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Home My WebLink AboutRES 111301-M - 1st Tx Bank City DepositoryRESOLUTION NO. 410 :401:if) MY V (ORKO) wo V *-F I DKO) V b*&4K*1 0 a*)! WS) WOO 9' 1 DKO) V WAKOW" DIS) Z OR" VA fats V; l RIN KUM ("MIMI" Z14 a) DJO I D) IN 0 6 -We QMj ZION V;1 T1 i WHEREAS, The City of Georgetown Texas, has published notice of its intention to select a depository for City funds; and WHEREAS, The City of Georgetown,Texas, has received and evaluated proposals for custody of City funds; and WHEREAS, the City of Georgetown, Texas, desires to select from those proposals received the application offering the most favorable terms and conditions of handling the municipal funds; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS, THAT: SECTION 1. The facts and recitations contained in the preamble of this resolution are hereby found and declared to be true and correct, and are incorporated by reference herein and expressly made a part hereof, as if copied verbatim. The City Council hereby finds that this resolution implements Finance Policy 14.00 of the Century Plan - Policy Plan Element, which states: "All municipal operations are conducted in an efficient business-like manner and sufficient financial resources for both current and future needs are provided"; and further finds that the adoption of this resolution is not inconsistent or in conflict with any other Century Plan Policies, as required by Section 2.03 of the Administrative Chapter of the Policy Plan. SECTION 2. The Mayor is hereby authorized to execute, and the City Secretary to attest thereto an agreement with First Texas Bank to serve as City of Georgetown, Texas, Depository for an initial term of two years beginning December 1, 2001 and ending November 30, 2003 with the option to renew the agreement annually for up to three additional years. SECTION 3. This resolution shall be effective immediately upon adoption. RESOLVED this 13th day of November, 2001. Sandra Lee City Secretary APPROVED AS TO FORM: ela Trish Carls City Attorney TY OF GEORGE By: MaryEllen Kersch Mayor Depository Resolution No. 111301-1)? Page 1 of I P:\INVESTMENTS\DEPOSITORYOI\AGENDA\DEPRESOL.DOC September 21, 2001 City of Georgetown Purchasing Office 113 E. 8th Street Georgetown, TX 78626 First Texas Bank Georgetown is pleased to provide the attached proposal for depository services to the City of Georgetown for the period of December 1, 2001 through November 30, 2003. This proposal is valid for 30 days from September 21, 2001. Our main office is located at 900 S. Austin Avenue in Georgetown. Our mailing address is P.O. Box 649, Georgetown, TX 78627. Questions concerning this proposal or banking services after the bid process may be directed to Barry Haag, Sr. Vice President /Cashier at 863 -2567. If Mr. Haag is unavailable, please contact me personally. To reach us by fax, please use 863 -9893. First Texas Bank has operated in Georgetown since 1898. Currently, we have three locations to personally serve customers. Our locations have a total of 14 drive -in lanes to facilitate quick.service. Two locations offer Saturday lobby hours. To enhance our personal service, we have seven ATM's in the Georgetown area plus a 24 -hour account information line and internet banking. Thank you for your consideration of this proposal. Please call if you have any questions. Sincerely, FIRST TEXAS BANK 1 E. L. Gentry President Enclosures ELG:kbc 900 S. Austin Ave. 5321 Williams Dr. 480 Del Webb Blvd. 512- 863 -2567 512- 869 -8910 512- 864 -0379 POST OFFICE BOX 649, GEORGETOW N, TEXAS 78627 REFERENCES: First Texas Bank currently serves the following public entity: Georgetown Independent School District David McLaughlin Assistant Superintendent 943 -5009 CITY OF GEORGETOWN, TEXAS DEPOSITORY BANK SERVICES BID FORM - PART t August 2001 BANK SERVICE REQUIREMENTS SERVICE DESCRIPTION AVERAGE MONTHLY ACTIVITY UNIT PRICE TOTAL CHARGE Number of Accounts Master Deposit Account 5 Total 1 7.50 7.50 Operating Disbursement Account 1 7.50 244 Payroll ZBA Account 1 7.50-. Payroll ACH Direct Deposit Items: Av_q Monthly Direct Deposit: $426,000 Police Seizures Deposit Account 1 7.50- CD Rom for archived statements and checks Police Forfeitures Disbursement Account 1 ACH File Origination Payroll Direct Deposit - 26 payrolls annual( Cash Control /Cash Management Program 1 .00 .00 Account Analysis 1 .00 .00 Items Deposited: Local Items 1,050 .04 42-00 Transit Items 9,450 .06 567.00 1 75.00 75.00 Securities received/delivered at FRB Deposits Posted Average Monthly Deposits: $3,200,000 85 .35 29.75 Credit Card Processing Deposits Average Credit Card Deposit: $176,116 92 2% Check forms - 3 -Part continuous feed check stock ACH Utility Draft Items: Average Monthly Deposit ACH Drafts: $260,000 1,250 .02 25.00 _ Returned Items 5 17 50 Returned Items 20 1 _E� Stop Payments 1 Wire Transfers: (other than for Controlled Disbursement) m: R nn I R nn Outgoing 10 7.50 75.00 Controlled Disbursement Items - A/P Checks Paid Avg Monthly A/P Checks issued: $2,551,470 874 .05 43.70 Payroll Checks Paid: Avg Monthly PR Checks Issued. $187,600 244 .05 1 Payroll ACH Direct Deposit Items: Av_q Monthly Direct Deposit: $426,000 460 CD Rom for archived statements and checks 1 n ACH File Origination Payroll Direct Deposit - 26 payrolls annual( 2 x.5.00 Utility Payment Drafts - 48 cycles annually 4 7.50 IRS Payroll Tax Remittance - approx 36 annually 3 Watch Si nature 5 Investment Requirements: Safekeeping Maintenance at FRB 1 75.00 75.00 Securities received/delivered at FRB 21 1 Non - Recurring Charge Rates: 3 -Part Deposit Slips -- Bank Cost Check forms - 3 -Part continuous feed check stock -- -Bank Locking Depository Bas 35 1 _E� Patnvestmentsidepositoryo1VRFPSVC .xIw]A *2% Discount Rate when. electronic terminals are used. Equipment paid for by City at Bank's cost. CITY OF GEORGETOWN, TEXAS DEPOSITORY BANK SERVICES BID FORM - PART 11 August 2001 BANK SERVICE REQUIREMENTS Provide the name and location of the disbursement bank which will be handling the City's checks. Fir-,f TQxag Rank Georgetown 900 S. Austin Avenue Georgetown, TX 78626 2. Please describe the bank's Cash Management Service /Software and any specific computer requirements necessary to run the software. List its capabilities and attach sample reports generated from this system. See Cash Management System handout 3. Please specify days on which the disbursement bank would be closed or would not receive cash letters. Federal Bank Holidays, Saturdays, Sundays 4. Are damaged and/or reject items .re- entered into the system the same day and once reprocessed, are these items included in the notification cut -off time? Yes 5. What back -up arrangements for check processing exists in case of any system failures? Emergency site Tested twice each year in Dallas, Texas 6. In order to fund check presentments and manage the City's bank accounts and investments, check presentment totals must be made known to the City no later than 10:15 A.M. Notification after this time may result in the City not being able to adequately fund checks. If an overdraft occurs as a result of late notification, the City does not expect to pay any overdraft charges. How many times has the bank missed notification deadlines within the last 6 months and how would it handle any potential overdraft situation? None missed. Bank does not charge fees for services not provided. Please describe the Partial Reconcilement Service offered by the bank and attach a sample reconcilement statement. See Cash Management System handout 8. How long are stop payment orders effective? Does the bank offer automated stop payment through its cash management system? 6 months 9. State whether the bank would offer any type of special checking, money market or loan account, or other incentive for City employees. Bank offers free checking with its product offering 10. The City currently utilizes CD -Rom technology for maintaining its canceled checks. Describe any media resources available, including CD -Rom, for this puipose. What is the length of time original canceled checks would be kept by the bank? Bank returns checks with bank statement to customer at end of each month. 11. Describe the bank's position with regards to Controlled Disbursement services? What factors might have a significant impact on the Controlled Disbursement services over the next two years? Attach any specific Controlled Disbursement agreement in keeping with the nature of this RFP which the City would be asked to sign. Bank memo post's daily incoming ACH and incoming cash letter items by _ 8.00 a.m. each day. Final posting will sweep money required to cover items from the master account. No separate agreement required. 12. Does the bank offer any type of automatic sweep account where excess City funds could be invested at a higher interest rate than other short-term investment options (i.e. TexPool)? 13. Does the bank have any significant problems notedby regulatory agencies in the past 24 months? If so, please explain. Indicate the bank's capital to assets and return on assets ratios for the last 3 years. 1998 1999 i Innn C /A =10 32% ROA =1 24% C /A =11 331 ROA =1.25% C /A= 11.88% ROA =1.31% 14. Please describe the process by which service problems can be resolved. What person or organizational unit is available for complaint or problem resolution? Lauri Tulloch Assist Vice President /Bookkeeping Manager Barry J.-Haag Sr Vice President/ Cashier- E.L. Gentry President /CEO -- 15. Please list other public funds customers which the bank currently serves as a depository, along with the name and telephone number of a contact person. Georgetown TndPpPndPnt ;rhnnl TniatrlCt — David McLaughlin 943 -5009 EXAMPLE ONLY T0nEXPENSE OTHER THAN INTEREST $1,26*.35 _____ Interest Paid @ 1% 424a6 ------''-- Ton\ sxpswas: 1.689.01 NET PROFIT (Loa8): ($876a3) CommsncmL ACCOUNT ANALYSIS ACCOUNT NAME mNUMBER: ---- __------ _______ _____ ------- --- --- ------- _____ CITY opGEORGETOWN _ AUGUST 2001 -------------- ___ Average Daily Posted Balance $500,000.00 ------ ___-------- Average Daily Collected Balance 300,000.00 Less Reserve Requirement @om __________ 9,000.00 Investable Balance __________ 291.000o0 MONTHLY EARNINGS CREDIT ow INVESTABLE BALANCE --------- $812.38 (Based oo the average oomx~uav ask ramrate) --- -------- -- sxpswsEs: VOLUME: UNIT PRICE TOTAL COST: ------ Account Maintenance -----' ------' n 7.50 --------- *37.50 Debits Posted 1118 0.05 $55.90 Credits Posted ----- ------ on 0.35 --'------' $29.75 Items Deposited-FOREIGN _ -------- owom _ 0.06 $567.00 Items Deposited-LOCAL ______ _______ 1050 ozw ----- __ ------ __ $42.00 cuameback Item ----- ___ ________ 20 3.50 _________ $70.00 NSF paid item fee 20.00 _ ------- ______ onon Deposit Correction _____ _______ 3.00 ___------------- $0.00 oxanuommnm*xnvo ----- –'-----' 0.15 --------- $0.00 Change Orders-rolled coins ----------` o»o $0.00 Stop Payments _____ 1 20.00 _______ $unoo Incoming Wire '----- '------' s 3.00 --------- $18.00 Outgoing Wire ---- ___ _______ 10 7.50 $75.00 xoHon/CnTrans , ----- '-----'' 1710 0.02 --------- $34.20 Acxonomuo^n ----- ------ o 7a0 ---------- *67u0 xcnmno/wvc __----- ______ o 3.50 *17.50 coLLupwnmm --___ '--------- --_----__' $100.00 nemritiesmm ----- ---------- 21 -- o/m –'–'------- m105�00 Watch Signature ------ ---_ -------- u -- 5u0 – — --------- --- $25.00 T0nEXPENSE OTHER THAN INTEREST $1,26*.35 _____ Interest Paid @ 1% 424a6 ------''-- Ton\ sxpswas: 1.689.01 NET PROFIT (Loa8): ($876a3) First Texas Bank - Georgetown will pay the City an interest rate of 1% on all checking accounts held at the bank. Certificate of Deposit rates will be negotiated at the time of purchase. City balances will not exceed $5 million without prior approval of First Texas Bank. First Texas Bank can perform all services addressed in Section IV of the bid package except the following: IV. Banking Services and Requirements A6. We currently do not provide imaged check copies or information on CD -ROM. A7. The bank does not provide the Positive Pay option. City may verify items cleared against its accounts by using the internet banking Cash Management System. D. Our item processing cut -off time for wire transfers is 3:00 p.m. Wires received after this time will be processed next day. We will not initiate an outgoing wire without collected funds already in the bank. E. An overdraft will be considered by the bank when the combined balances of all city accounts will not cover items presented. Overdrafts to. $10,000 will be covered automatically. Overdrafts above $10,000 will be negotiated as to pay or return at the time of occurrence. An overdraft fee of $20.00 will be charged for each item. The charge will be listed on the analysis statement. Funds Availability Over the Counter Deposits made by the City prior to 2:00 p.m. will be processed that day if time allows. If not, they will be processed the next business day. Wire transfers received by 3:00 p.m. will be posted same day. Wires received after 3:00 p.m. will post next day. First Texas Bank-Georgetown 101,411169M 1. Bank statement sample 2. Reports from Cash Management System/Software 3. Safekeeping agreement for the City's investment securities 4. Monthly pledge collateral report 5. Safekeeping agreement for collateral 6. ACH transaction agreement 7. Stop payment agreement 8. Commercial Cash Management Internet Banking Form 9. Wire Transfer Service Agreement 10. Cash Management Services Rider Non - applicable samples Partial account reconciliation statement Controlled disbursement agreement Funds transfer agreement 512-863-2567 Z 24HR AUTOMATED CUSTOMER SERVICE 869-2642. VISIT OUR WEB SITE:WWW.FIRSTTEXAS-GTWN.COM OVER 100 YEARS.."YOUR BANK FOR A LIFETIME" 78627-0649 CITY OF GEORGETOWN POLICE SEIZURES P 0 BOX 409 EXHIBIT 1 * * * * * HOLD STATEMENT, DO NOT MAIL * * * * * AVERAGE LEDGER BALANCE full= ill AVERAGE COLLECTED BALANCE I �i'llils INTEREST 9mmm ANNUAL PERCENTAGE YIELD EARNED (APY) am AVERAGE BALANCE FOR APY DAYS IN STATEMENT PERIOD 31 HOLD ACCOUNT NUMBEfjFj2= ............... OG/30/01 MIA Nil r� skm DEPOSITS AND OTHER CREDITS ............ ; .................... DATE AMOUNT DESCRIPTION 7/31 91MM INTEREST PAID DAILY BALANCE SUMMARY ...................................... DATE........ BALANCE DATE........ BALANCE DATE........ BALANCE 7/31 Ism I NOTE: SEE REVERSE SIDE FOR IMPORTANT 114FORMATION VLember F.D.I.C. 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C- C Q U L L 0 Cf) 41 C'l 0 cd 4- Cd 4- 4� :z 0 t4 41) E cU„ S4 cz cqj > ;>, C., 03 4- Cd In � a) (1) V En 4- () 4� 0 4 Q co F 0 0 cfs 4� C13 Cd 0 Cd Q. 0 — +� x cv, co C's 0 Lt cri 3C�j m P4 00 Z5 - C> C> � CSS Cd -4 <� 03 03 Cd 4 0 2 ;J cd 03 U a) V cn � � 4- p 4- 4� 4� 4� cd cl 4� cd �2 En w m 0 -4� bl) OD -d �7�' o C/) cu cv- - bD U cd cu c-, U 3 Cl) — - (1) cv, o 0i oll m En LLZ En Cf) cd 4� 4- 4� a) S4 cz cqj 4- Cd In � a) (1) En 4- 4� 0 4 Q co F 0 0 cfs 4� C13 Cd Q. tD co Lt I 4� 4- Cd 4- rn v a) (1) 0 C) 4 F 0 0 cfs 4� C13 Cd co Lt Cd m P4 00 Z5 - C> C> � CSS Cd -4 <� 4 0 2 ;J cd U a) V cn � � 4- p 4- 4� cd cd En w :j cl, EXHIBIT 3 N2 1.035 NAME ADDRESS DATE- NON-NEGOTIABLE SAFE KEEPING AND LOAN COLLATERAL RECEIPT FIRST T BANK. ANK P.O. BOX 649, GEORGETOWN. TEXAS 78627 ACKNOWLEDGES RECEIPT FROM THE ABOVE NAMED THE FOLLOWING DESCRIBED PROPERTY FOR SAFE KEEPING. D E S C R I P T I O N CERT. NOS. NUMBER OF SHARES PAR VALUE OF BONDS *****VOID VOID VOID VOID VOID****" RECEIVED ABOVE SECURITIES DATE CUSTOMER RECEIVED ABOVE SECURITIES FIRST TEXAS BANK B -EA-1-GE"6 WHITE-ORIGINAL YELLOW-SECURITY PINK-REGISTER EXHIBIT 4 City of Georgetown Pledge Report August 31, 2001 Accounts Total Less: FDIC Insurance Balance Subject to Pledge Requirement Cusi Description Balance (100,000.00) Par Market Value $0.00 $0.00 EXHIBIT 5 Safekeeping, Pledge and Depository Agreement This agreement is entered into the day of , 2001, by and between the City of Georgetown, Texas (the "City") and First Texas Bank of Georgetown (the "Bank "), a state banking association, to establish a depository for the City's funds. The parties agree as follows: Section 1: The City's General Depository Service needs are hereby established at the Bank which shall be an official depository bank of the City for the period beginning December 1, 2001, and ending November 30, 2003. The Bank shall honor only those checks, drafts, warrants, or written orders drawn on said Fund signed by an authorized signer of the City. Section 2: All designated signatories are authorized to sign any check, draft, warrant, or written order which may be drawn on said Fund. The City Secretary is hereby authorized to certify to the Bank the genuineness of such signatures, any change in authorized signatories, and the genuineness of the signatures of the new signatories, and the Bank is authorized to accept and rely upon such certificates. Section 3: The parties hereby agree to the terms provided for in the Request for Proposal and First Texas Bank's Response to the Request for Proposal, attached as exhibits. It is understood and agreed that when a conflict exists between the Request for Proposal and First Texas Bank's Response to the Request for Proposal the response as submitted by First Texas Bank will prevail. It is understood that certain specifications in the Request for Proposal were changed and /or bid differently by First Texas Bank. Section 4: The Bank, as an official depository for the City, shall deposit with a third party bank and pledge to the City securities as provided under the laws of the State of Texas. Securities shall be deposited and pledged in safekeeping by the Bank at such other reputable bank or banks as may have safekeeping accounts for the Bank. A written schedule of the deposited and pledged securities shall be furnished to the City by the Bank as requested by the City, and the banks holding such deposited and pledged securities in safekeeping shall furnish the City with appropriate safekeeping receipts. The Bank shall have the privilege of exchanging or substituting the Approved Securities deposited and pledged. Securities pledged secure deposits of City funds indemnifying the City against loss of City funds. Such securities do not secure the performance of the depository contract. Section 5: The Bank shall faithfully perform all of the duties and obligations required by the laws of the State of Texas for depositories of municipal funds, shall, upon presentation, pay all checks duly authorized and drawn on it against funds of the City on demand deposit, and upon termination of its designation as a depository of the City, shall promptly turn over to its successor all funds, property, and things of value coming into its hands as a depository of the City. Section 6: this Agreement shall be deemed and construed to comply with the applicable provisions and requirements of the laws of the State of Texas governing depositories for public funds, and any part, section, or provision herein not complying herewith shall be interpreted, applied, and executed so as to effectuate such compliance. ATTEST: City Secretary APPROVED AS TO FORM: City Attorney THE CITY OF GEORGETOWN: Mayor Accepted: FIRST TEXAS BANK - GEORGETOWN E.L. Gentry, President Date EXHIBIT 6 SYSTEM REQUIREMENTS/RECOMMENDATIONS FOR THE ACH PC SOFTWARE 100% IBM COMPATIBLE RUNNING WINDOWS 95, WINDOWS 98 OR WINDOWS NT RECOMMENDED: PENTIUM 133+ MINIMUM: 486/66 RECOMMENDED: 64MB RAM MINIMUM: 32 MB RAM DISK SPACE: 15MB (THIS WILL INCREASE AS YOUR DATA INCREASES) MONITOR: 15" MONITOR SET TO 800/600 RESOLUTION WITH 2MB (VIDEO MEM) ACH ORIGINATION AGREEMENT This agreement is made this ( "The Financial Institution ") _ day of by and between: ( "The Company ") and First Texas Bank - Georgetown The Company has requested that the Financial Institution initiate electronic signals for paperless entries to accounts maintained at the Financial Institution and at other financial institutions, by means of the Automated Clearing House (the "ACH "). The Financial Institution has agreed to do so on the terms of this Agreement. v Now, therefore, the Company and the Financial Institution agree as follows: 1. Rules The Company acknowledges receipt of a copy of the operating rules of NACHA (as amended from time to time, the "Rules "). The Company agrees to comply with and be bound by the Rules. The Financial Institution agrees to inform the Company of revisions to the Rules of which the Financial Institution has knowledge. 2. Transmission of Entries: Securitv Procedures The Company will transmit all debit and credit entries to the Financial Institution at the location, on or before the deadlines, described on Attachrent 1 to the Aareement. The Company will conform all entries to the format, content and specifications contained in the Rules, except as provided with the security procedures described in Attachment 2 to the Agreement. The Company authorizes the Financial Institution to transmit all entries received by the Financial Institution from the Company in accordance with the terms of this Agreement and to credit .or debit entries to the specified accounts. 3. Financial Institution Obligations In a. timely manner and in accordance with the Rules, the Financial Institution will process, transmit, and settle for the entries received from the Company which comply with the terms of the Aareement, including the security procedures. 4. Warranties The Company warrants to the Financial Institution all warranties the Financial Institution is deemed by the Rules to make with respect to entries originated by the Company. Without limiting the foregoing, the Company warrants and agrees that (a) each entry is accurate, is timely, has been authorized by the party whose account will be credited or debited and otherwise complies with the Rules; (b) each debit entry is for a sum which, on the settlement date with respect to it, will be owing to the Company from the party whose account will be debited, is for a sum specified by such party to be paid to the Company, or is a correction of a previously transmitted erroneous credit entry; (c) the Company has complied with all prenotification requirements of the Rules; (d) the Company will comply with the terms of the Electronic Funds Transfer Act if applicable, or Uniform Commercial Code Article 4A (UCC4A) if applicable and shall otherwise perform its obligations under this Agreement in accordance with all applicable laws and regulations. The Company will retain the original or copy of the customer authorization record as required by the rules for a period of not less than two (2) years after termination or revocation of such authorization and will, upon request of Financial Institution, furnish such original or copy to the Financial Institution. The Company shall indemnify the Financial Instivution against any loss, liability or expense (including attorneys' fees and expenses) resulting from or arising out of any breach of any of the foregoing warranties or agreements. S. Provisional Credit The Company acknowledges that the Rules make provisional any credit given for any entry until the financial institution crediting the account specified in the entry receives final settlement. If the financial institution does not receive final settlement, it is entitled to a refund from the credited party and the originator of the entry shall not be deemed to have paid the party. 6. Settlement The Company will maintain an account with the Financial Institution at all times during the term of this Agreement. The Company will maintain in the account as of the applicable settlement date immediately available funds sufficient to cover all credit entries initiated by it. The Company authorizes the Financial Institution to debit its account on the applicable settlement date in the amount of each entry. 7. Cancellation or Amendment The Company shall have no right to cancel or amend any entry /file after its receipt by the Financial Institution. However, the Financial Institution shall use reasonable efforts to act on a request by the Company to cancel an entry /file before transmitting it to the ACH or crediting an on -us entry. Any such request shall comply with the security procedures described on Attachment 2 to the Agreement. The Financial Institution shall have no liability if it fails to effect the cancellation. 8. Rejection of Entries The Financial Institution shall reject any entry, including an on -us entry, which does not comply with the requirements of Section 1 of this Agreement and may reject any entry if the Company is not otherwise in compliance with the terms of the Agreement. The Financial Institution shall notify the Company by telephone of such rejection no later than the business day such entry would otherwise have been transmitted by the Financial Institution to the ACH or, in the case of an on -us entry, its effective entry date. The Financial Institution shall have no liability to the Company by reason of the rejection of any entry or the fact that such notice is not given at an earlier time than that provided for herein. The Financial Institution shall retain the right to reject any on -us transaction for any valid reason such as but not limited to insufficient funds or revoked authorization. a Notice of Returned Entries The Financial Institution shall notify the Company by telephone or fax of the receipt entry from the ACH no later than one business day after the business day of such receipt. The Financial Institution shall have no obligation to retransmit a returned entry if the Financial Institution complied with the terms of this Agreement with respect to the original entry. If a customer of the Company returns any transaction, then it is the Company's responsibility to collect any funds that are owed. The Financial Institution has no obligation to originate a transaction where authorization has been revoked. 10. Reversals The Company may initiate a reversing entry or entries as permitted by the Rules. 11. Periodic Statement 12 The periodic statement issued by the Financial Institution for the 'Company's account will reflect entries credited and debited to the Company's account. The Company agrees to notify the Financial Institution within a reasonable time not to exceed thirty (30) days after the Company receives a periodic statement of any discrepancy between the Company's records and the information in the periodic statement. Fees The Company agrees to pay the Financial Institution for services provided under the Agreement in accordance with the schedule of charges attached to this Agreement as Attachment 3. The Financial Institution may change its fees from time to time upon notice to the Company. 13. Liability (a) The Financial Institution shall be responsible only for performing the services expressly provided for in this Agreement and shall be liable only for its negligence in performing those services. The Financial Institution shall not be responsible for the Company's acts or omissions (including without limitation the amount, accuracy, timeliness of transmittal or due authorization of any Entry received from the Company) or those of any other person, including without limitation any Federal Reserve Financial Institution or transmission or communications facility, any Receiver or Receiving Depository Financial Institution (including without limitation the return of an Entry by such Receiver or Receiving Depository Financial Institution), an no such person shall be deemed the Financial Institution's agent. The Company agrees to indemnify the Financial Institution's against any loss, liability or expense (including attorneys' fees and expenses) resulting from or arising out of any claim of any person that the Financial Institution is responsible for any act or omission of the Company or any other person described in this Section 13(a). (b) In no event shall the Financial Institution be liable for any consequential, special, punitive or indirect loss or damage which the Company may incur or suffer in connection with Agreement, including without limitation loss or damage from subsequent wrongful dishonor resulting from the Financial Institution's acts or omissions pursuant to this Agreement. (c) Without limiting the generality of the foregoing provisions, the Financial Institution shall be excused from failing to act or delay in acting if such failure or delay is caused by legal constraint, interruption of transmission or communication facilities, equipment failure, war, emergency conditions or other circumstances beyond the Financial Institution's control. In addition, the Financial Institution shall be excused from failing to transmit or delay in transmitting an Entry if such transmittal would result in the Financial Institution's having exceeded any limitation upon its intra -day net funds position established pursuant to present or future Federal Reserve guidelines or in the Financial Institution's otherwise violating any provision of any present or future risk control program of the Federal Reserve or any rule or regulation of any other U. S. Governmental regulatory authority. (d) Subject to the foregoing limitations, the Financial Institution's liability for loss shall be limited to general monetary damages not to exceed the total amount paid by the Company for the affected ACH service, as performed by the Financial Institution under this agreement for the preceding 30 calendar days. 14. Inconsistency of Name and Account Number The Company acknowledges that, if any entry describes the receiver inconsistently by name and account number, payment of the entry may be made on the basis of the account number even if it identifies a person different from the named receiver. 15. Data Retention The Company shall retain data on file adequate to permit remaking of entries for five (5) business days following the date of their transmittal to the Financial Institution as provided herein and shall provide such data to the Financial Institution upon its request. 16. Termination The Financial Institution may amend the terms of the Agreement from time to time by notice to the Company. Either party may terminate this Agreement upon ten (10) days written notice to the other. The Financial Institution shall have no obligation to transmit entries if the Company is in default of its obligation under this Agreement, including the obligation to pay the Financial Institution for each credit entry. The Financial Institution shall be entitled to rely on any written notice believed by it in good faith to be signed by one of the Authorized Representatives whose names and signatures are set forth on Attachment 2(a) to the Agreement. 17. 19. Entire Agreement This Agreement (including the Schedules attached hereto), together with the Account Agreement, is the complete and exclusive statement of the agreement between the Financial Institution and the Company with respect to the subject matter hereof and supersedes any prior agreement(s) between the Financial Institution and the Company with respect to such subject matter. In the event of any inconsistency between the terms of this Agreement and the Account Agreement, the terms of this Agreement shall govern. In the event performance of the services provided herein in accordance with the terms of this Agreement would result in a violation of any present or future statute, regulation, or government policy to which the Financial Institution is subject and which governs or affects the transactions contemplated by this Agreement, then this Agreement shall be deemed amended to the extent necessary to comply with such statute, regulation, or policy, and the Financial Institution shall incur no liability to the Company as a result of such violation or amendment. Non - Assignment The Company may not assign the Agreement or any of the rights or duties hereunder to any person without the Financial Institution's prior written consent. Binding Agreement Benefit This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective Iegal representatives, successors, and assigns. This Agreement is not for the benefit of any other person, and no other person shall have any right against the Financial Institution or the Company hereunder. 20. Headings Headings are used for reference purposes only and shall not be deemed a part of this Agreement. 21. Governing Law This Agreement shall be construed in accordance with and governed by the laws of the State of Texas and the NACHA rules. (Company Name) By: Name: Title: FIRST TEXAS BANK- GEORGETOWN it Institution) By Name: Title: ATTACHMENT 1 Hand - Delivered Files The Company's Authorized Representative will hand - deliver file(s) to the customer service department. Each hand - delivered file will be accompanied by a transmittal register (Attachment 4), signed by an authorized signatory of the account. Delivery must be made by 11:00 am, two (2) business days prior to the effective date of the transactions. The Company's Authorized Representative will provide the Financial Institution with verification of the totals contained in the hand - delivered files by sending a facsimile transmission (Attachment 4) to the Financial Institution's Contact. In the event that the Company or the Authorized Representative is unable to fax the information, the Company's Authorized Representative will telephone the Financial Institution's Contact with the verification and also mail the information as backup on the same day transmitted. In no case will the transmittal register accompanying the list be construed as verification. The Financial Institution will anticipate the receipt of a file from the Company on each scheduled processing date identified by the Company in writing and agreed to by the Financial Institution. The Company's Authorized Representative will notify the Financial Institution if a file will not be delivered on the prearranged scheduled processing date. The Company is responsible for ensuring that the Financial Institution receives the file in the processing area on each processing date indicated in the processing schedule. The Financial Institution will verify that the file totals agree with the Company information given by fax or phone. In the event of a discrepancy in the totals, the Financial Institution will call the specified Company Authorized Representative designated by an authorized signatory of the Company. If an Authorized Representative is not available for notification, then the file will not be processed until the Company's Authorized Representative can be contacted on the next business day. ATTACHMENT 2 Security Procedures The Financial Institution shall be entitled to rely on any written notice or other written communication believed by it in good faith to be genuine and to have been signed by the Authorized Representative, and any such communication shall be deemed to have been signed by such person. Each listing will be tested for entry limits. The maximum arnount of any one entry delivered to Originating Bank will be $ with a total listing limit of $ Any individual entry or listing total that exceeds these predetermined limits will prevent the entire listing from being transmitted. Originating Bank requires at least ten days written notice prior to the delivery date of a list on which such new limit is to be effective. Written notice must be signed by authorized person notated on ACH Authorized Signature Form. Attachment 2(a) ACH AUTHORIZED SIGNATURE FORM rvy.-W-0 SENDING ENTITY NAME COMPANYID# THE SIGNATURE(S) BELOW ARE THE SIGNATURES OF EMPLOYEES VESTED WITH FULL AUTHORITY TO SIGN TRANSMITTAL REGISTERS USED IN CONJUNCTION WITH THE DEPOSIT OF ACH FILES. - 0 ke AUTHORIZED SIGNATURE TITLE ATTACHMENT 3 Fee Schedule For High Volume ACH Activity ACH Origination ACH Debit/Credit Transaction $7.50 31M ACH Return Items $3.50 AUTHORIZATION AGREEMENT FOR AUTOMATED DEPOSITS (ACH CREDITS) COMPANY COMPANY NAME ID NUMBER I (We) hereby authorize , hereinafter called COMPANY, to initiate credit entries and to initiate, if necessary, debit entries and adjustments for any credit entries in error to my (our) ❑ Checking ID Savings account (select one) indicated below and the depository named below, hereinafter called DEPOSITORY, to credit and/or debit the same to such account. DEPOSITORY NAME BRAN CH CITY STATE ZIP TRANSIT/ABA 1 ACCOUNT-," This authority is to remain in full force and effect until COMPANY has received written notification from me (or either of us) of its termination in such time and in such manner as to afford COMPANY and DEPOSITORY a reasonable opportunity to act on it. NAME(S) ID DATE SIGNED SELECT TYPE OF FILE: Direct Deposit of Payroll Number From Account Name Today's Date Settlement Date ATTACHMENT 4 FIRST TEXAS BANK ACH TRANSMISSIONS Settlement Day Auto Debit CREDITS DEBITS TOTAL PRENOTES AUTHORIZED SIGNER: Signature 0 Name FOR BANK USE ONLY: Received by:_ Loaded ACH Bind by: Date/Time: Date/Time: EXHIBIT 7 5 i OP PAYMENT REQUEST Withe Mawr Copy suff — Accepted qc ho an Reqnsi Doe Received D in person D Sy F"no-ne TMS Rem 1 IBM AM Fyw!e Numnber Amount pieason 1 over Dup�ioae ior info. !�am D Yes Stop PnMent Di ISM 0 No facoM Numbar Fee 71 and me ME UNUmm Commar4d Cod$ govemog s2p Psymew Cusm,me pmpedy ckmd empdsyrnw: ��mers are aiiac:ive lot a inG.ItIx me Am nuas" am wm watnowy MOM ag Mw pow inviriur.g. m orzar to -c, m /:e paiment ardzr must beisa2ived to give us a raw=AW oyonmuy u a on, m and praciaely lear"ify ""13 nurnbar, dZie, f m Z;,-.Zunrz;. a id3mdiv we pen. us umsm"Me awsaw Mazes hambw for sad mve 2,muunz as ��vsl; as for all =p2rises and =sm inzur;ad "-'*-i Me anni't Mrougn refuema pny�,ej. • «_ «« agres,_». it— w ail Knblil- -r - cont. - ims: should Pavrns -T be mada re;uest, if suzh paymeni is mcce wran inmanen, MMW or wwQht. P..acaM al"Erge nurn!;ai- S�**;.,a,.,�H"-� ---now & !My MOM mai�:'C thlz stt�; rn*�.,msn-, inatfsalive. RN PP UP C/D cc a 0 I 0 o cz; N to 0 u IS >, CZ 0 x cl) I U N N, 0 ce - W, > CZ ;:; = = 0 CIO 0 > cu > o'>, > 0 cn E-: C,- 0 C/I Cv ICJ cl- cut v cc 0 0 > > —C4 Lo 00 C,- 0 U, >1 r ti Q) 1? cl- cc ZX 0 N Vr oc co 00 Ct cn 0) _0 ;5 cz� lcS 1 8, 0 C-. ;>, 5, cz- -C) C', f- tLcl iC O cn ti 4 o ti Q) 1? cl- cc ZX 0 N Vr oc co 00 Ct cn 0) _0 ;5 cz� lcS 1 8, 0 C-. ;>, 5, cz- -C) C', f- tLcl iC O cn ti EXHIBIT 9 The undersigned wire transfer customer (herein called "Customer ") hereby requests First Texas Bank (herein called "Bank ") to act upon instructions from Customer to transfer funds on the terms and conditions set forth in this Wire Transfer Agreement (herein called " Agreement"). The Funds Transfer service is offered by Bank as a method to transfer funds electronically for Customer. In consideration of the mutual covenants hereafter contained, Customer and Bank agree as follows: 1. AUTHORIZATIONS 1. Customer requests bank to honor and act upon all requests which Bank receives for the transfer of funds from accounts designated in Exhibit A (which is attached hereto and incorporated herein for all purposes). Such requests must be in compliance with Bank's transfer and security procedures. 2. Customer requests Bank io honor r- quesLs by any person listed in Exhibit B "Authorized Representatives" (which is attached hereto and incorporated herein for all purposes) such that these requests fall within specified dollar limits per representative, which may be imposed by Customer. 3. Customer requests Bank to transfer funds (a) from specific Customer account(s) at Bank to any other Customer bank account(s) specified by Customer whether such accounts are at Bank or another bank or financial institution, and (b) from Custot?ier account(s) at Bank to any account of a third party specified by Customer, whether such third party account(s) are at Bank or another bank or financial institution. 4. Bank agrees to use its best effort to act a.pon all Customer transfer requests on the day received, when received prior to deadlines set by bank, and to use any means and routes that Bank, in its sole discretion, may consider suitable for the transmission of funds. 5. Bank may, at its option, verify transfers by contacting Customer at the telephone number specified by Customer. This number may be changed. by written request:of Customer; however, such change shall not be effective until acknowledged by Bank. 6. Customer authorizes bank to record mechanically any telephonic instructions received by Bank from Customer; however, bank has no duty to record any such instructions and the decision to record such instructions is totally within Bank's discretion. 11. SECURITY PROCEDURES 1. Customer agrees to provide initiator's name and bank account number when initiating outgoing funds transfer requests. 2. Customer agrees to allow only those persons listed in Exhibit B to initiate transfers with Bank. 3. Bank may assign to customer a unique security code list for the use of customer "Authorized Representatives" to enable such individuals to make the request for wire transfer. 4. Customer shall maintain the highest level of security and will make the security codes known only to the "Authorized Representatives" who will use such security codes. 5. Bank assumes no responsibility to discover, audit or report to customer any possible breach of security by Customer's agents or representatives, or unauthorized disclosure or use of such security codes. Customer shall promptly notify Bank of any compromise of security. Customer will be responsible for any liability, loss or damage resulting from Bank's actions in accordance with instructions to Bank from unauthorized persons when accompanied by a security code from Customer. 6. Customer shall provide bail: with the appropriate security code, when requesting a transfer. 7. Customer agrees to comply with and maintain the confidentiality of all security measures instituted by Bank. Bank may change security measures upon written notice to Customer. 8. If Customer is not assigned unique security codes, a callback verification will be performed by bank on all third party wires received by fax over pre - determined amount. If final beneficiary is other than Customer, Bank will call back at designated number for another "Authorized Representative" to verify all information on the transfer request. 9. Customer agrees that the security procedur --s contained herein are commercially reasonable. All payment orders processed by Baink will be governed by Subpart B of Regulation J of the Federal Reserve Board. III. ADDITIONAL AGREEMENTS 1. Customer agrees to release bard: from responsibility or liability for any inaccuracy, interruption, delay or failure in transmission and to indemnify and hold Bank harmless against claims based thereon, when same are occasioned by any circumstances beyond Bank's reasonable control, including but not limited to circumstances associated with the folio \wing: wire service availability, weather, power failure, communication line failures and errors, o_ the lack of responsiveness of other organizations. 2. Customer assumes full responsibility for all transfers made by Bank in accordance with the procedures stated herein. 3. Customer agrees to assign to Bank no responsibility beyond the duty to exercise ordinary care, and Customer agrees that Bank. shall be conclusively deemed to have exercised ordinary care if Bank has followed procedures stated herein. 4. Customer agrees to provide written nonce to Bank in order to change or revoke the designation of "Authorized Representatives "; provided, however, that Bank will have a reasonable period of time to act upon each such change, and that Bank may, in its sole discretion, act upon verbal notice which it reasonably believes to be from Customer; however, Customer will promptly confirm such verbal notice in writing. 5. Customer shall have no right to reverse, adjust or revoke a transfer after it is received by Bank, except under mutual agreement. In the case of an erroneous or otherwise irregular transfer of funds, Bank may, but not be obligated to, on its own initiative, request the transferee to return the funds previously transferred on behalf of Customer. A transfer request issued by Customer is paid at the time the transfer is sent, at the time the transfer is credited to the transferee account on the books of Bank, or at the time the advice of credit for such transfer is sent or telephoned to the transferee by Bank, whichever occurs first. b. Customer agrees that transfer requests shall not exceed the current collected balance in Customer's account. If Customer's account does not contain sufficient funds to accomplish such transfer, Bank may, at Bank's option, debit Customer's account into overdraft and Bank shall not be liable for damage to Customer as a result thereof; however, Bank shall not be obligated to debit Customer's account into overdraft. Bank may, in its sole discretion, refuse any transfer request if the transfer would result in an overdraft. Customer shall pay overdrafts which occur from the above described events upon demand, together with interest on the overdraft at the maximum lawful rate of interest. Bank may charge Customer's account at any time for the a_nnount of this interest. 7. Customer shall supply Bank with any omt °r information that Bank may reasonably request, including but not limited to money amounts, accounts affected, dates of transfer, supplemental instructions, and further evidence of any Authorized. Representative's authority to transfer funds or to do any other act contemplated under this Agreement. 8. Bank may elect to not act upon a transfer request for Customer's protection, if Bank is unable to obtain proper verification of such request satisfactory to Bank, or if there is any inconsistency between a transfer request and information previously supplied to Bank, or if such a request is not initiated in accordance with security procedures imple <nnented by Bank. 9. Customer shall review promptly and reconcile its statements of account and report to Bank within thirty (30) days after the statement date any disc epancies or any other objections of any type or nature between Customer's records of such transactions a_d the statement furnished by Bank. Customer expressly agrees that the failure to report any such discrepancies or objections shall relieve Bank of any liability with respect to such discrepancies or objections. 10. Customer agrees to hold Bank har_nless and indennnify Bank for any and all claims, demands, expenses (including but not limited to attorney's fees and costs), loss or damage of any nature whatsoever arising directly or indirectly from any transfer request initiated pursuant to this Agreement, any addenda to this Agreement or other matters related to this Agreement, including but not limited to any election made by Bank under Section 111.8 of this Agreement, except for liability to Customer caused by gross negligence of Bank; however, in no event shall Bank be liable for any consequential or special damages. 11. Customer agrees to accept notification of incoming funds transfers as provided by Bank. All wires to credit a third party will be reported to the Customer by phone, e -mail, or mailed receipt. If Customer so requests, other advice procedures may be established. However, Bank will have no liability of failure to give such notice. 12. Customer agrees to pay such wire transfer fees as Bank may impose from time to time in accordance with Bank's customary pricing policies and to reimburse Bank for any direct or indirect transfer charges or expenses incurred by Bank. Such fees, charges or expenses shall be paid by Bank's debiting Customer's account(s) at bank, or if Bank so elects, by a method of imposing account analysis fees and balance requirements upon Customer's accounts; at Bank. IV. COMPENSATION 1. If Customer suffers any loss of interest resulting from Bank's error in executing a funds transfer request, or from Bank's failure to execute a funds transfer in accordance with Bank's Agreement, Bank will reimburse Customer for such loss as stated herein (Compensation), if Customer has complied with Bank's Agreement and, provided further, that such error or failure was due to the fault of Bank, and resulted from a failure of Bank to exercise reasonable control. 2. Compensation shall be limited to the interest loss for a period not exceeding thirty (30) days following Customer's receipt of account statement, and shall be calculated by using a rate not to exceed the Federal Funds Rate in effect at Bank for the period involved. Compensation will be paid by credit to Customer's account. V. OTHER CONDITIONS 1. The headings of Sections as used herein ::re for convenience only and shall not be construed to be a part of the text of this Agreement. 2. This Agreement may be terminated at any time by Bank and by written notice by Customer to Bank; however, such termination by. Customer Shall not be effective until acknowledged by Bank. Termination of this A- reement shall not terminate the :provisions of Sections III.3 and III. 10 of this Agreement. 3. This Agreement constitutes the entire agreement between Bank and Customer and supersedes any and all other agreements, either oral or in writing, between the parties with respect to the subject matter hereof. No supplement to this Agreement shall be valid or effective until the same is in writing and signed by Customer and Bank. 4. All notices shall be directed to the 3ookkeeping Manager, Funds Transfer, First Texas Bank, Georgetown, PO Box 649, Georgetown; Texas 78627; all notices to Customer shall be directed to Customer at the account address listed in exhibit A. 5. This Agreement shall be deemed to be a :ontract under and for all purposes shall be governed by and construed in accordance with the laws of 4he State of Texas and the applicable laws of the United States. 6. Exhibits A and B attached, and any subsitute therefore made in accordance with this Agreement, are a part hereof and incorporated herein. This Agreement is effective on the Effective Date of Agreement which appears hereinbelow. "Customer" Customer Name: City, State: Signature: Title: FIRST TEXAS BANK JRGETOWN, TEXAS Signature: Title: Effective Date: EXHIBIT A FUNDS TRANSFER AGREEMENT Authorized Accounts Listed below are the accounts with First Texas Bank from which funds may be transferred in accordance with the Funds Transfer Agreement between Customer and Bank: Account Number Account Name Account Address Attn: Telephone Number to be used for verification: Account Number Account Name Account Address Attn: Telephone Number to be used for verification: (herein called "Customer") By: Name: First Texas Bank (herein called "Bank") By: Name: Title: Title: Effective Date: EXHIBIT B FINDS TRANSFER !AGREEMENT Authorized Representatives The following individuals are the Authorized epresentatives, their Dollar Limit(s) (if any), and Account Number(s) for the undersigned wire transfer customer ( "Customer ") for purposes of the Funds Transfer Agreement between Customer and Bank: (herein called "Customer ") Title: exas Bank, Georgetown, Texas ..-in called "Bank ") By: Title: Effective Date: EXHIBIT 10 INTERNET BANKING APPLICATION COMMERCIAL CASH MANAGEMENT FIRST TEXAS BANK GEORGETOWN, TEXAS www.firsttexas-gtwn.com Business Name: E -mail Address: Designated Identification Administrator Code Name: User Sign -On: Password Wire PIN (4 digits): Wire Limit: 12 Digit ID Tax ID# Number: Browser must be either Internet 5.0 or higher, or Netscape 4.2 or higher version. First, click on Test Your Browser to see if your computer has 128 -bit encryption for security purposes. If you do not have this level of encryption, you will need to download this software. Follow the screen instructions to download the necessary software. At the initial sign -on, you will be required to change your password. After you have completed this step, you will now sign -on as administrator. You will be required once again to change your personal password. You may even change your I.D. number to something other than the 12 digits. To do this, once you are in the system, click on Home Banking Account Listing. Arrow down and select Management, then click Go. You will then click on Change Personal LD. (Alias). Account Number(s) Type of Account Wire Access (Y/N) The undersigned acknowledges receipt of a copy, that the above is true and correct, and agrees to the terms of the Internet Banking Agreement and Commercial Cash Management Services Rider. 'AMAIWIN-1 .. Signature Date Business Name: E -mail Address: Designated Administrator User Sign -On: Wire PIN (4 digits): Tax ID# INTERNET BANKING APPLICATION COMMERCIAL CASH MANAGEMENT FIRST TEXAS BANK GEORGETOWN, TEXAS www.firsttexas-gtwn.com Identification Code Name: Password Wire Limit: 12 Digit ID Number: Browser must be either Internet 5.0 or higher, or Netscape 4.2 or higher version. First, click on Test Your Browser to see if your computer has 128 -bit encryption for security purposes. If you do not have this level of encryption, you will need to download this software. Follow the screen instructions to download the necessary software. At the initial sign -on, you will be required to change your password. After you have completed this step, you will now sign -on as administrator. You will be required once again to change your personal password. You may even change your I.D. number to something other than the 12 digits. To do this, once you are in the system, click on Home Banking Account Listing. Arrow down and select Management, then click Go. You will then click on Change Personal LD. (Alias). Account Number(s) Type of Account Wire Access (YIN) The undersigned acknowledges receipt of a copy, that the above is true and correct, and agrees to the terms of the Internet Banking Agreement and Commercial Cash Management Services Rider. 4f' Signature Date .: . f. �.... 4tk..... �.............. :::::::_>>_»:: ?:::«;:>::::>: :: >: >:::: »:;::< >�;:: >;::::::::: ............................... CASK MANAGEMENT SERVICES RIDER TO FIRST TEXAS BANK - GEORGETOWN FIRST TEXAS ONLINE SERVICE AGREEMENT AND COMMERCIAL DISCLOSURE STATEMENT 1. Cash Management Rider, Generally. This Cash Management Services Rider (the "Rider ") to the FIRST TEXAS ONLINE Service Agreement and Commercial Disclosure Statement (the "Agreement ") provides information and additional terms and conditions pertaining to the FIRST TEXAS ONLINE cash management features offered by First Texas Bank. As used in this document, the words "you" and "your" mean the account holder(s) who enroll in FIRST TEXAS ONLINE (individually, the "Account Holder" or collectively, the "Account Holders "). The words "Bank," "we," "our," and "us" means First Texas Bank. All references to time of day in this Rider refer to Central Time. All capitalized terms used in this Rider which are not defined herein shall have the same meanings as set forth in the Agreement. The FIRST TEXAS ONLINE Cash Management Services offers you the features of FIRST TEXAS ONLINE plus the opportunity to originate Automated Clearing House ( "ACH ") transactions online, initiate and transmit Wire Transfers ( "Wire Transfers ") online and to view and enter check item stop payment orders. Additionally, using the FIRST TEXAS ONLINE Cash Management Service "administration" feature described herein Section 3(b), you may authorize one or more additional users to access your Accounts and you may control their access to only those functions you want them to be able to perform. By signing the FIRST TEXAS ONLINE Cash Management Services Enrollment Form (the "Cash Management Enrollment Form ") to subscribe to certain online cash management features offered by us, as described in this Rider and the Agreement and as otherwise made available by the Bank from time to time (collectively, "FIRST TEXAS ONLINE Cash Management Services"), and in consideration of our allowing you access to FIRST TEXAS ONLINE Cash Management Services, you agree to the terms and conditions of this Rider and the Agreement. Each time you use any feature offered through FIRST TEXAS ONLINE Cash Management Services constitutes confirmation by you of your agreement to and understanding of the terms of this Rider and the Agreement. This Rider and the Agreement will be effective as of the date of our acceptance of your application as provided on the Cash Management Services Enrollment Form, and as evidenced by our issuance of a Cash Management ID and Cash Management PIN (as defined herein at Section 3) to you. Please read this Rider and the Agreement carefully and keep them for future reference. If you have any questions, please call FIRST TEXAS ONLINE Customer Service at 512- 863 -2567. 2. Additional FIRST TEXAS ONLINE Features Available Through the FIRST TEXAS ONLINE Cash Management Service. You may use FIRST TEXAS ONLINE Cash Management Services to perform any of the services described in the Online Services Section of the Agreement plus the following specific cash management features: (a) Initiate, upload and submit ACH transactions; (b) Initiate and transmit Wire Transfers from Accounts; (c) Other access ID(s) and PIN(s). If you have requested the ability to initiate and transmit Wire Transfers through FIRST TEXAS ONLINE Cash Management Services and you have completed the Wire Transfer Services Agreement as described in Section 4 herein, a Wire Transfer PIN is required each time a Wire Transfer is initiated through FIRST TEXAS ONLINE Cash Management Services. 3. Initiate and Transmit Wire Transfers. FIRST TEXAS ONLINE Cash Management Services offers you the option to initiate and transmit Wire Transfers online. This online service is an extension of your Wire Transfer Services Agreement with the Bank. If you have not completed such an agreement and desire to initiate Wire Transfers online, please contact your First Texas Bank account officer to obtain and complete the necessary documents. All Wire Transfers you make online will be governed by the Wire Transfer Services Agreement you have on file with the Bank. With regard to Wire Transfer transactions initiated online or the portion of any transaction initiated online that is a Wire Transfer, and to the extent there are any inconsistencies between this Rider, the Agreement or the Wire Transfer Services Agreement, the terms and conditions of the Wire Transfer Services Agreement will prevail, including but not limited to the Wire Transfer Agreement provisions pertaining to reporting of discrepancies, security procedures and the Bank's liability in the event of erroneous or unauthorized Wire Transfers. NOTE: To the extent that you use the Cash Management Administration option to authorize any additional users to initiate Wire Transfers online, this online authorization by you will govern, with regard to the user, over any written authorization at any time, you must remove their online authorization using Cash Management Administration, and you must provide in writing to the Bank to cancel the written authorization you have on file with the Bank for that user. 4. Initiate, Upload and Submit ACH Transactions. FIRST TEXAS ONLINE Cash Management Services offers you the option to initiate, upload and submit ACH transactions online. This online service is an extension of your ACH Agreement with the Bank. If you have not completed such an agreement and desire to initiate, upload and submit ACH transactions, please contact your First Texas Bank account officer to obtain and complete the necessary documents. All ACH transactions you make online will be governed by your ACH Agreement you have on file with the Bank. NOTE: To the extent that you use the Cash Management Administration option to authorize any additional users to initiate ACH transactions online, this online authorization by you will govern, with regard to that user, over any written authorization you may have provided with your ACH Agreement. Therefore, if you have authorized a user both in writing and online, and you wish to remove this user's authorization at any time, you must remove their online authorization using Cash Management Administration, and you must provide in writing to the Bank to cancel the written authorization you have on file with the Bank for that user. Except as expressly stated herein, to the extent there are any inconsistencies between this Rider, the Agreement or the ACH Agreement, the terms and conditions of the ACH Agreement will prevail. 5. Enter and View Stop Payment Orders On Checks. FIRST TEXAS ONLINE Cash Management offers you the ability to enter and view orders online for the stop payment of any check item drawn on your Accounts. To place a stop payment order online, you must select the "stop payment" option available through COMMUNITY PC BANKING Cash Management Services and follow the on screen prompts therein. You will receive an online confirmation that the stop payment order has been accepted and posted to the Bank's system. For an online stop payment order to be effective, you must print, sign and mail this confirmation to us within 14 calendar days of when you entered the stop payment order online. Additionally, and to be effective in actually stopping the payment of a check, all online stop payment orders are subject to the terms and conditions governing stop payment orders as provided in the Deposit Account Agreement governing the Account upon which the check was drawn. Your ability to enter stop payment orders online through FIRST TEXAS ONLINE Cash Management Services does not limit your ability to notify us of your stop payment orders by telephone or in writing. 6. Fees and Charges. FIRST TEXAS, ONLINE Cash Management Services, including all of the services offered through FIRST TEXAS ONLINE, are available to you for a nonrefundable monthly service fee of $25.00, charged to your Payment Account. You agree to pay, and you authorize us to automatically debit to the Payment Account designated on the Cash Management Services Enrollment Form each calendar month, the nonrefundable fee. This fee will not be prorated for portions of a month and may be charged pursuant to this Rider or the Agreement. You will be solely responsible for all tariffs, duties or taxes imposed by any government or governmental agency in connection with any transfer made pursuant to this Agreement and for all telephone charges, Internet access service charges, tolls, tariffs and other costs for online sessions initiated by you. There may be other costs, fees and charges associated with your Accounts. Please refer to the Personal and Commercial Accounts Miscellaneous Fee Schedule for details. 7. Inconsistencies. Except as modified hereby, the Agreement shall remain in full force and effect. Except where expressly stated otherwise herein, all provisions of the Agreement governing Bank Transfers will also apply to Wire Transfers and ACH transactions. Further, and to the extent expressly provided for otherwise herein, should any inconsistency exist or arise between the terms of this Rider and the terms of the Agreement, the terms of this Rider shall prevail. Account Holder(s) are responsible for complying with all terms of this Agreement and the terms of the First Texas Bank agreements governing the Deposit Account(s) which are accessed using the Service(s). The Bank and Account Holder(s) have the right to terminate this Agreement at any time by written notice to the other party. However, Account Holder(s) remain obligated for any transactions made by Bank on behalf of the Account Holder(s) through the date of termination. The terms governing my Deposit Account(s) are set forth in the Bank's Deposit Account Agreement and Other Disclosures and the Bank's Fee Schedule, which may be amended from time to time and are available from any Bank office. After having read the information on this form, I understand and agree to all disclosure statements, policies and procedures. Business Name: Authorized By: Name /Title: Date: CITY OF GEORGETOWN Depository Services - Evaluation Worksheet P:Unvestments\depository0l ievaluationl(rfpcomp.xiw]A Financial Institution Name First Texas First State Bank Bank of Texas MANDATORY ELEMENTS - Section 1 1.01 Completeness of bid form and submission of Yes Yes required information 1.02 Ability to provide sufficient collateral for deposits Yes Yes 1.03 Financial strength and stability of the proposer Yes Yes 1.04 Ability to meet the legal qualifications and terms and conditions specified Yes Yes 1.05 Located within City Limits (State Law) Yes Yes TECHINICAL REQUIREMENTS - Section 2 (75 Total Points) 2.01 Provide requiredtrequested services (20) a. Ability to generate ACH & wire transfers on -line 3 3 b. Same day credit for deposits 3 3 c. Ability to accept and process NACHA compatile files 3 3 including PR and Utility drafts d. Account reconcilement services 3 3 e. Account Analysis statements 3 0 I. Achieved canceled checks and bank statements on 0 3 CD Rom g. Positive pay 0 2 2.02 Quality of all reports requested. (10) a. Account Analysis reports 2 0 b. Account reconcilment reports 3 2 c. Cash management system reports. 3 1 d. Safekeeping and collateral reports. 2 2 2.03 Securities Clearance and safekeeping procedures (15) 14 14 2.04 Cash Management services (15) 12 14 2.05 Experience and success with other similar entities (15) 10 12 SUBTOTAL POINTS 61 62 COST FEE ESTIMATE - Section 3 (25 Total Points) 3.01 Cost of Banking Services (15) 11 7 3.02 Effective rates paid on City accounts and earnings credit on average available balances (5) 3 4 3.03 Other cost related information (5) 3 3 TOTAL POINTS 78 76 No response/bid recieved from: Compass Bank Regions Bank Bank of America Guaranty Federal Bank Union State Bank First State Bank Centex