits Posted: <strong>The</strong> total <strong>of</strong> all miscellaneous debits from<br />

Miscellaneous Debits Report.<br />

9 Total Debits This Statement Period: <strong>The</strong> total <strong>of</strong> all checks 7<br />

miscellaneous debits 8 for the reconciliation period.<br />

and all<br />

10<br />

11<br />

12<br />

13<br />

14<br />

Debit Adjustments to Reconcile: <strong>The</strong> total <strong>of</strong> debit adjustments typically<br />

made due to encoding errors, duplicate posted checks, returned<br />

checks, and MICR line encoding errors. Refer to page 33 for details.<br />

Credit Adjustments to Reconcile: <strong>The</strong> total <strong>of</strong> credit adjustments made<br />

due to encoding errors, typically MICR Line Encoding Errors. Refer to<br />

page 33 for details.<br />

Miscellaneous Adjustments to Reconcile: <strong>The</strong> total <strong>of</strong> all other<br />

adjustments made to accounts not listed as debit or credit<br />

adjustments.<br />

Non-Monetary miscellaneous adjustments typically reflect Duplicate<br />

Issue, Cancel or Stop Deletions, Invalid Issue Amount, Cancel Amount<br />

or Stop Amount Deletions, Stop On Paid Item, or Cancel On Stopped<br />

Item.<br />

Ending Balance: <strong>The</strong> reconciliation ending balance.<br />

Bank Statement Ending Balance: <strong>The</strong> balance on statement for this<br />

reconciliation period. <strong>The</strong> balance should match the reconciliation<br />

ending balance 13 .<br />

JPMorgan Chase & Co. 4 Account Reconciliation Services User Guide


Appendix<br />

Reports<br />

Account Reconcilement<br />

Balance Sheet<br />

as <strong>of</strong> mm/dd/yyyy<br />

1 Account: ___________________________<br />

2 Account Name: _______________________________________________________<br />

3 Balance Forward from previous statement dated mm/dd/yyyy: ______________<br />

Add total <strong>of</strong>:<br />

4 Deposits on Reconciliation ______________+<br />

5 Miscellaneous Credits Posted ______________+<br />

6 Add Total Credits This Statement Period: +_____________<br />

Deduct the total <strong>of</strong>:<br />

7 Checks Paid on Reconcilement ______________–<br />

8 Miscellaneous Debits Posted ______________–<br />

9 Total Debits This Statement Period –_____________<br />

10 Debit Adjustments to Reconcile –_____________<br />

11 Credit Adjustments to Reconcile +_____________<br />

12 Miscellaneous Adjustments to Reconcile _____________<br />

13 Ending Balance =_____________<br />

14 Bank Statement Ending Balance ______________<br />

* * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * *<br />

JPMorgan Chase & Co. 5 Account Reconciliation Services User Guide


Appendix<br />

Reports<br />

Debit Adjustment, Credit Adjustment, and Miscellaneous Adjustment<br />

Schedules (Full & Partial)<br />

<strong>The</strong> Debit Adjustment, Credit Adjustment and Miscellaneous Adjustment<br />

Schedules may be included in your reconciliation package to provide further<br />

definition <strong>of</strong> monetary and non monetary adjustments referenced on the<br />

Balance Sheet.<br />

This examples on illustrate the information provided on these schedules<br />

(see forms on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

Cut<strong>of</strong>f Date: Checking account statement ending date<br />

Date: <strong>The</strong> date adjustment was made, in Month/Day/Year (mmddyy)<br />

format<br />

CHK Num: Check number <strong>of</strong> item (if applicable) with adjustment<br />

Explanation: Reason for adjustment<br />

Amount: Amount <strong>of</strong> adjustment<br />

Total Credit Adjustments to Reconciliation: Total amount reflected on<br />

the Balance Sheet for field 11 . See pages 31-32.<br />

Total Debit Adjustments to Reconciliation: Total amount reflected on<br />

the Balance Sheet for field 10 . See pages 31-32.<br />

Total Misc Adjustments to Reconciliation: <strong>The</strong>se non-monetary<br />

transactions are reflected on the Balance Sheet in field 12 and equal 0.<br />

See “Account Reconcilement Balance Sheet - Full Reconciliation” on<br />

pages 28-29 and “Account Reconcilement Balance Sheet - Partial<br />

Reconciliation” on page 31.<br />

JPMorgan Chase & Co. 6 Account Reconciliation Services User Guide


Appendix<br />

Reports<br />

ACCOUNT RECONCILEMENT<br />

BALANCE SHEET<br />

1 AS OF mm/dd/yy<br />

2<br />

******************************* Credit adjustments *************************<br />

Date 3 CHK Num 4 Explanation 5 Amount<br />

090402 6536260 ENCODINGERRORPAID=52.74,ADJUSTMENT= 10.00<br />

090502 8151529 ENCODINGERRORPAID=69.86,ADJUSTMENT= .10<br />

091002 6536275 ENCODINGERRORPAID=38.14,ADJUSTMENT= 1.00<br />

091602 4047893 ENCODINGERRORPAID=975.11,ADJUSTMENT= .10<br />

091702 8152574 ENCODINGERRORPAID=124.57,ADJUSTMENT= .10<br />

091802 8152502 ENCODINGERRORPAID=81.25,ADJUSTMENT= .01<br />

===============<br />

TOTAL ADJUSTMENTS TO RECONCILIATION .....................: 11.31<br />

6<br />

******************************** Debit adjustments **************************<br />

Date 3 CHK Num 4 Explanation 5 Amount<br />

090302 8151622 NOT YOUR ITEM 101.00<br />

090302 8151495 DOUBLE POST 100.00<br />

090302 8151092 ENCODINGERRORPAID=66.60,ADJUSTMENT= .10<br />

090502 8151671 ENCODINGERRORPAID=298.60,ADJUSTMENT= .10<br />

090602 8151367 ENCODINGERRORPAID=306.33,ADJUSTMENT= .10<br />

090902 701041445 RETURN ITEM(STOP) 1,000.00<br />

091002 8151798 ENCODINGERRORPAID=459.05,ADJUSTMENT= 3.00<br />

091002 6536321 ENCODINGERRORPAID=26.40,ADJUSTMENT= 1.00<br />

091002 4047773 ENCODINGERRORPAID=1183.84,ADJUSTMENT= .20<br />

091102 8151435 ENCODINGERRORPAID=133.67,ADJUSTMENT= .10<br />

091602 8152413 ENCODINGERRORPAID=629.33,ADJUSTMENT= .11<br />

================<br />

TOTAL ADJUSTMENTS TO RECONCILIATION .....................: 1,205.81<br />

7<br />

************************* Miscellaneous adjustments **************************<br />

Date 3 CHK Num 4 Explanation 5 Amount<br />

100202 3001309 DELETE DUPLICATE CANCEL=100.00 .00<br />

100202 0 DELETE DUPLICATE ISSUE(61)=136390.10 .00<br />

101502 0 DELETE DUPLICATE ISSUE(367)=419356.77 .00<br />

101502 0 DELETE DUPLICATE CANCEL(10)=3023.33 .00<br />

101602 2495607 DELETE DUPLICATE STOP=200.00 .00<br />

101602 12345 ISSUE=50.00,CANCEL=75.00,CANCELDELETED .00<br />

101602 67890 ISSUE=90.00,PAID=85.00,ISSUEDELETED .00<br />

101602 49582 ISSUE=60.00,STOP=70.00,STOPDELETED .00<br />

101602 3029762 STOP DELETED DUE TO PAID ITEM ON FILE .00<br />

101602 35890 CANCEL DELETED DUE TO STOP ON FILE .00<br />

================<br />

TOTAL ADJUSTMENTS TO RECONCILIATION .....................: 0.00<br />

8<br />

JPMorgan Chase & Co. 7 Account Reconciliation Services User Guide


Appendix<br />

Reports<br />

Recap <strong>of</strong> Posted Items Report (Full & Partial)<br />

<strong>The</strong> Recap <strong>of</strong> Posted Items Report provides a daily recap <strong>of</strong> all items posted<br />

during the reconciliation period. <strong>The</strong> Recap report also summarizes per day<br />

the number and amount <strong>of</strong> issues, stops placed, stops removed, and<br />

canceled items. <strong>The</strong> report is printed in sequenced vertically by day.<br />

This example illustrates the information provided on your Recap <strong>of</strong> Posted<br />

Items Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

For Account No.: <strong>The</strong> company checking account number.<br />

As Of MM-DD-YY: <strong>The</strong> reconciliation cut-<strong>of</strong>f date.<br />

Date: <strong>The</strong> date the activity occurred.<br />

Paid items: <strong>The</strong> item count and the dollar amount <strong>of</strong> total checks paid.<br />

Issues: <strong>The</strong> items count and the dollar amount <strong>of</strong> total checks issued<br />

(applies only to full reconciliation).<br />

Stops Placed: <strong>The</strong> items count and dollar amount <strong>of</strong> stop payments<br />

placed.<br />

Stops Removed: <strong>The</strong> items count and dollar amount <strong>of</strong> stop payments<br />

removed.<br />

Cancelled: <strong>The</strong> items count and dollar amount <strong>of</strong> checks canceled<br />

(voided).<br />

Totals: <strong>The</strong> reconciliation period totals for each category <strong>of</strong> the posted<br />

items.<br />

JPMorgan Chase & Co. 8 Account Reconciliation Services User Guide


R E C A P O F P O S T E D I T E M S<br />

DATE- 05/26/01 FOR ACCOUNT NO. 001 1 0987654321 2 AS OF 05-26-01 PAGE 1<br />

3 DATE 4 PAID CHECKS 5 ISSUES 6 STOPS PLACED 7 STOPS REMOVED 8 CANCELLED<br />

ITEMS AMOUNT ITEMS AMOUNT ITEMS AMOUNT ITEMS AMOUNT ITEMS AMOUNT<br />

05-01-01 10 1,472.50 .00 1 70.41 .00 .00<br />

05-02-01 3 32.78 .00 1 160.68 .00 .00<br />

05-03-01 10 132.76 .00 1 48.50 .00 .00<br />

05-04-01 4 153.49 .00 .00 .00 .00<br />

05-05-01 4 272.87 .00 3 202.25 .00 .00<br />

05-08-01 7 261.64 .00 1 15.49 .00 .00<br />

05-09-01 8 169.59 .00 .00 .00 1 .00<br />

05-10-01 8 2,106.98 .00 .00 .00 .00<br />

05-11-01 1 21.54 .00 .00 .00 .00<br />

05-12-01 5 154.99 .00 .00 .00 .00<br />

05-15-01 4 171.60 .00 .00 .00 .00<br />

05-16-01 4 73.09 .00 3 148.24 .00 .00<br />

05-17-01 3 97.36 .00 .00 .00 .00<br />

05-18-01 4 1,405.39 .00 3 56.83 .00 .00<br />

05-19-01 6 761.16 .00 1 35.57 .00 .00<br />

05-22-01 5 137.50 .00 .00 .00 .00<br />

05-23-01 .00 .00 2 125.50 .00 .00<br />

05-24-01 1 11.75 .00 1 32.72 .00 .00<br />

05-25-01 5 126.92 .00 .00 .00 .00<br />

05-26-01 1 62.55 .00 5 365.68 .00 .00<br />

9 TOTALS 92 7,626.46 .00 22 1,261.87 .00 1 .00


Appendix<br />

Reports<br />

Outstanding Settlement Report (Full Only)<br />

<strong>The</strong> Outstanding Settlement Report provides the balances pertaining to the<br />

issue information submitted during the reconcilement period.<br />

This example illustrates the information provided on your Outstanding<br />

Settlement Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

11<br />

12<br />

13<br />

14<br />

15<br />

Account No.: <strong>The</strong> company checking account number.<br />

Name: <strong>The</strong> company name.<br />

As Of MM-YY-YY: <strong>The</strong> reconciliation cut-<strong>of</strong>f date.<br />

Previous Outstanding: <strong>The</strong> ending outstanding balance from the<br />

previous reconciliation.<br />

New Issues: <strong>The</strong> total amount <strong>of</strong> new issues added during the current<br />

reconciliation period.<br />

Paid-No-Issues: <strong>The</strong> total amount <strong>of</strong> checks paid this period for which<br />

no issues were received.<br />

Stops Removed: <strong>The</strong> total amount <strong>of</strong> stops reversed or expired in the<br />

current period (if you elected to have your stopped issues removed<br />

from the outstanding balance).<br />

Stop Payments: <strong>The</strong> total amount <strong>of</strong> stops posted in the current period<br />

(if you elected to have your stopped issues removed from the<br />

outstanding balance).<br />

Cancellations: <strong>The</strong> total amount <strong>of</strong> cancels or voids posted in the<br />

current period.<br />

Prev PNI Issue Recvd: <strong>The</strong> issue received for a check paid in a previous<br />

reconciliation period.<br />

Prev Stop Issue Recvd: <strong>The</strong> issue received for a stop payment placed in<br />

a previous reconciliation period.<br />

Prev Cancel Iss Recvd: <strong>The</strong> issue received for a cancellation placed in a<br />

previous reconciliation period.<br />

Paid Checks: <strong>The</strong> checks paid during the current period.<br />

Prev O/S Deleted: <strong>The</strong> checks outstanding in a previous period deleted<br />

during the current period.<br />

New Outstanding: <strong>The</strong> ending outstanding check balance for the<br />

current reconcilement period.<br />

JPMorgan Chase & Co. 10 Account Reconciliation Services User Guide


CRP920053-33 BANK<br />

OUTSTANDING SETTLEMENT REPORT<br />

BANK NO. 001 TEAM NO. 003 DATE 6/01/01<br />

1 ACCOUNT NO. 0987654321 2 XYZ CORPORATION 3<br />

AS OF 5/31/01<br />

4 PREVIOUS OUTSTANDING 8,072,794.78<br />

5 + NEW ISSUES 7,959,232.46<br />

6 + PAID-NO-ISSUES 2,674,227.89<br />

7 + STOPS REMOVED .00<br />

8 - STOP PAYMENTS 74,594.35<br />

9 - CANCELLATIONS 4,000.00<br />

10- PREV PNI ISSUE RECVD .00<br />

11 - PREV STOP ISSUE RECVD .00<br />

12 - PREV CANCEL ISS RECVD .00<br />

13 - PAID CHECKS 12,974,892.35<br />

14 - PREV O/S DELETED .00<br />

15 NEW OUTSTANDING 5,652,768.43


Appendix<br />

Reports<br />

Reconciliation Diagnostic Summary Report (Full & Partial)<br />

<strong>The</strong> Reconciliation Diagnostic Summary Report provides an itemized listing<br />

<strong>of</strong> all issued and paid check exception items during the reconciliation<br />

period.<br />

<strong>The</strong> following exception conditions are reported:<br />

• Paid, No Issue (Full)<br />

• Canceled Item<br />

• Paid, No Issue, Last Period (Full)<br />

• Stopped Item<br />

• Stopped, Check Presented<br />

• Force Posted Item<br />

• Previous Paid, No Issue, Issue Received (Full)<br />

• Previous Cancel, Issue Received (Full)<br />

This example illustrates the information provided on your Diagnostic<br />

Summary Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

11<br />

12<br />

Account No.: <strong>The</strong> company checking account number.<br />

Name: <strong>The</strong> company name.<br />

Serial Number: <strong>The</strong> MICR check number.<br />

Amount: <strong>The</strong> dollar amount <strong>of</strong> each check paid, if applicable.<br />

Paid Date: <strong>The</strong> date the check was paid, if applicable, or the effective<br />

date <strong>of</strong> a canceled (voided) issue or stop payment.<br />

Seq No.: <strong>The</strong> bank sequential trace number (for research purposes).<br />

Issue Date: <strong>The</strong> date the check was issued (Full only).<br />

Additional data: additional information submitted on the issue file (Full<br />

Reconciliation only).<br />

<strong>Page</strong> No.: <strong>The</strong> page number where items appear on the reconcilement<br />

report.<br />

Exception Condition: See “Exception Codes” on page 26.<br />

Total CNT: <strong>The</strong> total number <strong>of</strong> exception items.<br />

Total Amount: <strong>The</strong> total dollar amount <strong>of</strong> exception items for each<br />

category.<br />

JPMorgan Chase & Co. 12 Account Reconciliation Services User Guide


05/31/01 R E C O N C I L I A T I O N D I A G N O S T I C S U M M A R Y PAGE 1<br />

1 ACCOUNT NO. 001 0987654321 2 XYZ CORPORATION<br />

3<br />

SERIAL PAID5 SEQ ISSUE ADDITIONAL PAGE EXCEPTION<br />

6 7 8 9 10<br />

NUMBER AMOUNT 4<br />

DATE NO. DATE DATA NO. CONDITION<br />

80130 34.14 03-01-01 40727986 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

80131 73.44 02-27-01 49644257 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

80132 35.04 03-03-01 36936232 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

80133 74.99 02-27-01 36303931 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

80134 77.51 02-27-01 49550742 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

80135 80.16 03-02-01 41271400 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

80136 58.83 02-27-01 36303652 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

80137 50.16 03-15-01 44787283 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

80138 61.15 03-02-01 41287185 04-28-01 1 PREV PD-NO-ISS, ISSUE RECVD<br />

287505 2.16 10-12-01 34342829 1 PAID, NO ISSUE, LAST PERIOD<br />

483789 214.66 02-14-01 41274597 2 PAID, NO ISSUE, LAST PERIOD<br />

529348 66.08 05-25-01 12-15-01 2 STOPPED ITEM<br />

535260 35.50 03-30-01 12-29-01 2 STOPPED ITEM<br />

554430 61.03 04-27-01 02-09-01 2 STOPPED ITEM<br />

558458 249.94 03-30-01 02-23-01 2 STOPPED ITEM<br />

559435 22.47 04-12-01 02-23-01 2 STOPPED ITEM<br />

560363 198.86 04-04-01 02-23-01 2 STOPPED ITEM<br />

11<br />

TOTAL CNT 12 TOTAL AMOUNT<br />

PAID, NO ISSUE 0 .00<br />

VOIDED ITEM 0 .00<br />

PAID, NO ISSUE, LAST PERIOD 2 216.82<br />

STOPPED ITEM 6 633.94<br />

STOPPED, CHECK PRESENTED 0 .00<br />

FORCE POSTED ITEM 0 .00<br />

PREV PD-NO-ISS, ISSUE RECVD 9 545.42<br />

PREV STOP, ISSUE RECEIVED 0 .00<br />

PREV VOID, ISSUE RECEIVED 0 .00


Appendix<br />

Reports<br />

Miscellaneous Credits Report (Full & Partial)<br />

<strong>The</strong> Miscellaneous Credits Report lists all credit transactions posted during<br />

the reconciliation period. Miscellaneous credits include deposits, electronic<br />

credits, or credit adjustments processed by the bank. Descriptive<br />

information relative to the item is provided where applicable.<br />

This example illustrates the information provided on your Miscellaneous<br />

Credits Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

87<br />

8<br />

9<br />

10<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Serial Number: <strong>The</strong> serial number <strong>of</strong> the transaction (if provided on<br />

deposit slip MICR line)<br />

Check Amount: <strong>The</strong> dollar amount <strong>of</strong> the credit<br />

Date Issued: <strong>The</strong> date the credit posted<br />

Seq. No.: <strong>The</strong> bank sequential trace number<br />

Payee Identification: Descriptive information for the transaction<br />

<strong>The</strong> total amount <strong>of</strong> the deposit credit transactions<br />

<strong>The</strong> total number <strong>of</strong> deposit credit transactions<br />

JPMorgan Chase & Co. 14 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 1<br />

BANK-NO. 0000021 TEAM-NO. 531 RECONCILIATION REPORTS DATE 04-01-02<br />

ACCOUNT NO. 12345 1 2<br />

ABC COMPANY REPORT MISC-CREDITS AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

9876543210 34,567,890,123.45 03-29-02 456789012345 MISC CREDIT<br />

4567890123 34,567,890,123.46 03-29-02 456789012346 MISC CREDIT<br />

4 5 6 7 8<br />

3<br />

MISC 69,135,780,246.90 2GT<br />

9 10<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Miscellaneous Debits Report (Full & Partial)<br />

<strong>The</strong> Miscellaneous Debits Report lists all debit transactions, other than<br />

checks, posted during the reconciliation period.<br />

Miscellaneous debits include adjustments processed by the bank such as<br />

debit memos, or debit advises and electronic debits to the account,<br />

including ACH and wire transfer activity. Descriptive information relative to<br />

the debit is provided where applicable.<br />

This example illustrates the information provided on your Miscellaneous<br />

Debits Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

87<br />

8<br />

9<br />

10<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Serial Number: <strong>The</strong> serial number <strong>of</strong> the transaction<br />

Check Amount: <strong>The</strong> amount <strong>of</strong> the debit<br />

Date PD/PST: <strong>The</strong> date the debit posted<br />

Seq No: <strong>The</strong> bank sequential trace number<br />

Payee Identification: Descriptive information for the transaction<br />

Total: <strong>The</strong> total amount <strong>of</strong> the deposit debit transactions<br />

Number: <strong>The</strong> total number <strong>of</strong> deposit debit transactions<br />

JPMorgan Chase & Co. 16 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 1<br />

3<br />

BANK-NO. 0000021 TEAM-NO. 531 RECONCILIATION REPORTS DATE 04-01-02<br />

ACCOUNT NO. 12345 1<br />

ABC COMPANY 2<br />

REPORT MISC-DEBITS AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

1 5.00 03-01-02 456789012340 MISC DEBIT<br />

1234567890 34,567,890,123.45 03-15-02 456789012376 MISC DEBIT<br />

4 5 6 7 8<br />

MISC 34,567,890,128.45 2GT<br />

9 10<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Paid Only Report (Full & Partial)<br />

<strong>The</strong> Paid Only Report lists all checks paid during the reconciliation period.<br />

<strong>The</strong> standard Paid Only Report is printed in serial number sequence. Serial<br />

numbers are sequenced vertically. A grand total <strong>of</strong> paid items is printed at<br />

the end <strong>of</strong> the report.<br />

This example illustrates the information provided on your Paid Only Report<br />

(see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

87<br />

8<br />

9<br />

910<br />

11<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Serial Number: <strong>The</strong> MICR check number<br />

Check Amount: <strong>The</strong> dollar amount <strong>of</strong> the paid check<br />

Date Paid/Posted: <strong>The</strong> date the check was paid and posted to the<br />

account<br />

Date Issued: <strong>The</strong> date the check was issued<br />

Seq No: <strong>The</strong> bank sequential trace number (provided for research<br />

purposes)<br />

Payee Identification: Descriptive information for the transaction<br />

Total Paid: <strong>The</strong> dollar amount <strong>of</strong> checks paid during the reconciliation<br />

period<br />

Total Number: <strong>The</strong> total number <strong>of</strong> checks paid during the reconciliation<br />

period<br />

Note:<br />

For Full Account Reconciliation, the paid only report is printed in<br />

serial number sequence. It includes columns for the issue date and<br />

payee description or any additional information.<br />

JPMorgan Chase & Co. 18 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 3<br />

BANK-NO. 0000021 TEAM-NO. 531 2<br />

RECONCILIATION REPORTS DATE 04-01-02<br />

ACCOUNT NO. 12345 1<br />

ABC COMPANY REPORT PAID ONLY AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE DATE 7 8 SEQ 9 PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

3<br />

38006 268.38 03-18-02 03-15-02 000031239446 MILLER,BOBBY<br />

4 38007 700.98 6 03-20-02 03-15-02 000030767035 BONE,DANIEL<br />

38008 5 429.00 03-18-02 03-15-02 000031220906 MARTIN,PATTY<br />

38009 437.94 03-15-02 03-15-02 000029246637 ALLEN,SAMUEL<br />

38010 648.80 03-19-02 03-15-02 000030619938 KENDALL,ALEN<br />

38011 295.50 03-18-02 03-15-02 000031266599 DRAKE,LOUISA<br />

38012 327.55 03-18-02 03-15-02 000028733712 DRAKE,TAMMY<br />

38013 479.92 03-18-02 03-15-02 000031234750 GILBERT,SARA<br />

38014 445.03 03-18-02 03-15-02 000027591236 KIRBY,DAN<br />

38015 567.06 03-15-02 03-15-02 000028463827 RANDALL,JOHN<br />

38016 655.20 03-19-02 03-15-02 000032849441 MORRIS,SHERR<br />

38017 639.17 03-18-02 03-15-02 000029432365 O'BRIAN,PAUL<br />

38018 582.27 03-18-02 03-15-02 000031220907 PERRY,ELIZAB<br />

38020 532.89 03-18-02 03-15-02 000029387947 PERRY,CHRIST<br />

38021 550.66 03-18-02 03-15-02 000031246674 PORTER,THOMA<br />

38022 511.52 03-18-02 03-15-02 000029328086 SAMUEL,DENIS<br />

38023 709.45 03-18-02 03-15-02 000031250133 MARTIN,JENNY<br />

38024 531.80 03-15-02 03-15-02 000032333437 HURST,RANDAL<br />

38025 572.02 03-15-02 03-15-02 022092849481 GREEN,CHARLE<br />

38026 610.63 03-15-02 03-15-02 022092857479 MILLER,SALLY<br />

38027 583.89 03-19-02 03-15-02 022092021579 STEPHENS,RAY<br />

38028 573.98 03-19-02 03-15-02 000032849564 COLLER,WENDY<br />

38029 663.31 03-18-02 03-15-02 000031202114 JANKOWSKI,TE<br />

38030 394.61 03-19-02 03-15-02 000029701452 ROSS,FRANCES<br />

38031 187.16 03-19-02 03-15-02 000030626029 WEST,NANCY<br />

38033 543.93 03-15-02 03-15-02 000032238917 CASTRO,ROBER<br />

38034 625.76 03-15-02 03-15-02 000029167649 DROVER,RHODA<br />

38035 369.46 03-15-02 03-15-02 000029155809 FLINT,ANTONI<br />

38037 286.06 03-19-02 03-15-02 000032008280 HOOPER,TOM<br />

38038 587.28 03-18-02 03-15-02 000029413521 KING,MARTIN<br />

38039 553.33 03-18-02 03-15-02 000029430474 RANDALL,BARB<br />

38040 536.55 03-18-02 03-15-02 000028732388 SANDINE,ANNE<br />

38041 446.17 03-19-02 03-15-02 000032906414 DAVIS,TERRY<br />

38042 585.51 03-15-02 03-15-02 000032238916 LAWRENCE,TRA<br />

38043 43.51 03-15-02 03-15-02 022092867297 REED,WILLIAM<br />

38044 386.07 03-18-02 03-15-02 000029425534 SUNDAY,VALER<br />

38045 634.27 03-15-02 03-15-02 022092866967 ZIMMER,GORDE<br />

1 4567890123 12,345,678,901.23 03-20-02 456789012345<br />

1 4567890321 99,345,678,901.23 03-20-02 456789012345<br />

1 4567890322 88,345,678,901.23 03-20-02 456789012345<br />

10<br />

PAID 200,037,151,875.49 240GT<br />

11<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Unpaid Only Report (Full Only)<br />

<strong>The</strong> Unpaid Only Report lists all outstanding checks and exception items,<br />

including stops and cancels, as <strong>of</strong> the end <strong>of</strong> the reconciliation period. <strong>The</strong><br />

total <strong>of</strong> outstanding items is printed at the end <strong>of</strong> the report.<br />

This example illustrates the information provided on your Unpaid Only<br />

Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

87878787878787<br />

8<br />

9<br />

10<br />

11<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Code: <strong>The</strong> exception item code (see explanation <strong>of</strong> codes at the bottom<br />

<strong>of</strong> report )<br />

Check Number: <strong>The</strong> MICR check number<br />

Check Amount Paid O/S: <strong>The</strong> dollar amount <strong>of</strong> outstanding checks<br />

Dates in the PD/POST column refer to prior paid dates or stop payment<br />

dates.<br />

Date Paid: <strong>The</strong> date the exception item posted.<br />

Date Issued: <strong>The</strong> issue date <strong>of</strong> the check<br />

Payee Identification: <strong>The</strong> payee description or any additional<br />

information submitted (Full Reconciliation only).<br />

O/S Total: <strong>The</strong> total dollar amount <strong>of</strong> unpaid checks at end <strong>of</strong><br />

reconcilement period.<br />

O/S Number: <strong>The</strong> total number <strong>of</strong> unpaid items.<br />

JPMorgan Chase & Co. 20 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 1<br />

BANK-NO. 0000021 TEAM-NO. 531 RECONCILIATION REPORTS 3 DATE 04-01-02<br />

ACCOUNT NO. 12345 1 ABC COMPANY 2<br />

REPORT UNPAID ONLY AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

1622 37.22 05-11-01 JOHNSON,MARY 9<br />

38075 525.01 03-22-02 BROCK,JEROME<br />

11817 1,226.82 05-30-01 8<br />

MOORE,FRANCI 38076 505.22 03-22-02 COGAR,SAMUEL<br />

4 34616 413.30 05-22-01 38077 712.48 03-22-02 EFREMOV,ALEK<br />

44<br />

348225 6 454.97 06-07-01 7<br />

38078 345.27 03-22-02 FENTON,ROBER<br />

4 35178 456.72 07-12-01 38079 358.54 03-22-02 FENTON,STEVE<br />

4 35303 280.15 07-31-01 38080 334.13 03-22-02 GIVENS,SANDR<br />

4 35578 354.70 08-28-01 08-17-01 BAKER,WILLIA 38081 554.77 03-22-02 KIRCHOFF,DAN<br />

4 35824 274.65 09-10-01 38082 567.05 03-22-02 KOWALSKI,EDW<br />

4 36150 138.31 10-01-01 09-28-01 BROWN,DAVID 38083 561.04 03-22-02 MORIN,SHERRO<br />

4 36457 111.47 11-06-01 38084 640.38 03-22-02 O'BRYAN,SHER<br />

4 37188 374.83 01-02-02 12-28-01 SMITH,DENNIS 38085 451.60 03-22-02 PENA,ERNEST<br />

4 37198 425.89 01-03-02 12-28-01 WALSH,RICH 38086 571.97 03-22-02 PERRY,TRACEY<br />

37704 323.49 02-22-02 BROOKS,JERRY 38087 480.39 03-22-02 PETTY,CHARLE<br />

37789 143.57 02-25-02 MILLER,ALBER 38088 520.01 03-22-02 POUPARD,TODD<br />

37803 211.11 02-25-02 PIKE,CINDY 38089 426.11 03-22-02 SIMPSON,DENI<br />

37831 179.40 02-25-02 MURPHY,PHIL 38090 649.63 03-22-02 VICKERS,JERA<br />

37896 148.63 03-01-02 WOODS,RICH 38091 381.25 03-22-02 ASHENHURST,R<br />

37977 99.50 03-15-02 RENO,MARIAN 38092 461.58 03-22-02 GASSER,CHARL<br />

38019 449.40 03-15-02 PORTER,THOMA 38093 569.44 03-22-02 MILLER,MARGA<br />

38032 746.97 03-15-02 CANTON,PAUL 38094 547.85 03-22-02 STEPHENS,JOH<br />

38036 487.99 03-15-02 FRANCES,MIKE 38095 590.46 03-22-02 COLEMAN,WAND<br />

38046 101.26 03-22-02 RENO,MARIAN 38096 595.09 03-22-02 JARCZEWSKI,S<br />

38047 456.90 03-22-02 BROWN,MARK 38097 576.25 03-22-02 WINDEY,RICH<br />

38048 263.21 03-22-02 MANTON,RON 38098 414.52 03-22-02 CANNON,PETER<br />

38049 147.70 03-22-02 NEELY,JO 38099 545.40 03-22-02 CASEY,ROBERT<br />

38050 696.66 03-22-02 DANIELS,PAUL 38100 552.55 03-22-02 DYER,RHODA A<br />

38051 477.39 03-22-02 MEAD,LARRY 38101 260.08 03-22-02 FLYNT,ANNETT<br />

38052 551.51 03-22-02 SANDERS,BARB 38102 603.61 03-22-02 FRAZIER,PENN<br />

38053 566.92 03-22-02 SHEAN,MARSHA 38103 593.75 03-22-02 HOVIS,TOM D<br />

38054 980.48 03-22-02 SHARP,PAUL 38104 579.29 03-22-02 KING,JESSE<br />

38055 491.60 03-22-02 BAKER,HOLLY 38105 615.18 03-22-02 RIOUX,BARBAR<br />

38056 499.54 03-22-02 BENTON,DOROT 38106 451.61 03-22-02 SANTURE,ANNE<br />

38057 716.95 03-22-02 COLLIER,DAVE 38107 661.88 03-22-02 DAVIS,STEVE<br />

38058 754.71 03-22-02 ELLIS,JAMES 38108 566.86 03-22-02 LAYNE,TRACY<br />

38059 565.52 03-22-02 HALE,HOLLY 38109 259.01 03-22-02 SUMMERS,VALD<br />

38060 397.97 03-22-02 HILL,WILLIA 38110 614.33 03-22-02 ZOELLNER,GOR<br />

38061 441.52 03-22-02 JOHNSON,KAY<br />

38062 630.85 03-22-02 JONES,DELLA O/S 38,966.32 80GT<br />

38063 643.52 03-22-02 MANDER,ROBER<br />

10 11<br />

38064 681.93 03-22-02 MATTHEWS,FAY<br />

38065 563.49 03-22-02 KINNEY,LISA<br />

38066 276.39 03-22-02 MOORE,GERALD<br />

38067 419.92 03-22-02 SANFORD,KATE<br />

38068 449.37 03-22-02 SANDERS,JIM<br />

38069 571.39 03-22-02 WRIGHT,SAM<br />

38070 153.02 03-22-02 CARLSON,JAKE<br />

38071 702.79 03-22-02 RYDER,WILL<br />

38072 754.04 03-22-02 MILLER,RAYMO<br />

38073 305.90 03-22-02 BAYLEY,BILL<br />

38074 712.45 03-22-02 WILL,DANNY<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Consolidated Report (Full & Partial)<br />

<strong>The</strong> Consolidated Report lists both unpaid and paid checks for the<br />

reconciliation period. Full and Range Reconciliation customers may receive<br />

this report in addition to or in lieu <strong>of</strong> the Paid and Unpaid Reports. This<br />

report reflects the status <strong>of</strong> every check written whether paid, outstanding,<br />

or assigned a special status such as cancel or stop payment. <strong>The</strong> standard<br />

report is printed in serial number sequence. Serial numbers are sequenced<br />

vertically.<br />

This example illustrates the information provided on your Consolidated<br />

Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

11<br />

12<br />

13<br />

14<br />

15<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Code: <strong>The</strong> exception item code (see explanation <strong>of</strong> codes at the bottom<br />

<strong>of</strong> report)<br />

Serial Number: <strong>The</strong> MICR check number<br />

Check Amount PD/POST: <strong>The</strong> dollar amount <strong>of</strong> each check paid<br />

Check Amount O/S (outstanding): <strong>The</strong> dollar amount <strong>of</strong> each<br />

outstanding check (Full Reconciliation only)<br />

Date PD/POST: <strong>The</strong> date the check was paid and posted to the account<br />

Date Issued: <strong>The</strong> issue date <strong>of</strong> the check (Full Reconciliation only)<br />

Sequence Number: <strong>The</strong> processing sequence number <strong>of</strong> the check<br />

(used for research purposes)<br />

Payee Identification: <strong>The</strong> payee description or any additional<br />

information submitted (Full Reconciliation only)<br />

O/S Total: <strong>The</strong> total dollar amount <strong>of</strong> unpaid checks at the end <strong>of</strong> the<br />

reconciliation period<br />

O/S Number: <strong>The</strong> total number <strong>of</strong> unpaid items (Full Reconciliation only)<br />

Total Paid: <strong>The</strong> total dollar amount <strong>of</strong> checks paid during the<br />

reconciliation period<br />

Number Paid: <strong>The</strong> total number <strong>of</strong> checks paid during the reconciliation<br />

period<br />

JPMorgan Chase & Co. 22 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 1<br />

2<br />

BANK-NO. 0000021 TEAM-NO. 531 RECONCILIATION REPORTS DATE 04-01-02<br />

1<br />

3<br />

ACCOUNT NO. 12345 ABC COMPANY 11<br />

REPORT CONSOLIDATED AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE DATE 9 10SEQ PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D NUMBER PD/POST 7 O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

4 1622 5 6<br />

37.228<br />

05-11-01 JOHNSON,MARA 37796 200.14 03-04-02 02-25-02 000033174823 MARTIN,PEGGY<br />

11817 1,226.82 05-30-01 MOORE,FRANCI 37797 184.02 03-05-02 02-25-02 000028176670 MORIN,SHERRO<br />

12081 154.26 03-04-02 02-25-02 000030168296 HERD,MARLENE 37802 181.34 03-11-02 02-25-02 000028601616 PETTY,CHARLE<br />

12083 221.64 03-04-02 02-25-02 000029690861 HARPER,ANNET 37803 211.11 02-25-02 PIPER,CYNTHI<br />

12092 182.35 03-04-02 02-25-02 000030174791 WOOD,THOMAS 37806 186.54 03-04-02 02-25-02 000027553390 SIMPSON,DENI<br />

12095 195.02 03-04-02 02-25-02 000032809012 CARVER,WAYNE 37810 189.89 03-05-02 02-25-02 000035833170 MILLER,MARGA<br />

12101 2,470.91 03-04-02 02-28-02 000030035812 PAUL,SAMANT 37813 194.02 03-04-02 02-25-02 000028464949 CECIL,SUSAN<br />

12103 1,392.23 03-04-02 02-28-02 000030174792 WINSTON,THOM 37814 194.31 03-05-02 02-25-02 000028172195 COLEMAN,WAND<br />

12105 1,964.63 03-04-02 02-28-02 000028562166 TENBERT,LARR 37816 170.00 03-04-02 02-25-02 000028381698 MONHOLLEN,FR<br />

12107 1,367.03 03-18-02 03-15-02 000031257344 CARLSON,SALL 37818 189.11 03-19-02 02-25-02 000030582597 WINDEY,RICH<br />

12108 1,599.03 03-15-02 03-15-02 000028464352 SULLIVAN,TED 37826 179.58 03-04-02 02-25-02 000032681098 FRAZIER,PENN<br />

12109 2,130.90 03-18-02 03-15-02 000027591597 PARKER,EDWAR 37829 189.89 03-04-02 02-25-02 000028467907 KING,JESSE<br />

12110 789.90 03-18-02 03-15-02 000028194791 LORENZ,KATHL 1 37830 179.40 03-29-02 654321098765<br />

12112 1,206.97 03-15-02 03-15-02 022092839906 PRYOR,CYNTHI 37835 159.99 03-11-02 02-25-02 000028821472 ANDREWS,MICH<br />

12113 1,985.44 03-19-02 03-15-02 000032906350 TAYLOR,BILL 37840 184.37 03-08-02 02-25-02 022092525608 ZOELLNER,GOR<br />

12114 1,521.42 03-15-02 03-15-02 000028455330 WARD,ELIZABE 37841 81.14 03-11-02 03-01-02 000033450396 RENO,JILLIAN<br />

4 34616 413.30 05-22-01 37842 260.27 03-06-02 03-01-02 000028520086 BROWN,BETTY<br />

4 34822 454.97 06-07-01 37843 521.95 03-04-02 03-01-02 000028558643 MANCOS,RONAL<br />

4 35178 456.72 07-12-01 37844 144.35 03-04-02 03-01-02 000030028895 NEFCY,JOSEPH<br />

4 35303 280.15 07-31-01 37845 779.14 03-04-02 03-01-02 000028476969 DZIURGOT,PHI<br />

4 35578 354.70 08-28-01 08-17-01 BAKER,SHIRLE 37846 741.72 03-04-02 03-01-02 000032831098 RISHELL,TIMO<br />

4 35824 274.65 09-10-01 37847 549.06 03-04-02 03-01-02 000030034898 MEAD,DUANE<br />

4 36150 138.31 10-01-01 09-28-01 BROWN,LINDA 37848 351.56 03-04-02 03-01-02 000030167839 SANDERS,DANN<br />

4 36457 111.47 11-06-01 37849 730.26 03-04-02 03-01-02 000028465828 SHEARER,MARS<br />

4 37188 374.83 01-02-02 12-28-01 SMITH,DENISE 37850 670.53 03-04-02 03-01-02 022092267820 STEIN,PAUL<br />

4 37198 425.89 01-03-02 12-28-01 WINTERS,RICH 37851 523.88 03-04-02 03-01-02 000035479633 BAKER,SANDRA<br />

37676 98.32 03-07-02 02-22-02 000035653859 RENFORD,CYNT 37852 341.64 03-04-02 03-01-02 000030042686 BENTLEY,DORO<br />

37704 323.49 02-22-02 BROCK,JAKE 37854 723.04 03-05-02 03-01-02 000035001069 ELLIOTT,JAME<br />

37771 194.31 03-04-02 02-25-02 000035414616 SOLMAN,JENNI 37871 244.83 03-07-02 03-01-02 000028057151 BONE,DANIEL<br />

37773 189.11 03-04-02 02-25-02 000029646656 WRIGHT,LARRY 37872 537.21 03-04-02 03-01-02 000029641368 BROCK,JEROME<br />

38014 445.03 03-18-02 03-15-02 000027591236 KIRBY,DAVID 38064 681.93 03-22-02 MATUSIEWICZ,<br />

38021 550.66 03-18-02 03-15-02 000031246674 PORTER,TOM 38071 702.79 03-22-02 RYMER,JEFF<br />

38022 511.52 03-18-02 03-15-02 000029328086 SIMPSON,MARK 38072 754.04 03-22-02 YEBOAH,RAYMO<br />

38023 709.45 03-18-02 03-15-02 000031250133 VICKS,JESSIC 38073 305.90 03-22-02 BASLEY,TABAT<br />

38024 531.80 03-15-02 03-15-02 000032333437 ASHE,RONALD 38074 712.45 03-22-02 BONE,DANIEL<br />

38025 572.02 03-15-02 03-15-02 022092849481 GASTON,CHARL 38075 525.01 03-22-02 BROCK,JEROME<br />

38026 610.63 03-15-02 03-15-02 022092857479 MILLER,PHILI 38076 505.22 03-22-02 COGAR,SAMUEL<br />

38033 543.93 03-15-02 03-15-02 000032238917 CASE,WILLIAM 38083 561.04 03-22-02 MORIN,SHERRO<br />

38034 625.76 03-15-02 03-15-02 000029167649 DOVER,RHONDA 38084 640.38 03-22-02 O'BRYAN,SHER<br />

38035 369.46 03-15-02 03-15-02 000029155809 FLAGG,ANN 38085 451.60 03-22-02 PENA,ERNEST<br />

38036 487.99 03-15-02 FRANKS,PENNY 38086 571.97 03-22-02 PERRY,TRACEY<br />

38037 286.06 03-19-02 03-15-02 000032008280 HOMER,TOMMY 38087 480.39 03-22-02 PETTY,CHARLE<br />

38089 426.11 03-22-02 SIMS,DIANE<br />

38110 614.33 03-22-02 ZOPP,GORDON<br />

1 4567890123 12,345,678,901.23 03-20-02 456789012345<br />

1 4567890321 99,345,678,901.23 03-20-02 456789012345<br />

1 4567890322 88,345,678,901.23 03-20-02 456789012345<br />

O/S 38,966.32 80GT PAID 200,037,151,875.49 240GT<br />

12<br />

13 14 15<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Paid-No-Issue Report (Full & Partial)<br />

<strong>The</strong> Paid-No-Issue Report lists separately all the current and prior period<br />

paid items with no corresponding issue information on file. Items will<br />

remain on the report until issue information is submitted. <strong>The</strong> Bank can<br />

generate a Paid-No-Issue Report upon request.<br />

This example illustrates the information provided on your Paid-No-Issue<br />

Report (see form on the following page):<br />

Note:<br />

This data is also included with other exceptions on the<br />

Reconciliation Diagnostic Summary report.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

11<br />

12<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Code: <strong>The</strong> exception item code. See “Exception Codes” on page 26).<br />

Check Number: <strong>The</strong> MICR check number<br />

Amount Pd/Post: <strong>The</strong> dollar amount <strong>of</strong> each check<br />

Date Pd/Pst: <strong>The</strong> date the check was paid<br />

Date Issued: <strong>The</strong> issue date <strong>of</strong> the check (This field will be blank as this<br />

report lists checks we have paid without an issue record.)<br />

Seq No: <strong>The</strong> bank sequential trace number (for research purposes).<br />

Payee identification: <strong>The</strong> payee description or additional information<br />

submitted (Full Reconciliation only).<br />

Total Amount: <strong>The</strong> total dollar amount <strong>of</strong> paid-no-issue items.<br />

Total Number: <strong>The</strong> total number <strong>of</strong> paid-no-issue items.<br />

JPMorgan Chase & Co. 24 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 1<br />

BANK-NO. 0000021 TEAM-NO. 531 2 RECONCILIATION REPORTS 3DATE 04-01-02<br />

ACCOUNT NO. 12345 1<br />

ABC COMPANY REPORT PD NO ISSUE AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D 4 NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

1 37830 179.40 03-29-028<br />

65432109876510<br />

1 4567890123 12,345,678,901.23 03-20-02 456789012345<br />

1 4567890321 99,345,678,901.23 03-20-02 456789012345<br />

1 4567890322 88,345,678,901.23 03-20-02 456789012345<br />

5 6 7<br />

9<br />

PREV 0.00 0GT CURR 200,037,036,883.09 4GT<br />

11 12<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Unmatched Reconciliation Report (Full Only)<br />

<strong>The</strong> Unmatched Reconciliation Report lists all unmatched paid and issued<br />

items (outstanding checks and paid-no-issues) as <strong>of</strong> the reconciliation<br />

period date in amount sequence.<br />

This example illustrates the information provided on your Unmatched<br />

Reconciliation Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

11<br />

12<br />

13<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Serial Number: <strong>The</strong> MICR check number<br />

Check Amount: <strong>The</strong> dollar amount <strong>of</strong> each check paid (listed in PD/Post<br />

column) or outstanding (listed in the O/S column)<br />

Date PD/Post: <strong>The</strong> date the check was paid and posted to the account<br />

(when applicable)<br />

Date Issued: <strong>The</strong> date the check was issued (when applicable)<br />

Seq No: <strong>The</strong> bank sequential trace number (for research purposes)<br />

Payee Identification: <strong>The</strong> payee description or any additional<br />

information for the transaction<br />

<strong>The</strong> total amount <strong>of</strong> unmatched outstanding transactions<br />

<strong>The</strong> total number <strong>of</strong> unmatched outstanding transactions<br />

<strong>The</strong> total amount <strong>of</strong> unmatched paid transactions<br />

<strong>The</strong> total number <strong>of</strong> unmatched paid transactions<br />

JPMorgan Chase & Co. 26 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 1<br />

3<br />

BANK-NO. 0000021 1 TEAM-NO. 531 RECONCILIATION REPORTS DATE 04-01-02<br />

ACCOUNT NO. 12345 2 ABC COMPANY 7 8 9<br />

REPORT UNMATCH AMT AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

4 5<br />

1622 37.22 6 05-11-01 JOHNSON,MARY 38069 571.39 03-22-02 WRIGHT,KEVIN<br />

37977 99.50 03-15-02 KENTON,JILL 38086 571.97 03-22-02 PERRY,TRACEY<br />

38046 101.26 03-22-02 KENTON,JILL 38097 576.25 03-22-02 WINDEY,RICH<br />

37789 143.57 02-25-02 MORRIS,ALEXA 38104 579.29 03-22-02 KING,JESSE<br />

38049 147.70 03-22-02 NANCY,JOSIE 38095 590.46 03-22-02 COLEMAN,WAND<br />

37896 148.63 03-01-02 WINTER,RICH 38103 593.75 03-22-02 HOVIS,TOM D<br />

38070 153.02 03-22-02 CARLSON,MARK 38096 595.09 03-22-02 JARCZEWSKI,S<br />

37830 179.40 03-29-02 WALTON,SANDY 38102 603.61 03-22-02 FRAZIER,PENN<br />

37831 179.40 02-25-02 MURPHY,MARIS 38110 614.33 03-22-02 ZOELLNER,GOR<br />

38109 259.01 03-22-02 SUMMERS,DIAN 38105 615.18 03-22-02 RIOUX,BARBAR<br />

38101 260.08 03-22-02 FRANK,ANN 38062 630.85 03-22-02 JONES,DEBORA<br />

38048 263.21 03-22-02 MANTON,MARY 38084 640.38 03-22-02 O'BRYAN,SHER<br />

38066 276.39 03-22-02 MOORE,GERALD 38063 643.52 03-22-02 MANCOS,RONAL<br />

38073 305.90 03-22-02 BEASLEY,BREN 38090 649.63 03-22-02 VICKERS,JERA<br />

37704 323.49 02-22-02 BROCK,CHARLE 38107 661.88 03-22-02 DAVIS,STEVE<br />

38080 334.13 03-22-02 SIMMS,SANDRA 38064 681.93 03-22-02 MATUSIEWICZ,<br />

38078 345.27 03-22-02 FOSTER,JOSEP 38050 696.66 03-22-02 DZIURGOT,PHI<br />

38079 358.54 03-22-02 FOSTER,JEFFR 38071 702.79 03-22-02 RYMER,JEFF<br />

38091 381.25 03-22-02 HURST,RICHAR 38074 712.45 03-22-02 BONE,DANIEL<br />

38060 397.97 03-22-02 HILL,BETH J 38077 712.48 03-22-02 EFREMOV,ALEK<br />

38098 414.52 03-22-02 CANNON,PAUL 38057 716.95 03-22-02 COLLINS,DAWN<br />

38067 419.92 03-22-02 SANDERS,BARB 38032 746.97 03-15-02 CANNON,PETER<br />

38089 426.11 03-22-02 SIMPSON,JOHN 38072 754.04 03-22-02 YEBOAH,RAYMO<br />

38061 441.52 03-22-02 JOHNSON,FRAN 38058 754.71 03-22-02 ELLIOTT,JAME<br />

38068 449.37 03-22-02 SANDERS,JESS 38054 980.48 03-22-02 STEIN,PAUL<br />

38019 449.40 03-15-02 PERRY,MATTHE 11817 1,226.82 05-30-01 NM6MOORE,CHERYL<br />

38085 451.60 03-22-02 PPICE,BETTY 1 4567890123 12,345,678,901.23 03-20-02 456789012345<br />

38106 451.61 03-22-02 SANFORD,ANNE 1 4567890322 88,345,678,901.23 03-20-02 456789012345<br />

38047 456.90 03-22-02 BROWN,JENNY 1 4567890321 99,345,678,901.23 03-20-02 456789012345<br />

38092 461.58 03-22-02 GARBER,CHARL<br />

38051 477.39 03-22-02 MEAD,PAULA O/S 37,461.48 75GT PAID 200,037,036,883.09<br />

38087 480.39 03-22-02 PENNY,CHRIST<br />

10 11<br />

12<br />

4GT<br />

38036 487.99 03-15-02 FRANKS,PERRY<br />

13<br />

38055 491.60 03-22-02 BAKER,SAM<br />

38056 499.54 03-22-02 BENNEY,DOROT<br />

38076 505.22 03-22-02 COOK,SAMUEL<br />

38088 520.01 03-22-02 PORTER,TOMMY<br />

38075 525.01 03-22-02 BROOKS,JEN<br />

38099 545.40 03-22-02 CASPER,ROB<br />

38094 547.85 03-22-02 STEPHENS,JAY<br />

38052 551.51 03-22-02 SANDERSON,BA<br />

38100 552.55 03-22-02 DOVER,RHONDA<br />

38081 554.77 03-22-02 KIRBY,DANIEL<br />

38083 561.04 03-22-02 MORRIS,SALLY<br />

38065 563.49 03-22-02 KINNEY,LISA<br />

38059 565.52 03-22-02 HALE,HOLLY<br />

38108 566.86 03-22-02 LAKE,TERESA<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Stop Reconciliation Report (Full & Partial)<br />

<strong>The</strong> Stop Reconciliation Report lists all stops on file for an account as <strong>of</strong> the<br />

reconciliation period date.<br />

This example illustrates the information provided on your Stop<br />

Reconciliation Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Code: <strong>The</strong> exception item code (see explanation <strong>of</strong> codes at bottom <strong>of</strong><br />

report)<br />

Serial Number: <strong>The</strong> MICR check number <strong>of</strong> the stopped transaction<br />

Check Amount O/S: <strong>The</strong> dollar amount <strong>of</strong> each check<br />

Date Pd/Pst: <strong>The</strong> date the stop payment was posted to the account<br />

Date Issued: <strong>The</strong> date the check was issued (Full Reconciliation only)<br />

Payee identification: <strong>The</strong> payee description or additional information<br />

submitted (Full Reconciliation only)<br />

Totals: <strong>The</strong> total amount and number <strong>of</strong> stopped items<br />

JPMorgan Chase & Co. 28 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 1<br />

BANK-NO. 0000021 TEAM-NO. 531 RECONCILIATION REPORTS 3 DATE 04-01-02<br />

ACCOUNT NO. 12345 1<br />

ABC COMPANY REPORT STOP REPORT AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE 2 DATE SEQ PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

4 34616 413.30 05-22-01<br />

4 34822 454.97 06-07-01<br />

4 4 35178 456.72 07-12-01<br />

4 35303 280.15 07-31-01<br />

4 35578 354.70 08-28-01 08-17-01 BAKER,SAM<br />

4 35824 274.65 09-10-01<br />

4 36150 6 138.31 10-01-01 09-28-01 BROWN,MARY<br />

4 36457 5<br />

111.47 11-06-01<br />

4 37188 374.83 01-02-02 12-28-01 MANTON,JOHN<br />

4 37198 425.89 01-03-02 12-28-01 WINTERS,BOB<br />

7 8<br />

TOTAL 3,284.99 10GT<br />

10<br />

9<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Aged Issues Report (Upon Request)<br />

<strong>The</strong> Aged Issue Report is an optional report that lists outstanding issues on<br />

file for an account that were issued prior to a specific date (customer<br />

defined). <strong>The</strong> report is used to identify aged issue items.<br />

This example illustrates the information provided on your Aged Issue<br />

Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

Bank-No/Account No: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Date: <strong>The</strong> date <strong>of</strong> the report and (as <strong>of</strong>) reconciliation cut-<strong>of</strong>f date<br />

Code: <strong>The</strong> exception item code (see explanation <strong>of</strong> codes at the bottom<br />

<strong>of</strong> report)<br />

Serial Number: <strong>The</strong> MICR check number <strong>of</strong> the transaction<br />

Check Amount O/S: <strong>The</strong> dollar amount <strong>of</strong> each outstanding issue<br />

Date Issued: <strong>The</strong> date the check was issued<br />

Payee Identification: <strong>The</strong> payee description or additional information<br />

submitted (Full Reconciliation only)<br />

Total O/S Amount: <strong>The</strong> total dollar amount <strong>of</strong> aged issues.<br />

Total O/S Number: <strong>The</strong> total number <strong>of</strong> aged issues.<br />

JPMorgan Chase & Co. 30 Account Reconciliation Services User Guide


SMS565C- 31 PAGE 1<br />

2<br />

3<br />

BANK-NO. 0000021 TEAM-NO. 531 RECONCILIATION REPORTS DATE 04-01-02<br />

1<br />

ACCOUNT NO. 12345 ABC COMPANY REPORT AGED ISSUES AS OF 03-29-02<br />

C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE C SERIAL C H E C K A M O U N T DATE DATE SEQ PAYEE<br />

D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION D NUMBER PD/POST O/S PD/PST ISSUED NO. IDENTIFICATION<br />

1622 37.22 05-11-01 JOHNSON,SID 38086 571.97 03-22-02 PERRY,TRACEY<br />

4 5 6<br />

7 8<br />

11817 1,226.82 05-30-01 MOORE,MARTHA 38087 480.39 03-22-02 PETTY,CHARLE<br />

37704 323.49 02-22-02 BROOKS,JERRY 38088 520.01 03-22-02 POUPARD,TODD<br />

37789 143.57 02-25-02 ALBERTS,ALAN 38089 426.11 03-22-02 SIMPSON,DENI<br />

37831 179.40 02-25-02 MURPHY,DAN 38090 649.63 03-22-02 VICKERS,JERA<br />

37896 148.63 03-01-02 WINTERS,RAY 38091 381.25 03-22-02 ASHENHURST,R<br />

37977 99.50 03-15-02 RENTON,JILL 38092 461.58 03-22-02 GASSER,CHARL<br />

38019 449.40 03-15-02 PENNY,TRISH 38093 569.44 03-22-02 MILLER,MARGA<br />

38032 746.97 03-15-02 CANNON,PAUL 38094 547.85 03-22-02 STEPHENS,JOH<br />

38036 487.99 03-15-02 FRANCES,PEGG 38095 590.46 03-22-02 COLEMAN,WAND<br />

38046 101.26 03-22-02 RENTON,JILL 38096 595.09 03-22-02 JARCZEWSKI,S<br />

38047 456.90 03-22-02 BROWN,SALLY 38097 576.25 03-22-02 WINDEY,RICH<br />

38048 263.21 03-22-02 MANTON,JAMES 38098 414.52 03-22-02 CANNON,PETER<br />

38049 147.70 03-22-02 NORRIS,JOHN 38099 545.40 03-22-02 CASEY,ROBERT<br />

38050 696.66 03-22-02 DANIELS,PHIL 38100 552.55 03-22-02 DYER,RHODA A<br />

38051 477.39 03-22-02 MEAD,DONNA 38101 260.08 03-22-02 FLYNT,ANNETT<br />

38052 551.51 03-22-02 SANFORD,DANI 38102 603.61 03-22-02 FRAZIER,PENN<br />

38053 566.92 03-22-02 SHEARS,MARK 38103 593.75 03-22-02 HOVIS,TOM D<br />

38054 980.48 03-22-02 STEIN,PAUL 38104 579.29 03-22-02 KING,JESSE<br />

38055 491.60 03-22-02 BAKER,FRANCI 38105 615.18 03-22-02 RIOUX,BARBAR<br />

38056 499.54 03-22-02 BENTON,DOROT 38106 451.61 03-22-02 SANTURE,ANNE<br />

38057 716.95 03-22-02 COLLINS,RUTH 38107 661.88 03-22-02 DAVIS,STEVE<br />

38058 754.71 03-22-02 ELLIOTT,BILL 38108 566.86 03-22-02 LAYNE,TRACY<br />

38059 565.52 03-22-02 HALE,HOLLY 38109 259.01 03-22-02 SUMMERS,VALD<br />

38060 397.97 03-22-02 HILL,WILLIAM 38110 614.33 03-22-02 ZOELLNER,GOR<br />

38061 441.52 03-22-02 JOHNSON,BARB<br />

38062 630.85 03-22-02 JONES,DENNIS TOTAL 37,461.48 75GT<br />

9<br />

38063 643.52 03-22-02 MANTON,RON<br />

10<br />

38064 681.93 03-22-02 MATTHEWS,BIL<br />

38065 563.49 03-22-02 KINNEY,LINDA<br />

38066 276.39 03-22-02 MOORE,GERALD<br />

38067 419.92 03-22-02 SANFORD,PAUL<br />

38068 449.37 03-22-02 SANDERS,BILL<br />

38069 571.39 03-22-02 WRIGHT,MARION<br />

38070 153.02 03-22-02 CARLSON,BOB<br />

38071 702.79 03-22-02 RYDER,JENNY<br />

38072 754.04 03-22-02 KELLY,KATHY<br />

38073 305.90 03-22-02 BARRY,DONALD<br />

38074 712.45 03-22-02 BONNEY,DAN<br />

38075 525.01 03-22-02 BROCK,CINDY<br />

38076 505.22 03-22-02 COOK,SAM<br />

38077 712.48 03-22-02 CHARLES,AL<br />

38078 345.27 03-22-02 FELLOWS,ROB<br />

38083 561.04 03-22-02 MORRIS,SUE<br />

38084 640.38 03-22-02 O'MALLEY,SAM<br />

38085 451.60 03-22-02 PERRY,EDWIN<br />

M = Missing Items EXPLANATION OF CODES 4 = Stop Payment in effect<br />

1 = Check Paid This Period; No Issue Received 3 = Prior Period Paid No Issue, Not added into Totals 5 = Stop Payment in Effect; Check Presented and Returned<br />

2 = Check Voided; Issue Removed, Not Added into Totals 6 = Forced Item Duplicate


Appendix<br />

Reports<br />

Float Report (Upon Request)<br />

<strong>The</strong> Float Report provides you with a summary <strong>of</strong> disbursement float<br />

information and can be used as a tool to make crucial money management<br />

decisions.<br />

This example illustrates the information provided on your Float Report (see<br />

form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

Account Number: <strong>The</strong> company checking account number<br />

Customer Name: <strong>The</strong> company name<br />

Period Ending MM/DD/YY: <strong>The</strong> period ending date<br />

Days: <strong>The</strong> number <strong>of</strong> float days (business days)<br />

Days: <strong>The</strong> number <strong>of</strong> float days (actual days)<br />

Count: <strong>The</strong> number <strong>of</strong> items that were outstanding for the number <strong>of</strong><br />

float days<br />

PCT: <strong>The</strong> percent <strong>of</strong> total items that were outstanding for the number <strong>of</strong><br />

float days:<br />

PCT = Count x 100<br />

Total Count<br />

Amount: <strong>The</strong> dollar amount <strong>of</strong> items that were outstanding for the<br />

number <strong>of</strong> float days<br />

PCT: <strong>The</strong> percent <strong>of</strong> total dollar amount <strong>of</strong> items that were outstanding<br />

for the number <strong>of</strong> float days:<br />

PCT = Amount x 100<br />

Total Amount<br />

Deposit Generation: <strong>The</strong> check float contribution to balances:<br />

Deposit Generation = Days Outstanding x Amount<br />

# <strong>of</strong> Days in Statement Period<br />

In the example on page 60, the number <strong>of</strong> days in the statement period<br />

is 22 for Business Days and 31 for Actual Days.<br />

11<br />

12<br />

13<br />

14<br />

15<br />

Weighted Average Days Out: <strong>The</strong> average number <strong>of</strong> days, weighted by<br />

the amount outstanding, for which funds are available during the float<br />

period. This value can be used to estimate the Deposit Generation for<br />

each period by using the following formula:<br />

Weighted Average = # <strong>of</strong> Days x Total Deposit Generation<br />

Days Out<br />

Total Dollar Amount<br />

PD-NO- ISS: <strong>The</strong> number and dollar amount <strong>of</strong> paid items without<br />

issues for this account during the report period<br />

Dropped: <strong>The</strong> number and dollar amount <strong>of</strong> dropped items for this<br />

account during this report period<br />

Date Err: <strong>The</strong> items not included in report due to problems or errors<br />

with the paid and/or issue date<br />

Balance: <strong>The</strong> balance number and amount<br />

JPMorgan Chase & Co. 32 Account Reconciliation Services User Guide


FLOAT REPORT PAGE 1<br />

REPORT - 50 DATE: 3/31/01<br />

BANK NO. 087 BRANCH 00000<br />

1 ACCOUNT NO. 0010018901 2 ABC COMPANY 3 PERIOD ENDING 10/31/XX<br />

B U S I N E S S D A Y S A C T U A L D A Y S<br />

4 6 7 8 9 10 DEPOSIT 5<br />

DAYS COUNT PCT AMOUNT PCT GENERATION DAYS COUNT PCT AMOUNT PCT<br />

DEPOSIT<br />

GENERATION<br />

0 6 .72 84,497.14 13.29 .00 0 6 .72 84,497.14 13.29 .00<br />

1 13 1.56 101,004.25 16.84 4,863.82 1 9 1.08 3,776.95 .59 121.83<br />

2 48 5.19 207,828.40 32.70 18,893.50 2 35 4.22 35,162.83 5.53 2,268.56<br />

3 09 10.73 31,409.92 4.94 4,283.17 3 44 5.30 115,300.00 18.14 11,158.06<br />

4 139 16.76 44,909.56 7.06 11,530.25 4 41 4.94 180,956.15 28.48 123,349.18<br />

5 156 18.81 52,768.33 7.99 11,530.25 5 49 5.91 19,337.22 3.06 3,118.90<br />

6 121 14.59 32,952.57 5.18 8,987.06 6 111 13.38 36,619.18 5.76 7,007.58<br />

7 94 11.33 31,492.55 4.95 10,020.35 7 156 18.01 50,768.33 7.99 11,463.81<br />

8 63 3.59 16,607.39 2.61 6,039.05 8 103 12.42 27,655.04 4.35 7,136.78<br />

9 25 3.01 18,010.59 2.83 7,367.96 9 74 .92 28,913.95 4.55 8,194.31<br />

10 19 2.29 2,076.53 .32 943.87 10 58 6.99 14,351.77 2.25 4,629.60<br />

11 11 1.32 2,165.00 .34 1,002.00 11 26 3.11 3,110.57 .48 1,103.75<br />

12 7 .84 691.04 .10 376.93 12 23 2.77 7,553.15 1.18 2,293.80<br />

13 0 .96 1,158.52 .18 684.58 13 19 2.29 17,478.62 2.75 7,329.74<br />

14 8 .96 457.20 .07 292.24 14 19 2.29 2,076.53 .32 937.78<br />

15 3 .36 702.33 .11 478.86 15 8 .96 1,868.37 .29 904.05<br />

16 3 .36 521.00 .08 378.90 16 4 .48 407.45 .06 210.29<br />

17 5 .50 777.55 .12 609.74 17 8 .96 779.79 .06 421.22<br />

18 3 .36 148.45 .02 121.45 18 5 .60 448.55 .12 260.44<br />

19 3 .36 674.36 .07 413.31<br />

20 6 .72 294.37 .10 189.88<br />

21-40 20 2.41 3,195.21 .05<br />

over 40 2 .24 149.24 .02<br />

20-40 9 1.08 1,195.23 .18<br />

TOTAL 829 100.00 635,374.72 100.00 85,791.87 TOTAL 829 100.00 635,374.72 100.00 93,429.33<br />

11 WEIGHED AVERAGE DAYS OUT 2.98 WEIGHTED AVERAGE DAYS OUT 4.55<br />

12 PD-NO-ISS .00 PD-NO-ISS .00<br />

13 DROPPED 209 2,065.90 DROPPED 209 2,065.90<br />

14 DATE ERR 4 874.20 DATE ERR 4 874.20<br />

15 BALANCE 1,042 639,114.90 BALANCE 1,042 639,114.90


Appendix<br />

Reports<br />

Report <strong>of</strong> Checks Exceeding $XXX (Full or Partial)<br />

<strong>The</strong> Report <strong>of</strong> Checks Exceeding $XXX provides detailed float information on<br />

individual checks exceeding a certain dollar amount (customer determined)<br />

for the period requested.<br />

This example illustrates the information provided on your Report <strong>of</strong> Checks<br />

Exceeding XXX Report (see form on the following page):<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

$XXX.XX: <strong>The</strong> minimum dollar amount to be reported.<br />

For Account: <strong>The</strong> company checking account number.<br />

Date: <strong>The</strong> date <strong>of</strong> the report.<br />

Serial Number: <strong>The</strong> MICR check number.<br />

Date Paid: <strong>The</strong> date the check was paid.<br />

Date Issued: <strong>The</strong> date the check was issued.<br />

Days Out: <strong>The</strong> number <strong>of</strong> calendar days between the date issued and<br />

the date paid.<br />

Check Amount: <strong>The</strong> dollar amount <strong>of</strong> the paid check.<br />

Additional Data: Any additional information for the account.<br />

Deposit Generation: <strong>The</strong> check float contribution to balances:<br />

Deposit Generation = Days Outstanding x Amount<br />

# <strong>of</strong> Days in Statement Period<br />

JPMorgan Chase & Co. 34 Account Reconciliation Services User Guide


REPORT OF CHECKS EXCEEDING 1 $XXX.XX 2 FOR ACCOUNT: 0049 1-234-567<br />

3<br />

DATE: 10/31/01<br />

4 SERIAL<br />

5 DATE<br />

6 DATE<br />

7 DAYS<br />

8 CHECK<br />

9 ADDITIONAL<br />

10 DEPOSIT<br />

NUMBER<br />

PAID<br />

ISSUED<br />

OUT<br />

AMOUNT<br />

DATA<br />

GENERATION<br />

6551 10/02/01 09/22/01 10 354.44 MM BJ JOHNSON 144.33<br />

6530 10/02/01 09/22/01 10 1,125.00 MM ABC CORP 162.90<br />

6528 10/03/01 09/19/01 14 396.97 MM AB MORRIS 179.27<br />

6366 10/09/01 09/16/01 23 506.50 MM N BROOKS 375.79<br />

6166 10/09/01 09/10/01 29 695.59 MM ELLIS MERCH 650.61<br />

6812 10/03/01 10/03/01 19,934.26 MM WINTERS .00<br />

6002 10/06/01 09/29/01 7 522.46 MM MJ SMITH 117.97<br />

6789 10/06/01 09/29/01 7 602.17 MM CENTRAL 134.01<br />

6768 10/06/01 09/29/01 9 600.00 MM RICE 174.19<br />

6767 10/08/01 09/29/01 9 18,683.31 MM RICE 5,424.18<br />

6755 10/08/01 09/29/01 7 2,953.84 MM M JACKSON 666.99<br />

6754 10/06/01 09/29/01 7 2,953.84 MM M JACKSON 666.99<br />

6751 10/06/01 09/29/01 7 1,668.22 MM M JACKSON 666.99<br />

6740 10/06/01 09/29/01 4 628.92 MM TEXAS IND 186.86<br />

6730 10/03/01 09/26/01 13 358.27 MM A CAMPBELL 263.74<br />

6722 10/09/01 09/26/01 5 1,345.37 MM SOUTHWEST CO 57.78<br />

6716 10/01/01 09/26/01 6 2,896.51 MM B MORRIS 260.39<br />

6715 10/02/01 09/26/01 5 4,647.37 MM PARKS FOOD 467.17<br />

6714 10/01/01 09/26/01 7 2,072.37 MM M BROWN 1,049.40<br />

6713 10/03/01 09/26/01 7 2,372.37 MM M BROWN 567.95<br />

6608 10/03/01 09/25/01 7 2,159.06 MM M BROWN 535.69<br />

6687 10/03/01 09/25/01 7 500.00 MM M BROWN 407.52<br />

6670 10/06/01 09/25/01 11 481.72 MM H PORTER 177.41<br />

6656 10/02/01 09/24/01 7 923.96 MM SOUTHWEST CO 100.77<br />

6628 10/02/01 09/23/01 8 129.18 MM CREST MFG 238.44<br />

6579 10/09/01 09/23/01 15 811.89 MM NORTH IND 353.11<br />

6528 10/01/01 09/23/01 8 348.59 MM J L GRAY 209.52<br />

8140 10/31/01 10/31/01 8 422.50 MM AMERICAN MFG 89.95<br />

8045 10/01/01 10/28/01 8 1,975.18 MM WOODS IND 108.95<br />

8017 10/31/01 10/27/01 1,214.83 MM PETERSON CO .00<br />

8015 10/31/01 10/24/01 3 415.69 MM SP WEST 117.56<br />

7999 10/31/01 10/24/01 4 332.95 MM J RANDALL 53.63<br />

7995 10/31/01 10/24/01 4 461.28 MM BJ MOORE 42.96<br />

7948 10/31/01 10/24/01 4 754.43 MM MARTIN 59.52<br />

7945 10/30/01 10/24/01 3 100,000.00 MM M SMITH 73.00<br />

7918 10/27/01 10/24/01 3 1,953.03 MM R PARKS 9,677.41<br />

7935 10/29/01 10/24/01 5 441.05 MM SOUTHWEST CO 315.00


Appendix<br />

Reports<br />

Automated Issue File Transmittal Report<br />

<strong>The</strong> Issue File Transmittal report verifies your issue file transmissions to JPMorgan Chase.<br />

This report will be automatically provided to you with one hour <strong>of</strong> receipt <strong>of</strong> your transmission.<br />

FILE STATUS AND CUSTOMER<br />

VERIFICATION<br />

“AWAITING POSTING”; SUMMARY<br />

INFORMATION MATCHES<br />

TRANSMISSION (NUMBER OF ITEMS<br />

AND DOLLAR AMOUNTS)<br />

“AWAITING POSTING”; SUMMARY<br />

INFORMATION DOES NOT MATCH<br />

DESCRIPTION<br />

CUSTOMER ACTION<br />

TRANSMISSION SUCCESSFUL NO ACTION REQUIRED –<br />

TRANSMISSION NOT RECEIVED AS<br />

SENT<br />

TRANSMISSION SUCCESSFULLY<br />

RECEIVED AS SENT<br />

CONTACT ARP OPERATIONS TO<br />

DELETE FILE AND RE-SEND<br />

TRANSMISSION (NUMBER OF ITEMS<br />

AND DOLLAR AMOUNTS)<br />

“UN-POSTABLE” TRANSMISSION ERROR CONTACT ARP OPERATIONS FOR<br />

NO TRANSMITTAL<br />

RECEIVED<br />

TRANSMISSION NOT RECEIVED<br />

RESOLUTION<br />

RE-SEND TRANSMISSION<br />

<strong>The</strong> following examples illustrate the information provided on your Issue File Transmittal<br />

Report:<br />

1. Account Number<br />

2. Issues, Cancels, Voids<br />

3. Item Count<br />

4. Total Amount<br />

5. Status Message<br />

• Fax Report<br />

• Web Report<br />

JPMorgan Chase & Co. 36 Account Reconciliation Services User Guide


Automated Transmittal - Sample FAX Report<br />

Transmittal Acknowledgement – ARP Operations<br />

To: John Q Public Fax # (614) 888-1111<br />

Date/Time: 07/31/03 09:31:15 Source ID: 1032120807011<br />

File Reference Name: ARPD.BINP0.N.ARP1REST.G0023V00<br />

Total number <strong>of</strong> items on file: 677<br />

Total dollar amount for file: $ 1,052,344.10<br />

File Summary:<br />

Transaction Type Item Count Amount<br />

2<br />

1<br />

Account #: 0000123456789<br />

Issues 3 47 4 19,219.35 5 AWAITING POSTING<br />

Cancels 5 100.00 AWAITING POSTING<br />

Account #: 0000987654321<br />

Issues 573 1,025,999.57 AWAITING POSTING<br />

Account #: 0000456123789<br />

Automated Transmittal – Sample Web Report:<br />

ARPD.BEIF0.N.ARPATRPT<br />

----+----1----+----2----+----3----+----4----+----5----+----6----+----7----+----8----+-<br />

---9----+----0----+----1----+----2----+----3--<br />

*********************************************************** Top <strong>of</strong> Data<br />

************************************************************<br />

ARP/SERVICE MANAGEMENT SYSTEM<br />

FILE NAME: ARPP.BINP0.NFTS.COLS724D.G0603V00<br />

FILE STATUS: AWAITING POSTING<br />

5<br />

REPLY: 07/31/2003 09:31:15<br />

SOURCE ID: 103212100047<br />

REPLY - IS 431 1,015,425.16 CN 5 17,155.55<br />

1<br />

TRANSACTION: IS<br />

001 000000611810524 2<br />

14 3 4,455.19 4<br />

001 000000611811860 2 886.00<br />

001 000000611811878 210 693,744.60<br />

001 000000611811886 30 23,279.33<br />

001 000000611811894 25 25,735.77<br />

001 000000611811910 18 12,033.40<br />

001 000000611811928 52 96,670.51<br />

001 000000611811936 12 3,022.97<br />

001 000000611819947 33 67,206.57


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 18. Sample DDA Statement


January 31, 2010 -<br />

February 28, 2010<br />

JPMORGAN CHASE BANK, N.A.<br />

TEXAS MARKET<br />

P O BOX 260180<br />

BATON ROUGE LA 70826-0180<br />

<strong>Page</strong> 1 <strong>of</strong> 4<br />

Account Number<br />

000000123456789<br />

Customer<br />

Service<br />

00000005CEN 201 X 32606 - NNN<br />

1 000000065 42 TEST<br />

STANDARD STATEMENT SAMPLE FORMAT 16<br />

XYZ Corporation<br />

123 Main Street<br />

Your City OH 12345-1234<br />

If you have any questions<br />

about your statement, please<br />

contact 1-888-434-3030 or<br />

your Customer Service<br />

Pr<strong>of</strong>essional.<br />

Commercial Checking<br />

Summary<br />

Number<br />

Amount<br />

Opening Ledger Balance $250,000.00<br />

Deposits and Credits 16 $427,378.42<br />

Withdrawals and Debits 5 $141,063.22<br />

Checks Paid 5 $21,707.07<br />

Ending Ledger Balance $514,608.13<br />

Deposits and Credits<br />

Ledger<br />

Date Description Amount<br />

10/04 FED WIRE CREDIT VIA: STATE STREET BANK & TRUST<br />

$209,773.03<br />

COMP/012345678 B/O: NRECA NJZA ATTN SALLY CRISS REF: CHASE<br />

NYC/CTR/BNF=AIM FUND SERVICES INC HOUSTON TX<br />

77046-/AC-000000001233 RFB=302149197 OBI=REF: CONTACT<br />

PAI AT 800-236-5555 OPT. 5, THIMAD: 0801A1Q002BC001533 TRN:<br />

0523903213FF<br />

YOUR REF: 302149197<br />

10/04 DEPOSIT 1601505<br />

$50,303.44<br />

10/04 DEPOSIT 1601506<br />

$40,303.44<br />

10/04 LOCKBOX DEPOSIT 99394<br />

$5,699.50<br />

10/04 CTS HOLDINGS,LLCSETTLEMENT 055555550010731 CCD<br />

$1,266.26<br />

10/04 ORIG CO NAME:PPD CREDITS ORIG ID:1580772778 DESC<br />

$721.00<br />

DATE:050129 CO ENTRY DESCR:XXXXXXXXXXSEC:PPD<br />

TRACE#:021000020321131 EED:060703 IND ID:ER306-CR<br />

IND NAME:PPD-ER306-TEXAS TRN: 1840321131TC<br />

10/04 AIM MANAGEMENT DDAAccount 000000000000000 CCD<br />

$200.00<br />

10/11 DEPOSIT 101532168<br />

$21,964.80<br />

Please examine this statement <strong>of</strong> account at once. By continuing to use the account, you agree that: (1) the account is<br />

subject to the Bank's deposit account agreement, and (2) the Bank has no responsibility for any error in or improper charge<br />

to the account (including any unauthorized or altered check) unless you notify us in writing <strong>of</strong> this error or charge within sixty<br />

days <strong>of</strong> the mailing or availability <strong>of</strong> the first statement on which the error or charge appears.


January 31, 2010 -<br />

February 28, 2010<br />

<strong>Page</strong> 2 <strong>of</strong> 4<br />

Account Number<br />

000000123456789<br />

STANDARD STATEMENT SAMPLE FORMAT 16<br />

XYZ Corporation<br />

Commercial Checking<br />

(continued)<br />

Deposits and Credits<br />

Ledger<br />

Date Description Amount<br />

10/11 DEPOSIT<br />

$21,576.32<br />

10/11 AUTOMATIC DOLLAR/FLOAT TRANSFER FROM ACCOUNT<br />

$18,329.13<br />

000000000000000 TRN: 0023820400XF<br />

10/17 LOCKBOX DEPOSIT 99394<br />

$9,586.48<br />

10/25 DEPOSIT 1096<br />

$39,505.48<br />

10/25 BANK CREDIT<br />

$400.00<br />

10/25 AMERICAN EXPRESSSETTLEMENT 1455555559 CCD<br />

$126.16<br />

10/31 DEPOSIT 1095<br />

$6,874.70<br />

10/31 DEPOSIT<br />

$1,469.68<br />

Total $427,378.42<br />

Withdrawals and Debits<br />

Ledger<br />

Date Description Amount<br />

10/04 BOOK TRANSFER DEBIT A/C: D9304019012 MLPF&S REF:/BNF/ATTN<br />

$135,128.13<br />

RALPH EL LIN ATTN JOHN JONES 01722228 TRN: 3231900213JO<br />

YOUR REF: CAP OF 06/08/01<br />

10/11 DEPOSITED ITEM RETURNED 361556<br />

$81.00<br />

# OF ITEMS00001<br />

10/17 FEDWIRE DEBIT VIA: FIRST ALAMOGORDO/112255555 A/C: BLUE<br />

$3,685.60<br />

STONE IMAD: 0817B1QGC03C005006 TRN: 0017100229GP<br />

YOUR REF: PHN OF 06/08/17<br />

10/25 AUTOMATIC DOLLAR/FLOAT TRANSFER TO ACCOUNT<br />

$745.68<br />

000005555555514 TRN: 0020530400XF<br />

10/31 IRS USATAXPYMT 555555555839456 CCD<br />

$1,422.81<br />

Total $ 141,063.22<br />

Stops<br />

Low Range or High Range<br />

Date Description Check Number or Amount<br />

10/03 STOP PLACED 345126 $4,723.52<br />

CHECK DATE: 10/02/2006<br />

CHECK LOST


January 31, 2010 -<br />

February 28, 2010<br />

<strong>Page</strong> 3 <strong>of</strong> 4<br />

Account Number<br />

000000123456789<br />

STANDARD STATEMENT SAMPLE FORMAT 16<br />

XYZ Corporation<br />

Commercial Checking<br />

(continued)<br />

Stops<br />

Low Range or High Range<br />

Date Description Check Number or Amount<br />

10/03 STOP PLACED 345130<br />

CHECK DATE: 10/13/2006<br />

CHECK STOLEN<br />

10/03 STOP PLACED 345162 345300<br />

CHECK DATE: 07/03/2006<br />

CHECK LOST<br />

10/03 STOP REMOVED $1,265.79<br />

CHECK DATE: 10/17/2006<br />

10/03 STOP REMOVED $15,777.05 $16,777.05<br />

CHECK DATE: 10/04/2006<br />

Checks Paid<br />

Check Date Paid Amount Check Date Paid Amount Check Date Paid Amount<br />

............................................................................. ............................................................................. .............................................................................<br />

346195 10/04 $1,275.06<br />

346200 * 10/11 $18,865.34<br />

346205 * 10/17 $633.75<br />

346196 10/11 $907.92<br />

346201 10/11 $25.00<br />

Total 5 check(s) $21,707.07<br />

* indicates gap in sequence<br />

Daily Balance<br />

Ledger<br />

Ledger<br />

Date Balance Date Balance<br />

....................................................................................................... .......................................................................................................<br />

10/04 $421,863.48<br />

10/25 $508,407.56<br />

10/11 $463,854.47<br />

10/31 $515,329.13<br />

10/17 $469,121.60<br />

Your service charges, fees and earnings credit have been calculated through account analysis.


January 31, 2010 -<br />

February 28, 2010<br />

<strong>Page</strong> 4 <strong>of</strong> 4<br />

Account Number<br />

000000123456789<br />

STANDARD STATEMENT SAMPLE FORMAT 16<br />

XYZ Corporation<br />

Commercial Checking<br />

(continued)<br />

Stop Payment Renewal Notice<br />

Account Number 000000123456789 Bank Number: 201<br />

<strong>The</strong> following Stop Payments will automatically renew for a 1-year period. You may revoke a Stop prior to the<br />

renewal date by simply returning a signed copy <strong>of</strong> this form with an 'X' placed next to each item you may wish<br />

to revoke. <strong>The</strong> revoking <strong>of</strong> stop payments will be effective on the renewal date listed on your statement. To<br />

immediately remove a current stop payment, please contact your Customer Service Pr<strong>of</strong>essional. Please<br />

allow 10 - 15 days for mail and processing times. Please ensure that an authorized signature is placed in the<br />

space provided and mailed to the return address listed at the bottom <strong>of</strong> the page. Any stops that are revoked<br />

will expire on the renewal date.<br />

Revoke Sequence Date Renewal Low Range or High Range<br />

Stop Number Entered Date Check Number or Amount<br />

00028 11/16/2000 11/16/2006 175609 $1,064.78<br />

00029 11/16/2000 11/16/2006 175732 $2,401.50<br />

00044 11/16/2000 11/16/2006 176434 $1,516.86<br />

00045 11/16/2000 11/16/2006 176771 $304.70<br />

Authorized<br />

Signature:<br />

Date:<br />

STANDARD STATEMENT SAMPLE FORMAT 16<br />

XYZ Corporation<br />

123 Main Street<br />

Your City OH 12345-1234<br />

JPMORGAN CHASE BANK, N.A.<br />

TEXAS MARKET<br />

P O BOX 260180<br />

BATON ROUGE LA 70826-0180


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 19. Sample Custody Statement


***07146801A29200 TESTT7 2012040120120430T7<br />

JPMORGAN CHASE BANK, NA<br />

STATEMENT OF ACCOUNT<br />

340 S. CLEVELAND AVE. BLDG 350 FOR PERIOD 04/01/12 THROUGH 04/30/12<br />

WESTERVILLE, OHIO 43081<br />

TRUST COMPANY TRUSTEE FOR<br />

WSS OPERATIONS<br />

340 SOUTH CLEVELAND AVENUE<br />

350 MC COY BUILDING FIRST FLOOR<br />

WESTERVILLE OHIO 43081<br />

ACCOUNT NUMBER 6801A29200<br />

FOR ASSISTANCE, PLEASE CONTACT<br />

UNASSIGNED<br />

.<br />

JIM STOCKER-T7 (SJ)<br />

PAPERLESS STATEMENT JPMORGAN<br />

340 S CLEVELAND AV 350 BLDG<br />

WESTERVILLE OH 43081


STATEMENT MESSAGES<br />

ACCOUNT NO. 6801A29200 CAROL C PAULL TRUST TEST ACCOUNT #01<br />

JPMORGAN CHASE & CO. AFFILIATES MAY RECEIVE AND ACCEPT FROM TIME TO TIME 12B-1 FEES, SHAREHOLDER SERVICING FEES, SUB-<br />

TRANSFER AGENCY FEES, NETWORK REIMBURSEMENT FEES, OR OTHER FEES AS DESCRIBED IN THE PROSPECTUS FOR THE FUND WITH<br />

RESPECT TO ELIGIBLE ACCOUNTS. WE HAVE TAKEN STEPS TO AVOID RECEIVING FEES WITH RESPECT TO INELIGIBLE ACCOUNTS. IN<br />

THOSE CASES WHERE WE INADVERTENTLY RECEIVE ANY SUCH FEES FOR INELIGIBLE ACCOUNTS, SUCH FEES WILL BE RETURNED TO THE<br />

FUND'S DISTRIBUTOR OR OTHER PAYOR.<br />

MARKET VALUE AND PRICES FOR PUBLICLY-TRADED SECURITIES HAVE BEEN OBTAINED FROM SOURCES BELIEVED TO BE RELIABLE WITHOUT<br />

GUARANTEE OF ACCURACY. CERTAIN ASSETS MAY NOT BE HELD BY US AND THEIR REPORTING IS AT THE REQUEST OF AND FOR THE<br />

CONVENIENCE OF THE ACCOUNT OWNER. CERTAIN ASSETS, INCLUDING BUT NOT LIMITED TO, NON-PUBLICLY TRADED AND INFREQUENTLY<br />

TRADED SECURITIES, DERIVATIVES, PARTNERSHIP INTERESTS, TANGIBLE ASSETS, AND LIFE INSURANCE POLICY CASH VALUES MAY NOT BE<br />

DETERMINED BY US AND MAY HAVE BEEN PROVIDED TO US BY THIRD PARTIES WHO ARE NOT INDEPENDENT OF THE ISSUER OR MANAGER.<br />

SUCH INFORMATION IS REFLECTED AS OF THE LAST DATE PROVIDED TO US, MAY BE CARRIED AT COST AND IS NOT INDEPENDENTLY<br />

VERIFIED. WHERE APPLICABLE REFER TO YOUR BROKER, INVESTMENT MANAGER OR OTHER THIRD PARTY STATEMENT FOR VALUATION.<br />

PRICING AND TRANSACTION INFORMATION. LIFE INSURANCE VALUES ARE SHOWN AT CASH SURRENDER VALUE AS MOST RECENTLY REPORTED<br />

BY YOU OR THE INSURANCE COMPANY. IF THE VALUE SHOWN IS $1.00 WE HAVE NOT RECEIVED A CASH SURRENDER VALUE.<br />

JPMORGAN FUNDS ARE NOT BANK DEPOSITS, NOT FDIC INSURED, NOT OBLIGATIONS OF OR GUARANTEED BY JPMORGAN CHASE BANK, N.A. OR<br />

ITS AFFILIATES, OR ANY FEDERAL OR STATE GOVERNMENT, GOVERNMENT AGENCY OR GOVERNMENT SPONSORED AGENCY AND INVOLVE<br />

INVESTMENT RISKS (INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED). JPMORGAN CHASE BANK, N.A., AND ITS AFFILIATES,<br />

INCLUDING THE LEGAL ENTITY PROVIDING THIS STATEMENT, RECEIVE FEES FOR PROVIDING VARIOUS SERVICES TO THE FUNDS.<br />

PROSPECTUSES, FEE DISCLOSURE STATEMENTS AND ANNUAL REPORTS FOR PROPRIETARY FUNDS ARE ALWAYS AVAILABLE. PLEASE CONTACT<br />

YOUR ADVISOR, OR MUTUAL FUND SERVICE CENTER AT (800) 480-4111 (WWW.JPMORGANFUNDS.COM) FOR FURTHER INFORMATION.<br />

*ASSETS HELD IN CLIENT NAME ARE NOT HELD IN CUSTODY BY J.P. MORGAN AND ARE NOT SUBJECT TO J.P. MORGAN'S CONTROL. AS<br />

SUCH, CUSTOMERS HAVE NO SECURITIES ENTITLEMENT OR OTHER RIGHT AGAINST J.P. MORGAN WITH RESPECT TO THESE ASSETS, AND J.P.<br />

MORGAN WILL NOT BE LIABLE WITH RESPECT TO THESE ASSETS.<br />

CLIENTS WITH AUCTION RATE SECURITIES(ARS): PLEASE REVIEW THE IMPORTANT INFORMATION ON ARS BELOW. CONTACT YOUR<br />

INVESTMENT REPRESENTATIVE IF YOU NEED ASSISTANCE IDENTIFYING IF ANY OF THE SECURITIES LISTED ON YOUR STATEMENT ARE ARS.<br />

IMPORTANT INFORMATION REGARDING AUCTION RATE SECURITIES (ARS). ARS ARE DEBT OR PREFERRED SECURITIES WITH AN INTEREST OR<br />

DIVIDEND RATE RESET PERIODICALLY IN AN AUCTION. ALTHOUGH THERE MAY BE DAILY, WEEKLY AND MONTHLY RESETS, THERE IS NO<br />

GUARANTEE THAT THERE WILL BE LIQUIDITY. IF THERE ARE NOT ENOUGH BIDS AT AN AUCTION TO REDEEM THE SECURITIES AVAILABLE<br />

FOR SALE, THE RESULT MAY BE A FAILED AUCTION. IN A FAILED AUCTION, THERE IS NO ASSURANCE THAT A SECONDARY MARKET WILL<br />

DEVELOP OR THAT THE SECURITY WILL TRADE AT PAR OR ANY OTHER PRICE REFLECTED ON STATEMENTS. ACCORDINGLY, INVESTORS SHOULD<br />

NOT RELY ON PRICING INFORMATION APPEARING IN THEIR STATEMENTS WITH RESPECT TO ARS.<br />

THIS STATEMENT IS<br />

NOT AN OFFICIAL DOCUMENT FOR INCOME TAX REPORTING PURPOSES.


ACCOUNT SUMMARY<br />

ACCOUNT NO. 6801A29200<br />

APRIL 1, 2012 TO APRIL 30, 2012<br />

CAROL C PAULL TRUST TEST ACCOUNT #01 PAGE 1<br />

MARKET VALUE (WITHOUT ACCRUED INCOME) ON 03/31/12 $20,641,529.00<br />

INVESTMENT ACTIVITY<br />

CHANGE IN UNREALIZED GAIN/(LOSS) 83,874.00-<br />

TOTAL INVESTMENT ACTIVITY 83,874.00-<br />

MARKET VALUE ON 04/30/12 20,557,655.00<br />

ACCRUED INCOME ON 04/30/12 392.88<br />

TOTAL VALUE (WITH ACCRUED INCOME) ON 04/30/12 $20,558,047.88


PORTFOLIO SUMMARY<br />

ACCOUNT NO. 6801A29200<br />

AS OF 4/30/12<br />

CAROL C PAULL TRUST TEST ACCOUNT #01 PAGE 2<br />

TAX MARKET UNREALIZED ACCRUED YLD AT<br />

ASSET CATEGORY COST VALUE GAIN/LOSS INCOME MKT/MAT<br />

PRINCIPAL<br />

FIXED INCOME TAXABLE 971,537.12 1,188,172.24 216,635.12 0.17 4.48<br />

0.60<br />

FIXED INCOME NON-TAXABLE 1,900,000.00 1,900,000.00 0.00 243.10 0.00<br />

EQUITIES 228,053.79 13,488,526.16 13,260,472.37 149.61 0.24<br />

MISCELLANEOUS 113,250.00- 113,220.00- 30.00 0.00 0.00<br />

CASH 3,910,426.62 3,910,426.62 0.00 0.00 0.00<br />

TOTAL PRINCIPAL 6,896,767.53 20,373,905.02 13,477,137.49 392.88 0.42<br />

INCOME<br />

CASH 183,749.98 183,749.98 0.00 0.00 0.00<br />

TOTAL INCOME 183,749.98 183,749.98 0.00 0.00 0.00<br />

TOTAL ACCOUNT 7,080,517.51 20,557,655.00 13,477,137.49 392.88 0.41


SCHEDULE OF ASSETS<br />

ACCOUNT NO. 6801A29200<br />

AS OF 4/30/12<br />

CAROL C PAULL TRUST TEST ACCOUNT #01 PAGE 3<br />

SHARES/UNITS TAX MARKET UNREALIZED ACCRUED<br />

OR PAR VALUE ASSET DESCRIPTION COST VALUE GAIN/LOSS INCOME<br />

PRINCIPAL<br />

FIXED INCOME TAXABLE<br />

1,200,000.00 UNITED STATES TREAS BD STRIPPED PRIN 969,397.84 1,186,464.00 217,066.16 0.00<br />

PMT FROM 11.250% TREAS BD DUE<br />

02/15/2015<br />

2,139.28 WAMU MTG PASS-THROUGH CTFS 2005-AR6 2,139.28 1,708.24 431.04- 0.17<br />

MTG PASSTHRU CTF CL 2-A-1A FLTG RT<br />

DUE 05/25/2045<br />

TOTAL FIXED INCOME TAXABLE 971,537.12 1,188,172.24 216,635.12 0.17<br />

FIXED INCOME NON-TAXABLE<br />

100,000.00 DELAWARE VALLEY PA REGL FIN AUTH LOC 100,000.00 100,000.00 0.00 68.67<br />

GOVT REV BMTF MODE 1 DTD 08/28/1986<br />

VAR RT DUE 08/01/2016<br />

400,000.00 NEW YORK N Y CITY HSG DEV CORP 400,000.00 400,000.00 0.00 38.33<br />

MULTIFAMILY RENT HSG REV RELATED<br />

MONTEREY SER A DTD 10/31/1997 VAR RT<br />

DUE 11/15/2019<br />

100,000.00 COHASSET MINN REV -REF-MINN PWR & LT 100,000.00 100,000.00 0.00 21.93<br />

CO PJ-A DTD 06/24/1997 VAR RT DUE<br />

06/01/2020<br />

500,000.00 NEW YORK N Y CITY TRANSITIONAL FIN 500,000.00 500,000.00 0.00 114.17<br />

AUTH REV NYC RECOVERY SER 1 SUB 1A<br />

DTD 07/11/2002 VAR RT DUE 11/01/2002<br />

800,000.00 TRIBOROUGH BRDG & TUNL AUTH N Y REVS 800,000.00 800,000.00 0.00 0.00<br />

GEN SER A DTD 05/11/2005 VAR RT DUE<br />

11/01/2035<br />

TOTAL FIXED INCOME NON-TAXABLE 1,900,000.00 1,900,000.00 0.00 243.10


SCHEDULE OF ASSETS<br />

ACCOUNT NO. 6801A29200<br />

AS OF 4/30/12<br />

CAROL C PAULL TRUST TEST ACCOUNT #01 PAGE 4<br />

SHARES/UNITS TAX MARKET UNREALIZED ACCRUED<br />

OR PAR VALUE ASSET DESCRIPTION COST VALUE GAIN/LOSS INCOME<br />

EQUITIES<br />

BANKS<br />

105.00 BANK NEW YORK MELLON CORP 2,622.51 2,483.25 139.26- 13.65<br />

CAPITAL EQUIPMENT<br />

116.00 GENERAL ELEC CO 4,029.48 2,271.28 1,758.20- 0.00<br />

CONSUMER NON-DURABLE<br />

8,900.00 COCA-COLA CO 101,183.02 679,248.00 578,064.98 0.00<br />

ASSET HELD AT MELLON BANK IN<br />

PITTSBURGH, PA<br />

FINANCE<br />

106.00 ALLEGHANY CORP DEL 4,384.87 36,347.40 31,962.53 0.00<br />

100.00 BERKSHIRE HATHAWAY INC DEL 5,000.00 12,080,000.00 12,075,000.00 0.00<br />

CL A<br />

100.00 LEHMAN BROS HLDGS INC 1.00 3,150.00 3,149.00 0.00<br />

PFD CONV SER A 5%<br />

INDUSTRIAL COMMODITIES<br />

9,385.87 12,119,497.40 12,110,111.53 0.00<br />

100.00 UNITED STS STL CORP NEW 10,040.01 2,833.00 7,207.01- 0.00<br />

TECHNOLOGY<br />

2,201.00 INTERNATIONAL BUSINESS MACHS CORP 6,246.86 455,783.08 449,536.22 0.00<br />

14.00 MOTOROLA INC 7,294.26 714.42 6,579.84- 0.00<br />

NEW


SCHEDULE OF ASSETS<br />

ACCOUNT NO. 6801A29200<br />

AS OF 4/30/12<br />

CAROL C PAULL TRUST TEST ACCOUNT #01 PAGE 5<br />

SHARES/UNITS TAX MARKET UNREALIZED ACCRUED<br />

OR PAR VALUE ASSET DESCRIPTION COST VALUE GAIN/LOSS INCOME<br />

12.00 MOTOROLA MOBILITY HLDGS INC 5,239.51 465.84 4,773.67- 0.00<br />

TRANSPORTATION<br />

18,780.63 456,963.34 438,182.71 0.00<br />

1,300.00 INTERNATIONAL CONS AIRLS GROUP SA 1,600.00 18,473.00 16,873.00 0.00<br />

SPONSORED ADR<br />

2,250.00 KLM ROYAL DUTCH AIRLS N Y REG NEW 3,000.00 10,125.00 7,125.00 0.00<br />

TELEPHONE UTILITIES<br />

4,600.00 28,598.00 23,998.00 0.00<br />

309.00 AT & T INC 1,330.08 10,169.19 8,839.11 135.96<br />

OTHER UTILITIES<br />

100.00 ALABAMA PWR CO 1.00 10,100.00 10,099.00 0.00<br />

PFD 6.88%<br />

REAL ESTATE INVESTMENT TRUSTS<br />

1,000.00 HEALTH CARE REIT INC 1,000.00 56,695.00 55,695.00 0.00<br />

OTHER<br />

1,000.00 BANK ONE S & P 500 INDEX STOCK FD 41,234.95 42,006.48 771.53 0.00<br />

FOR PERSONAL TRUSTS<br />

57.32 CLIPPER FD INC 4,929.93 3,898.97 1,030.96- 0.00<br />

251.56 FIDELITY CONTRAFUND INC 10,876.65 19,483.24 8,606.59 0.00


SCHEDULE OF ASSETS<br />

ACCOUNT NO. 6801A29200<br />

AS OF 4/30/12<br />

CAROL C PAULL TRUST TEST ACCOUNT #01 PAGE 6<br />

SHARES/UNITS TAX MARKET UNREALIZED ACCRUED<br />

OR PAR VALUE ASSET DESCRIPTION COST VALUE GAIN/LOSS INCOME<br />

660.00 ISHARES INC 13,967.94 29,106.00 15,138.06 0.00<br />

MSCI PACIFIC EX-JAPAN INDEX FD<br />

176.45 LEGG MASON PARTNERS FDS INC 2,098.23 3,102.01 1,003.78 0.00<br />

LARGE CAP VALUE FD CL A<br />

1,000.00 VANGUARD SPECIALIZED PORTFOLIOS 1,000.00 21,760.00 20,760.00 0.00<br />

REIT INDEX PORTFOLIO<br />

100.00 ZWEIG FD INC 973.49 311.00 662.49- 0.00<br />

75,081.19 119,667.70 44,586.51 0.00<br />

TOTAL EQUITIES 228,053.79 13,488,526.16 13,260,472.37 149.61<br />

MISCELLANEOUS<br />

113,250.00- LIABILITY DEFERRED COMMISSION 113,250.00- 113,250.00- 0.00 0.00<br />

15.00 MORTGAGE NOTE RECEIVABLE 0.00 30.00 30.00 0.00<br />

SECURITY TYPE 110<br />

MORTGAGE/NOTE PAYABLE<br />

MINOR INDUSTRY CODE 185<br />

TOTAL MISCELLANEOUS 113,250.00- 113,220.00- 30.00 0.00<br />

CASH 3,910,426.62 3,910,426.62 0.00 0.00<br />

TOTAL PRINCIPAL 6,896,767.53 20,373,905.02 13,477,137.49 392.88<br />

INCOME CASH 183,749.98 183,749.98 0.00 0.00<br />

TOTAL ACCOUNT 7,080,517.51 20,557,655.00 13,477,137.49 392.88


ACCOUNT ACTIVITY SUMMARY<br />

ACCOUNT NO. 6801A29200<br />

APRIL 1, 2012 TO APRIL 30, 2012<br />

CAROL C PAULL TRUST TEST ACCOUNT #01 PAGE 7<br />

INVESTMENTS<br />

REALIZED<br />

INCOME CASH PRINCIPAL CASH AT TAX COST GAIN/LOSS<br />

ENDING BALANCE PRIOR PERIOD 04/01/12 183,749.98 3,910,426.62 2,986,340.91<br />

TOTAL RECEIPTS 0.00 0.00 0.00 0.00<br />

TOTAL DISBURSEMENTS 0.00 0.00 0.00<br />

ENDING BALANCE THIS PERIOD 04/30/12 183,749.98 3,910,426.62 2,986,340.91


Request for Proposal for Banking Services<br />

Solicitation No. 12C-009C<br />

<strong>The</strong> <strong>School</strong> <strong>District</strong> <strong>of</strong> <strong>Palm</strong> <strong>Beach</strong> <strong>County</strong><br />

Appendix 20. Sample Collateral Statement


Bank <strong>of</strong> New York Sample Collateral Statement

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