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HomeMy WebLinkAboutRFP - P1035 INVESTMENT SAFEKEEPING SERVICESSPECIFICATIONS AND CONTRACT DOCUMENTS Description of RFP: P1035 Investment and Safekeeping Services OPENING DATE: 3:00 P.M. (Our Clock) September 11, 2006 To all prospective bidders under the specifications and contract documents described above, the following changes are hereby made. Questions and Answers: QUESTION: 1. Can you provide the RFP in word format? ANSWER: Yes — a word formatted document is now posted on our BuySpeed site on the web at hftps:Hsecure2.fcqov.com/bso/login.osp QUESTION 2. Can you provide a list of holdings? If so, please include security, CUSIP #, market value, shares and country. ANSWER: See attached. QUESTION 3. What is your investment, safekeeping and custody current fee structure; and, what is your annual fee for investment, safekeeping and custody services? ANSWER: The structure consists of a) administration, b) reporting, and c) transactions. The annual total fee is approximately $14,400 per year. QUESTION 4. By which business day do you want to receive your monthly audited investment (accounting) reports? ANSWER: The 1st day of the month for a list of assets market value report and any other monthly reporting available via the internet. Daily activity and balance reports are also necessary. QUESTION 5. How do you currently access the Internet today, dial -up, network, etc.? ANSWER: Network QUESTION 6. When you refer to investment services, are you speaking to investment accounting services? If not, please provide a description of what services want to receive for investment services. ANSWER: The reference was to investment safekeeping services only. No additional investment or accounting services are required. 215 North Mason Street • 2"" Floor • P.O. Box 580 • Fort Collins, CO 80522-0580 • (970) 221-6775 • Fax (970) 221-6707 ww"Jceov.com WELLS FARGO List of Assets: Market Value Report General Reporting By Asset ID From Previous Business Day 07/31/2006 CITY OF FORT COLLINS 08/01/2006 09:09:40 AM EDT ACCOUNT: All Accounts Selected ' = Trade or Other Activity Pending Maturity Interest Market Price S & P Moody's Units in Encumbrd Asset ID Units Date Rate Value % Price Date Rating Rating Transition Units FED NATL MTG ASSN DTD 03/23/05 5.800 03/23/2020 12015400 CITY OF FORT COLLINS INVESTMENT PORT ..,136F6TVl 2,000,000,0000 * 01/18/2008 3.8000 $1,955,620.00 .63 97,781000 07/31/2006 AAA AAA .0000 2,000,000,0000 FED NATL MTG ASSN DTD 01/18/05 3.800 01/18/2008 I2015400 CITY OF FORT COLLINS INVESTMENT PORT 3L+tiF'AQ0 2,345,000.0000 * 12/14/2007 4.0000 $2,301,758.20 .75 98.156000 07/31/2006 AAA AAA .0000 2,345,000.0000 FED NATL MTG ASSN MED TERM NOTE DTD 06/14/05 4.000 12/14/2007 12015401 CITY OF FORT COLLINS - GERP 3136F7C88 2,000,000.0000 * 06/05/2013 6.0000 $1,996,880.00 .65 99.844000 07/31/2006 AAA AAA .0000 2,000,000.0000 FED NATL MTG ASSN DTD 06/05/06 6,000 06/05/2013 12015400 CITY OF FORTCOLLINS INVESTMENT PORT 3136F',N29 3,000,000.0000 * 04/10/2009 6.0000 $3,001,890.00 .97 100-063000 07/31/2006 AAA AAA .0000 3,000,000.0000 FED NATL MTG ASSN MED TERM NOTE DTD 07/10/06 6.000 04/10/2009 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3136F7QV2 5,000,000.0000 * 04/18/2008 5.0000 $4,967,200.00 1.61 99.344000 07131,12006 AAA AAA .0000 5,000,000.0000 FED NATL MTG ASSN DTD 01/19/06 5.000 04/19/2008 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3136F7SN8 5,000,000.0000 * 05/22/2008 5.0000 $4,965,650.00 1.61 99.313000 07/31/2006 AAA AAA .0000 5,000,000.0000 FED NATL MTG .ASSN MED TERM NOTE DTD 02/22/06 5.000 05/22/2008 12015400 CITY" OF FORT COLLINS INVESTMENT PORT 362I6PR'Q' 26,670.5700 04/15/2017 8.5000 $28,530.58 .01 106.974000 07/31/2006 .0000 GOVT NATL MTG ASSN POOL #170855 DTD 04/01/87 8.500 04115,12017 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3621(iSXF6 30,680.15(10 08/15/2016 8.5000 $32,732.35 .01 106.689000 07/31/2006 _0000 GOVT NATL MTG ASSN POOL 4178077 DTD 09/01/86 8.500 08/15/2016 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 362172L30 26,667.9300 03/15,12017 8.5000 $28,527.75 .01 106.974000 07,131/2006 .0000 GOVT NATL MFG ASSN POOL 4210146 DTD 04/01/87 8.500 03/15/2017 .0000 12015401 CITY OF PORT COLLINS - GERP 362172L30 13,209.5100 03/15/2017 8.5000 $14,130.74 .00 106.974000 07,131/2006 .0000 NATL MTG .ASSN POOL #210146 DTD 04/01/87 8.500 03/15/2017 .0000GOVT 12015400 CITY OF FORT COLLINS INVESTMENT PORT 36217KGKB 10,72L6900 01/15/2017 8.5000 $11,469.42 .00 106.974000 07/31/2006 .0000 .0000 Page 8 WELLS FARGO List of Assets: Market Value Report General Reporting By Asset ID From Previous Business Day 07/31/2006 CITY OF FORT COLLINS 08/01/2006 09:09:40 AM EDT ACCOUNT: All Accounts Selected = Trade or Other Activity Pending Maturity Interest Market Price S & P Moody's Units in Encumbrd Asset ❑) Units Date Rate Value % Price Date Rating Rating Transition Units GOVT NATL MTG ASSN POOL #195602 DTD 01/01 /87 8.500 0I /I5/2017 12015401 CITY OF FORT COLLINS - GERP 362180MX6 20,805.5200 10/15/2017 9.5000 $22,621.22 .01 108-727000 07/31/2006 .0000 GOVT NATL MTG ASSN POOL #237174 DTD 10,'01/87 9.500 I0/15/2017 .0000 12015401 CITY OF FORT COLLINS - GERP ,621813130 29,840. 1900 09/15/2017 9.5000 $32,444.34 .01 108.727000 07/31/2006 .0000 GOVT NATL MTG ASSN POOL #219734 DTD 09/0l/87 9.500 09/15/2017 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 30962GE34 I,000000.0000 09/25,2006 2.7500 $996,120.00 .32 99.612000 07/31/2006 GENERAL ELEC CAP CORP MED TERM NOTE TRANCHE # TR 00610 DTD 09/17/03 AAA AAA .0000 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 36966RLFI 2,000,000.0000 12./15/2006 2.8000 S1,978,460.00 .64 98.923000 07/31/2006 AAA AAA GENERAL ELEC CAP CORP MED TERM NOTE TRANCHE # TR 00246 SER NOTZ .0000 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 669363DD0 1.0007000.now 12/15/2007 6.2500 $1,009,980.00 .33 100.998000 07/31/2006 AA- AAI .0000 NORWEST FINANCIAL INC DTD 12,121/1995 6.25%DUE 12/15!2007 .0000 12015400 CITY OF FORT COLLINS INVES"TMENT PORT 90331111IW6 1,000,000.0000 11/15/2006 2.8500 $992,460.00 .32 99.246000 07/31,12006 AA AAI .0000 US BANK NA SER BKNT DTD 11/12/03 2,850 11/15,12006 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 90331 HKL2 2,000,000.0000 08/01'2007 3,7000 $1,959,640.00 .64 97.992000 07/31/2006 AA- AAI US BANK N.A. MED TERM NOTE TRANCHE # TR 00221 SER BKNT .0000 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 949746C112 1,000,00().0()00 02/15/2007 5.1250 $997,900.00 .32 99.790000 07/31/2006 AA- AM .0000 WELLS FARGO & CO DTD 02/05,102 5.125 02/15/2007 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT RP7200583 11?,000,000,0000 08/07/1006 5.2550 $117,000,000.00 37.93 100.000000 07/31/2006 .0000 UBS REPO DTD 07/31/06 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT VP4500022 982,367.0400 4.8172 $982,367.04 .32 1.000000 07/31/2006 .0000 WELLS FARGO ADVANTAGE INVESTMENT MONEY MARKET SERVICE .0000 GRAND TOTAL 310,462,278.3900 S308,476,186.63 100.00 .0000 162,695,000.0000 END OF REPORT Page 9 CITY OF FORT COLLINS, COLORADO REQUEST FOR PROPOSAL SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL NUMBER P1035 PROPOSAL DATE: 3:00 p.m. (Our clock) September 11, 2006 Request for Proposal — Table of Contents Section Description Pape Cover Page Table of Contents Request for Proposal Cover Letter 1 Section 1. Introduction and Information about the City and the Finance Department 2-5 Section 2. Proposal Submittal Instructions 6-7 Section 3. Proposal Evaluation and Selection 8 — 11 Section 4. Scope of Services to be Provided A. General Service Requirements and Overview 12 B. Mandatory Requirements 12 - 14 C. Institutional Profile Data 14 - 15 D. Required Services 15 - 21 E. Optional Services 21 _22 F. Additional Services 23 Section 5. Pricing Proposal Exhibits A. Deadline and Cut-off Schedules 24 B. Custody Services Pricing Schedule 25 - 27 C. Proposal Certification 28 Appendices A. City of Fort Collins Standard Services Agreement (sample) REQUEST FOR PROPOSAL CITY OF FORT COLLINS PROPOSAL NO. P1035 The City of Fort Collins is seeking proposals from firms for an investment, safekeeping and custodial services contract for the City's portfolio assets. Fort Collins is a municipal corporation which derives its powers from the home rule charter of the City and from applicable Colorado state law. Firms should submit six (6) written proposals to the City of Fort Collins Purchasing Division. If delivered, they are to be sent to 215 North Mason Street, 2"d Floor, Fort Collins, Colorado 80524 If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Proposals must be received before 3:00 P.M. (our clock), September 11, 2006, Proposal No. P1035. Questions concerning the scope of the project should be directed to Chuck Seest, Financial Officer (970) 221-6795 or Harold Hall, Investment Administrator (970) 221-6784. Questions regarding proposal submittal or process should be directed to James B. O'Neill II, CPPO, FNIGP, Director of Purchasing and Risk Management (970) 221-6775. A copy of the Proposal may be obtained as follows: 1. Download the Proposal/Bid from the Purchasing Webpage, www.fcgov.com/purchasing. 2. Come to the Finance Department, Purchasing Division Office, located at 215 N. Mason Street, 2"d Floor, Fort Collins, to request a copy of the Bid. Sales Prohibited -Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies, or services where such officer or employee exercises directly or indirectly any decision -making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kick -back or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Sincerely, J e B. O'Neill II, CPPO, FNIGP Dir c r of Purchasing & Risk Management Section 1. Introduction and Information about the City and the Finance Department Purpose and Objectives The City of Fort Collins, Colorado, and its Finance Department (hereafter referred to as the "City') is seeking proposals for an investment, safekeeping and custodial services contract for the City's investment portfolio assets. These services are to meet the City's needs as described in this Request for Proposal (RFP). This RFP contains the instructions governing the proposals to be submitted, the material to be included within the RFP, minimum requirements that must be met to be eligible for consideration, and other requirements. Background Information The City is a municipal corporation organized under Article XX of the Constitution of the State of Colorado. The City derives its powers from the State Constitution, applicable Colorado Revised Statues, and the home rule charter. The City recognizes the custody of its securities and assets as an integral part of its cash management and treasury management program. The leading priority of the City in investment, safekeeping and custodial services is the safety of public funds and assets. Through this contract the City intends to assure the safety of its assets, minimize investment, safekeeping and custodial costs and maximize its investment flexibility and capability. Investment, safekeeping and custodial service providers are being solicited from banks within Colorado, banks outside Colorado, and non -bank custody providers (hereafter referred to as the "Providers"). The institution chosen through this process will be responsible for the safekeeping of the City's securities and for the safe transfer of public funds. The Provider's services will complement those of the City's banking services provider and will be required to work with City staff to assure safety and operational efficiencies. All funds and assets of the City are covered by this .proposal and include: operating funds, bond funds, and pension funds. The City's current provider of investment, safekeeping and custodial services is Wells Fargo. According to a separate agreement and not subject to this RFP, First National Bank of Fort Collins provides primary banking services to the City. This contract does not include investment advisory or management services. The City reserves its right to invest as it chooses and the Provider will execute on the proper order of authorized City representatives. The Provider will not be responsible for the composition, compliance or performance of the City's portfolio. Current Investment Practices During the first six months of 2006, the City's portfolio averaged approximately $295 million, consisting of repurchase agreements and a variety of securities that are legal investments under the Fort Collins Municipal Code. The Financial Officer or his assigned representatives are authorized to buy, sell, and exchange all such instruments. All transactions are handled on a delivery -versus - payment basis. Dependent upon market conditions, the portfolio is traded somewhat actively, and investment transactions can be expected daily including collateral transfers for repurchase agreements. As of June 30, 2006, the portfolio allocation was as follows: US Government Treasuries US Government Agencies G N MAs Corporate Bonds Commercial Paper Bankers' Acceptances Repurchase Agreements Par Value # Securities 0 0 165,321,316 70 159,440 6 18,500,000 13 0 0 0 0 123,000,000 3 The City uses overnight or term repurchase agreements for short-term cash needs. The Provider must be able to act as third party custodian for this collateral. Repurchase agreements normally range from $50 to $125 million. Primary securities brokers or dealers (broker/dealers) will deliver between 2 and 6 pieces of collateral per repo transaction. The average repo size for the preceding six months has been $127 million daily. Invitation to Propose By this Request for Proposal, the City is contacting prospective custody providers that have an interest or are known to meet the "Requirements to Propose" as specified below. All interested Providers that were not contacted are invited to submit a proposal in accordance with the policies, procedures, and dates set forth herein. NOTE: In the event of a "no proposal," please sign the RFP, indicate "No Proposal," and return. The intent of this Request for Proposal is to select one custodian for the City. The City does not intend to split its investment, safekeeping and custodial services between entities. The City may decide to undertake securities lending transactions through an ancillary selection process. The City has no expressed or implied obligation to reimburse responding Providers for any expenses incurred in preparing proposals in response to this request. All material submitted to the City of Fort Collins in response to or regarding this RFP becomes the property of the City and will be returned to the institution only at the City's option. The City reserves the right to withdraw this RFP at anytime and for any reason. The City may issue any combination of clarifications, modifications, or amendments it may deem appropriate. Proposal Calendar The following calendar outlines the critical dates for the City of Fort Collins Investment, Safekeeping and Custodial Services RFP process. The City reserves the right to adjust this timetable as required and will provide written notice of any changes to all institutions that may desire to submit a proposal. Date August 30 September 11 October 4 October 27 October 27 to December 31 January 1, 2007 Event Written proposal inquiries due by 3:00 p.m. Proposals due. Sealed proposals with six (6) copies. Interviews, if necessary. Evaluations completed. Contract sent to selected Provider. Preparation and revisions to contract; Implementation. Contract begins. i7 Inquiries about the Request for Proposal and the Subject Any questions or clarification regarding this RFP and the subjects contained therein must be made in writing by August 30, 2006. If there is any perceived ambiguity, conflict, discrepancy, omission, or other error in the RFP, the Provider should immediately notify the City in writing and request modification or clarification of the document. Written responses to all submitted inquiries will be given by written notice to all potential firms on or before September 5. The Provider desiring to submit a proposal is responsible for clarifying any ambiguity, conflict, discrepancy, omission, or other error in the RFP prior to submitting the proposal. Please direct all written inquiries to: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins P.O. Box 580 Fort Collins, CO 80522-0580 By facsimile: 970/221-6707 Via e-mail: joneill@fcgov.com Such inquiries will be accepted until 3:00 p.m., August 30, 2006. All inquiries regarding content or investment, safekeeping, and custodial services issues received by the Purchasing Departmentwill be forwarded to the appropriate staff person for review and will receive a response. Contact with City personnel, other than written inquiries to Jim O'Neill, Chuck Seest , or Harold Hall, regarding this RFP may be grounds for elimination from the selection process. 4 News Release News releases pertaining to this selection process or any part of the subject shall not be made without prior written approval by the Financial Officer. Direct all information regarding news releases to: Chuck Seest, Financial Officer City of Fort Collins Finance Department P.O. Box 580 Fort Collins, CO 80522-0580 Facsimile: 970/221-6782 E-mail:cseest@fcgov.com Section 2. Proposal Submittal Instructions Submittal All proposals must be in a single sealed package and clearly marked on the outside with the RFP number (RFP- P1035) The U.S. Mail address for proposals is: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins Purchasing Division P.O. Box 580 Fort Collins, CO 80522-0580 If a delivery service to the office address is used, please use the following address: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins Purchasing Division 215 North Mason Street, 2°d Floor Fort Collins, CO 80524 All proposals must be received by 3:00 p.m. (according to the City's bid clock) on September 11, 2006. Any proposals received after this time will not be considered and will be returned. Faxed proposals will not be accepted. The City reserves the right to reject any or all proposals submitted, to waive informalities, and minor irregularities in proposals received, and to accept any portion of a proposal or all items of a proposal if deemed in the best interest of the City to do so. The City reserves the right to retain all proposals submitted and to use any ideas or information provided in a proposal regardless of whether that proposal is selected. Submittal of a proposal indicates acceptance by the Provider of the conditions contained in the RFP unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the Provider. According to the Colorado Open Records Act, all information submitted in response to this RFP is a public record. Such information will be available for inspection upon completion of contract negotiations and award. The Provider should not include as a part of the response to this RFP any information that the Provider believes to be a trade secret or other privileged or confidential data. If the Provider wishes to include such information in the proposal, then the material must be placed in a separate envelope and labeled with the proposal number and clearly marked confidential. The City will endeavor to keep that information confidential, separate and apart from the proposal, subject to the provisions of the Colorado Open Records Act (CRS 23-72-201 et.seq.) or court order. Cei QUESTION 7. Who provides Performance Measurement services to the City? ANSWER: In house QUESTION 8. Who provides Investment Compliance Monitoring services to the City? ANSWER: In house QUESTION 9. B6. Mandatory Requirements, Immediate Instruction Execution Does the City of Fort Collins execute their directed trades or would the Bank execute trades based on instructions delivered? If the Bank is executing trades, does the City expect the Bank to affirm or would someone at the City do the affirmation? ANSWER Bank executes trades based on trade tickets supplied to bank by the city. Currently, trades are not affirmed if settlement occurs as expected. The city is notified if the settlement is failing and why. All settlements should be reflected on daily activity and balance reports provided via the internet or other reporting platform. QUESTION 10. D. Required Services 6.b. Describe your "DK" wiring procedures. We would like to clarify that this is related to the movement of securities and not general account wire transfer activity. Could you define "DK" wiring? ANSWER: This is asking for your procedures related to failed securities transfers. "DK" or Don't know the trade. QUESTION 11. 6.f.(5) Handling of repurchase agreement collateral Are your repurchase agreements tri party or deliverable? ANSWER Repurchase agreements require CMO Deliverable collateral. QUESTION 12. 6.f.(7) Delayed deliveries and sales Is this a duplicate to Question D.B., Fail Process and Policy, or could you provide an example? ANSWER 6f(7) is asking about the your operational flow of data and notifications, and D8 is asking about your internal policies and procedures regarding delayed or failed deliveries. Please contact James B. O'Neill, II, CPPO, FNIGP at (970) 221-6779 with any questions regarding this addendum. RECEIPT OF THIS ADDENDUM MUST BE ACKNOWLEDGED BY A WRITTEN STATEMENT ENCLOSED WITH THE BID/QUOTE STATING THAT THIS ADDENDUM HAS BEEN RECEIVED. Format All Providers should organize their proposals according to the format described below. Failure to comply with all provisions of this RFP may result in the proposal being disqualified. Significant deviation from the format prescribed below may also result in the proposal being disqualified. Providers must submit proposals that are substantially complete, thorough, and accurate. Brochures and other similar background material may be attached to the proposal but will not be used by the City evaluation team in determining the extent to which the proposal is responsive or complete. The proposal should be bound and include the following items (in order): 1. Title Page 2. Table of Contents 3. Executive Summary 4. Copy of the Proposal Certification Form (Exhibit C) 5. Responses to the "Scope of Services to be Provided" 6. Completed Exhibit A: "Deadline, Cutoff and Notification Times" 7. Completed Service Pricing Schedule (including analysis of Securities Lending activities) 8. Sample Account Analysis Form 9. Sample Agreements (i.e., Wire Transfer Agreement) 10. Sample Reports 11. Appendices (i.e., Bank Call Reports) Implied Requirements Products and services that are not specifically requested in the RFP, but are necessary to provide the functional capabilities offered by the Provider, shall be included in the proposal. Required Items Included in the sealed proposal package, but not bound with the proposal, each institution must include a Transmittal Letter. This letter should briefly state the Provider's understanding of the work to be accomplished, provide a commitment to perform the work, and indicate the proposal is firm and irrevocable for the period of the contract. It should also identify all materials and enclosures included in the response to the RFP. Each Provider must submit copies of its three (3) most recent audited financial statements in the sealed proposal package, but should not bind the statements with the proposal document. Exceptions to the Prescribed Format In prescribing the format for proposals, the City desires to make the responses from the Providers consistent and comparable. The City recognizes that Providers may vary in their approach and processes to providing the required services. Proposals that deviate significantly to the required format may be rejected. All requested information must be submitted, or if not, an explanatory statement summarizing the Provider's reason for not submitting the requested information must be given. 7 Proposal Term All proposals must be valid for 90 calendar days from the required submittal date Section 3. Proposal Evaluation and Selection General Evaluation Guidelines Opening Time and Date: Purchasing staff will open proposals on September 11, 2006, at 3:00 p.m. Mountain Daylight Savings Time, at the Purchasing Division Office located at 215 N. Mason Street, 2"d Floor, Fort Collins, Colorado. Public Record Disclaimer: Under the Colorado Open Records Act, all information in the proposals is a public record and will be available for inspection upon completion of contract negotiations and award. Only the names of the Providers submitting proposals will be released prior to the completion of contract negotiations and award. Evaluation: The City's proposal evaluation team will read and evaluate all proposals submitted. The evaluation team will include the Director of Purchasing, the Financial Officer, the Investment Administrator, and the Finance Department Financial Analyst. Use of Pre -determined Criteria: The evaluation team will use the City's standard evaluation criteria, modified slightly for investment, safekeeping and custodial services. The Director of Purchasing and the Financial Officer may eliminate proposals that are clearly non -responsive to the stated requirements. Additional Information: Throughout the evaluation and selection process, the Director of Purchasing and Financial Officer reserve the right, in the best interest of the City, to request additional information or clarification from the Providers, or allow corrections of errors or omissions. At the discretion of the City, Providers may be requested to make oral presentations as part of the evaluation process. Amendments: After proposals are opened, Providers may not amend or clarify submitted proposals unless the Director of Purchasing and Financial Officer request such information. Basis of Selection: The selection will be made on the basis of the one being the most advantageous to the City, price and other factors considered. Lowest cost may not indicate the highest ranked candidate. Cost is only one of several evaluation criteria. Council Approval: Under the Charter and Code of the City of Fort Collins, the selection by the evaluation team is not subject to Council approval. 0 Criteria for Evaluation of Proposals The evaluation team will use the following criteria to judge and score the written proposals and, if necessary, for interviews. The rating scale shall be from 1 to 5, with 1 being the lowest score, 3 being an average rating, and 5 being an outstanding rating. WEIGHTING QUALIFICATION STANDARD FACTOR 5 Cost Fees and Compensation.The proposal that provides the services at the lowest total cost to the City. The total cost for the requested custodial services will be determined using the attached Pricing Schedule (Exhibit B). The City will consider the impact of incremental revenues enerated by proposed Securities Lending activities. 5 Understanding City Degree to which the proposal and supporting materials Needs demonstrate that the Provider understands the City's needs and operational requirements. Quality and scope of the conversion implementation plan. 3 Financial Strength Evaluation of key financial ratios and financial strength. 4 Scope of Services The availability and quality of services proposed by the Provider. Includes the value of any new product or service suggestions or other new ideas and enhancements. 3 Experience The experience, resources, and qualifications of the Provider and individuals assigned to the City's account. Relevant experience managing similar relationships with public sector clients. At the option of the City, interviews and site visits may be conducted with some or all of the Providers responding to this Request for Proposal. The final selection will be based on an evaluation of all of the information submitted and the City's determinations that the proposal will best serve the City's needs. Performance Standard In their proposals, Providers should strive to meet or exceed the standards of performance provided in this RFP. The evaluation team retains the SOLE responsibility to determine the extent to which proposals meet or exceed the standards of the City. 9 Acceptance Time The City intends to make a bid selection for contract negotiations by November 15, 2006. Award shall be recommended to the proposer whose proposal best meets the needs of the City, not necessarily to the lowest cost proposer. Acceptance of Proposal Content Upon selection by the City, the contents of the proposal become contractual obligations. If the selected Provider does not accept these obligations, the City may cancel this award and disqualify the proposing Provider from future solicitations. The City shall have the right to use any ideas contained in any proposal from any Provider that has submitted a proposal in response to the RFP. Selection or rejection shall not affect this right. Contract Negotiation If necessary, the City shall have the right to negotiate with one or more of the Providers that respond to this RFP or the successful Provider. The content of the RFP and the selected Provider, including the scope of services, will become an integral part of the Contract, but may modified by the Contract. By responding to this RFP, the Provider acknowledges the willingness to include, in the Contract, any information provided in response to this RFP. A proposal in response to this RFP is an offer to contract with the City based on the terms, conditions, scope of work, and specifications contained in the RFP. The City's Standard Services Agreement is attached as Appendix A. The City expects that both parties will execute the contract prior to the commencement of investment, safekeeping and custody services on January 1, 2007. During the period between the award and the completion of the Contract, this RFP, in conjunction with the accepted proposal, will constitute, unless otherwise negotiated, a legal binding contract between the City and the selected Provider. If the selected Provider fails to sign and return a contract in substantial compliance with the RFP and proposal within 15 days after completion of the contract documents, withdraws from negotiating the contract documents, or otherwise fails to complete the transaction, the City shall have the right to recover all expenses incurred in reliance upon the proposal, including reasonable attorney's fees. If the selected Provider fails to sign and return the contract documents within 15 days following the receipt thereof, the City may annul the award. The City may then alternately make the award to the next highest ranked Provider. The City also retains the right not to make any subsequent award. According to the Contract, the City may terminate the Contract upon 90 calendar days written notice. The selected Provider shall waive all rights to security interests and rights to set -offs to City deposits. 10 The City retains the specific power and authority to require the selected Provider to furnish, such information the City may request or demand concerning the portion of deposits which are issued by the Federal Deposit Insurance Corporation, the amounts of the Provider's capital funds, and the nature, amount, market value, and location of the eligible collateral maintained or pledged by it to secure City deposits. Term of Contract The City is seeking a contract for a period of one year, with the option to renew four additional one- year periods. In order to determine the maximum cost of the investment, safekeeping and custody services contract, the City will evaluate each proposal based on the entire contract cost over five years. Therefore, specific annual costs must be given for each of the five years. Please note that Exhibit B requires a total dollar cost for each of the five years. Commencement of Services The City expects that investment, safekeeping and custody services selected through this RFP process shall commence on or before January 1, 2007. 11 Section 4. Sco a of Services to be Provided Any proposal must commence with responses or compliance statements to each of the following points. Please reference the Section number for each response. A. General Service Re uirements and Overview 1. Safety of City assets is the highest priority under this contract. As the City's custodian, the Provider will be acting as a fiduciary agent of City. State the Provider's general philosophy on the safeguarding of public assets in this capacity. 2. The City anticipates that it will establish a cash account with the Provider to fund purchase of securities a accept credit from sale or el interest of securities. The City may also transfer funds pa settlement day for all security deliveries. All deliveries will be made delivery versus payment account On the sale or maturity of a security, funds would normally be held in the cash account for reinvestment by the City. In the normal course of business, should there period delays m fails is the deliveries, funds may be left in the cash account for an unspecified period of time. This cash account would be maintained by the Provider and must have the capability to be automatically swept into an authorized investment vehicle (approved money market fund). Specific sweep options are required in Section 4.D.11. Since City funds must be collateralized, insured or invested, the proposal must describe the general flow of funds anticipated and how those funds would be collateralized, insured or invested. Securities used as pledged collateral for deposits must be held in an independent third -party entity not within the same bank holding company. If collateral is pledged, the Provider will execute a tri-party safekeeping agreement with the City and the Safekeeping Bank for safekeeping of these collateral securities, as applicable. Please state the third- a be used in such a situation. P rtY bank to 3. There will be no investment activities transacted with the custodial branch of the institution except the provision of an overnight sweep capability, if desired by the City. Any repurchase agreement must be with a separate prima collateral can be safekept with the Provider. PrP sty although custody of oviders should describe how such a relationship could be structured and/or state any difficulty with this provision. Please provide a reference for a comparable relationship. 4. The City wants to be able to report all investments in its financial statements as Cate under GASB Statement III ("Deposits with Financial Institutionswhich reuires, Investments and Reverse Repurchase Agreements" Category the name of the governmental entity or held by the entity's agtent ies ibnthe governme insured or gallentity's in name. Please describe how the Provider assures such classification. B. Mandatory Requirements 1• Non -Discrimination of Provider and Sub -Contractors The City is committed toequal Opportunitycommitted practical and affirmative action. It is the policy of the City minority and women enterprises. to participate in government contracts I provided to mioritycontractingP The Provider shall at all times in the bidding and anti- discrimination laws, roes, regulationwith s and prlcable city, equuirementscount , y state and federal 12 Any violations of this provision shall be considered a violation of a material provisions of the contract and shall be grounds for cancellation, termination, or suspension in whole or part of the agreement with the City. Please respond by describing how the Provider provides for such opportunities and describe the minority representation in your organization. 2. Bank Providers In accordance with the provisions of Colorado State law, Colorado Banking Institutions must be designated as a public depository by the State of Colorado. Please state the Provider's status. b. The Community Reinvestment Act (CRA) of 1977 stipulates that banks and other financial institutions must meet the credit needs of the communities they serve. Proposals should include a copy of the bank's most current CRA policy statement and the current CRA rating of the institution. 3. Insurance Requirements Provider must have either insurance or collateral for City funds. State what insurance is available for City funds or whether collateral is available for funds in transit. 4. Ability to Handle All Security Transaction Types a. Provider must be able to handle the following types of security transactions through their own operations or through an established correspondent banking relationship. Please respond to each and state whether each operates on a same day posting and crediting basis for all credit transactions. Fed Wireable Security Transfer (FedWire) Depository Trust Corporation (DTC) Participatory Trust Corporation (PTC) Physical Security Settlement (New York) List your depository memberships (FRB, DTC, PTC) and the services you use at each. How long have you had this membership? Is membership through the Provider or correspondent? Fully describe the use of any sub -custodians. b. If any of these transactions are to occur through a correspondent or sub -custodian relationships, those relationships should be fully disclosed including the length of the relationships. c. What criteria do you use to select sub -custodians? 5. Same Day Posting Requirements Same day posting of all credits and debits (cash transfers, interest payments, maturities, and sales, etc.) is required. Please stipulate the Provider's policy on posting of debits and credits. Please include a schedule of your income and collection standards. 13 6. Immediate Instruction Execution Provider will be required to act promptly on all instructions given by authorized representatives of the City through mutually agreed upon procedures. There is no requirement for the Provider to verify the validity of the transaction, or compliance of that transaction, with state statute or City policy. Please describe Provider's policy and limitations on this issue. C. Institutional Profile Data 1. Brief History and Service Statement a. The Proposal should state a brief history of the Provider institution and development of its custodial division(s) which indicates the scope of service, philosophy as a public depository, and key dates of implementation and enhancement to its custodial services. b. Describe the Provider's commitment to the custodial services business. 2. Financial Information a. The City requires a Provider that is fiscally strong and able to provide these custodial services on an uninterrupted basis. Foremost in any system must be safety of assets and accuracy of information with provision for an adequate audit trail. In order to fulfill the City's fiduciary responsibility to protect public funds, all proposals will include, as part of the proposal: (1) audited financial statements for the three most recent fiscal years, (2) if the Provider is owned by a holding company, financials must also be provided for the holding company, and (3) if a bank, the most recent call reports must be supplied. b. Please provide a statement regarding any recent or anticipated merger, acquisition, or charter change affecting the Provider. c. If the potential Provider is a bank, the City requires a minimum of a "green" VERIBANC rating. Please state your current VERIBANC rating and any other ratings of note. Banks that do not meet the minimum criteria but desire to submit a proposal must include a written Justification for Consideration. A written Justification for Consideration does not obligate the selection committee to consider the proposal of a bank that does not meet the minimum criteria. 3. Organization a. Briefly describe your organization and its institutional custody division(s). Describe the structure of the organization with core businesses, locations and services. b. Briefly describe your institutional custody service capabilities and what capabilities set you apart from other providers. c. Provide an organizational chart showing the operating interrelationships and authorities within the Provider's entire organization. d. How many professional staff are devoted exclusively to institutional custodial services? 14 e. Are accounts administered by teams or individually? f. Comment on the personnel turnover you have experienced in the last year in the division. 4. Client Base and Trust Assets a. Please state the total of all assets held in custody by the Provider and the number of trust or custodial clients (and average size) currently served. Provide a breakdown of our client base in the categories of personal and institutional accounts, both globally and domestically. b. How many public entities are currently served? How many twelve months ago? Provide ten (10) accounts of comparable size (and asset type) to be used for references. List the name, address and phone number of the appropriate contact person to be used for this reference. c. How many custodial clients has the Provider gained in the last twelve months? d. How many custodial clients has the Provider lost during the past twelve months? And what percent of your total clients does this represent? For each client lost provide the reason for the termination. 5. Service Commitment a. Describe your approach to and level of commitment to client service. Include a statement describing the Provider's approach to satisfying the services requirements of the City. What is the Provider's commitment to institutional custody relationships? Please illustrate. b. How do you monitor customer satisfaction? 6. Training Describe any ongoing educational seminars, user meetings, publications, or other training mechanisms you use for keeping clients informed and educated. (Respond on system specific training in Sections: 4.D.15g, 4.D.18e and 4.E.6d.) 7. Outstanding Litigation Identify and describe any litigation or investigations by a regulatory agency or authority or contingent liabilities your company, its officers or its principals, have been involved in within the last three years relative to your custodial service. D. Required Services 1. Legal Segregation of Securities and Accounts The City requires that all its assets be legally segregated from all other clients for safety. Describe how this separation will be established and maintained. 15 2. Account Executive a. To insure smooth implementation and continuation of services, an account executive must be assigned to the City's account to coordinate the account services and expedite the solution of any problem. The account executive will work with the City representative as central coordinators on all matters under the resulting contract. The City expects that all custodial problems and questions can be addressed through this one account executive. Provide the name, title and qualifications of the account executive expected to be assigned to the account. Please state how long the person has been in their current position and the training or experience they have had. b. How many accounts are assigned to the executive? Typically how many accounts are assigned to each account representative? c. Is account administration handled as a team or individual effort? d. Trained and competent backup for the account executive, familiar with the account, should also be assigned. Provide the name, title and qualifications of the back-up personnel expected to be assigned to the account. e. Describe the policy on notification of changes in these positions during the contract period. 3. Accounting a. Accurate accounting is critical to the City. Describe your accounting process (or module) and the degree of flexibility available through it. b. Does your system report or accommodate trade date, settlement date and accrual accounting? What accounting methods do you offer? (Trade or settlement? Cost basis? Amortization?) c. What is your source of pay down information? When is this posted? Do you maintain records of the original face amount? d. How do you handle corrections/reversals (i.e. as an adjustment or an offsetting sale or purchase?) e. What is your policy toward same day crediting of interest and dividends on payable dates? Are payments credited in same day funds? If not credited on the same day how is the City compensated? f. When are funds withdrawn for purchases? 4. Security a. What security procedures and precautions are in place to protect City information, especially with respect to unauthorized on-line access or telephone instructions? Please fully describe all security measures. b. What procedures restrict unauthorized use at the time of transaction recording? WELLS FARGO List of Assets: Market Value Report By Asset ID CITY OF FORT COLLINS ACCOUNT: All Accounts Selected = Trade or Other Activity Pending General Reporting From Previous Business Day 07/31/2006 08/01/2006 09:09:40 AM EDT Maturity Interest Market Price S & P Moody's Units in Asset ID Units Date Rate Value % Price Date Rating Rating Transition 12015400 CITY OF FORT COLLINS INVESTMENT PORT .0000 .0000 $.00 .00 .000000 U.S. DOLLARS 12015401 CITY OF FORT COLLiNS - GERP .0000 '0000 $.00 .00 .000000 U.S. DOLLARS 12015402 CITY OF FORT COLLINS SELF INS RESERV .0000 .0000 $,00 .00 .000000 U.S. DOLLARS 12015400 CITY OF FORT COLLINS INVESTMENT PORT 001388AA5 1,000,WOD000 01/17/2007 5.1000 $998,030.00 .32 99.803000 07/31/2006 AA+ AIG SUNA,MERICA GLOBAL FING IX SER 144A PRIV PLCMNT 5.100 12015400 CITY OF FORT COLLINS INVESTMENT PORT 00209WAA6 2000,000,0000 01/30/2007 2.5000 $1,970,600.00 .64 98.530000 07/31/2006 AA+ ASIF GLOBAL FINAN XXVI 144A PRIV PLCMT 2.500 0130/2007 12015400 CITY OF FOR COLLINS INVESTMENT PORT 06406NIAWS I,000,00(1.0000 02/01.2008 3.8000 $976,890.00 .32 97.689000 07/31/2006 AA - BANK NEW YORK N Y MED TERM NOTE DTD 01 /I8,'05 3.800 02/01/2008 12015400 CITY OF FORT COLLINS INVESTMENT PORT 084604AK7 1,000,000,0000 07/02/2007 3.4000 S981,920.00 .32 98.192000 07/31/2006 AAA BERKSHIRE HATHAWAY FIN CORP DTD 01/02/05 3.400 07/02/2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 172967BI13 2000,000.0000 08/09/2006 5.5000 S2000,020.00 .65 100.001000 07/31/2006 AA- CITIC'ORP INC DTI) 09/09/01 5.500 68/09/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 172967BS9 2,000.000,0000 02/01!2008 3.5000 $1,944,740.00 .63 97.237000 07/31/2006 AA- CITIGROUP INC DTD OI /31/03 3.500 02/01/2008 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3128X 16T9 2,000,000.0000 * 11/09/2006 3.0000 $1,986,400,00 .64 99.320000 07/31/2006 AAA FED HOME LN M"rG CORP MED TERM NOTES DTD 11/10/03 3.000 11/09/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3128X IFA($ 2,545,000.0000 * 05/21/2007 3.0000 $2,496,645.00 .81 98.100000 07/31/2006 AAA FED HOME LN MTG CORP MED TERM NOTE DTD 05/21/03 05/21/2007 STEP CPN 120/5400 CITY OF FORT COLLINS INVESTMENT PORT 312SXL)81 2,000000.0000 09/22/2006 3.1700 $1,993,280.00 .65 99.664000 07/31/2006 AAA Page I .0000 .0000 0000 Encumbrd Units 0000 0000 0000 AA2 .0000 .0000 AA2 .0000 .0000 AA2 .0000 .0000 AAA .0000 .0000 AA I .0000 .0000 AA 1 .0000 .0000 AAA .0000 2,000,000.0000 AAA .0000 2,545,000.0000 AAA .0000 2,000,000.0000 c. How are authorization codes assigned? Are authorization codes changed periodically? How often? 5. Delivery versus Payment "DVP" Settlement All securities transactions must be delivery versus payment (DVP). Describe how this process will function and how the DVP protection is assured. 6. Securities Movement and Trade Settlement a. Describe your system for settlement, registration and custody of assets. Can you handle same -day turnaround transactions? b. Describe your "DK" wiring procedures. c. Describe where and how the receipt and delivery of physical securities occurs and how they are secured. Describe any involvement by correspondent banks in the clearing. d. Describe the physical security systems of your vault and custody areas. e. Do you verify transaction detail from client instructions? How? When? f. Describe the flow of data for the following transaction types. (Provide flow charts if necessary.) (1) Receipt and transference of trade instructions on purchases and sales. (2) Clearing functions. (3) Transfer to safekeeping. (4) Payment for income and maturities. (5) Handling of repurchase agreement collateral. (6) Handling of reverse repurchase agreement activity. (7) Delayed deliveries and sales. g. How do you handle corporate actions? (splits, dividends, etc.) 7. Service Deadlines and Cutoffs What are your trade settlement instruction deadlines for timely processing of regular and same -day transactions? Proposal must include completion of Exhibit A. 8. Fail Process and Policy a. Does the Provider take responsibility for collection of due bills, interest and fails? Describe your policy. b. What is your client compensation policy on failed transactions? c. What procedures are in place to identify, follow-up and resolve failing trades? What percent of transactions failed for the most recent calendar year? (Purchases and sales.) d. How many times in the past year have your electronic information systems been out of service due to reasons internal to your company? How long were the downtimes? If you had outages or downtimes, what has been done to eliminate the problem(s)? 17 9. Wire Transfers a. A separate wire transfer agreement must be executed with the Provider establishing the names of authorized individuals and repetitive wires, etc. This may be the Provider's standard agreement form. The City will retain the right to modify the form if found necessary. Please provide a copy of this agreement. b. Describe the procedures and controls for repetitive and non -repetitive wires including security controls. Is wire transfer transaction processing available on line? c. Wire transfers must be credited the same day as received. The proposal will list all deadlines and cutoff times on Exhibit A. 10. Daylight Overdraft Provisions Every effort will be made to eliminate daylight overdraft situations on the City's account. However, in case this situation does arise, the proposal should include any and all policies regarding daylight overdraft charges or handling procedures. 11. Sweep Provisions a. Do you provide an automated daily sweep mechanism for anticipated or unanticipated cash balances? Describe all alternatives available to the City for its cash balances. Include timing restraints and controls that assure that funds are not left unprotected. The prospectus for each alternative must be provided for review and approval before use by the City. b. Are balances automatically monitored to assure no uninvested balances? Who directs this process and what are the deadlines for the service? 12. Collateralization a. If a non -Colorado bank, the Provider will agree to obtain and maintain collateral acceptable to the City sufficient to cover all anticipated intra-day and overnight balances, above the FDIC insured limit of $100,000. Please state bank's agreement to this requirement. How will the City be assured that acceptable collateral is maintained? Colorado Banks must be designated as Colorado Public Depositories by the State of Colorado and meet all Public Depository Protection Act requirements. b. Describe any alternative to this collateralization requirement c. What margin will be used for collateral provided? d. For collateral safekeeping, a tri-party agreement must be executed between the bank, the City and the safekeeping bank which outlines the responsibilities of each. The safekeeping bank will provide original, third party safekeeping receipts detailing the collateral which clearly shows, on its face, that the security is "Pledged to..." All substitutions of collateral are to be in writing and the entity will make every effort to approve and process them in a timely manner. 13. Pricing of Securities a. Describe your pricing services. 18 b. What is the source of your pricing data for securities authorized by the City? c. How do you price securities not available from pricing services? d. How frequently do you price securities? e. Will the City have access to your pricing service? 14. Reporting a. Accurate and timely reporting is of critical importance to the City. Describe your standard and custom reporting package(s) and alternatives. Describe and submit copies of all standard reports available and how they are made available (paper only, on-line, real-time, next day, delayed, etc.). Describe all aspects of reporting and download capabilities. b. How soon after calendar month -end can you provide reports, or a disc or tape of holdings if requested? Can you provide system to system electronic data transmission? PC downloading? Internet access? c. What information, current, future cash flow, and historical is available on-line? How long is historical data available on-line? How long does the Provider maintain historical data? Are there charges for research? d. Describe the confirmation process for each settlement. Provide a sample confirmation. e. Is an original safekeeping receipt issued for each holding? f. How do you handle notification on mortgaged -backed securities principal and interest? g. Do you use CUSIPs or internal identification numbers for your securities? Are CUSIP numbers on each report? h. What is the interday time lag between trade execution, posting, and availability of on-line information to the client? I. What are your transaction confirmation procedures as it relates to notifying the City on upcoming interest payments, call actions, and receipts of payments and calls. 15. Systems a. Describe the automated systems and environment supporting the custodial services (age, state of development, etc.) and describe the Provider's commitment to system development and maintenance. Include your current capacity and track record. b. Within your institution, does your custody system use dedicated or shared computers? If shared, what is its priority level? c. Between what hours each business day is information available? The proposal should state in Mountain Standard Time (MST) when information and access will be available each business day. 19 d. How long has on-line inquiry and reporting been available to clients? e. The City desires on-line transaction processing if possible. Can all custody transactions be entered, completed and reviewed on-line? Provide examples of all transaction screens. f. Do you provide an 800- or local number for dial -in information? g. What system's training is available for the City personnel? h. Briefly describe you method of controlling client access. i. How long has the current system been in place? What changes in the systems, if any, are anticipated and in what time -frame? j. How much funding have you committed to computer systems and data processing for custodial accounts and systems in the past five years? k. Does the system provide electronic mail capabilities between the City's and Provider's personnel? I. List any circumstances or situations in which the information sent electronically by the City would be manually entered at the Provider. m. Back-up via telephone must be available for transaction processing. Describe this process. n. Specify any hardware and software required of the City for on-line services. 16. Auditing Procedures a. Describe your daily and periodic auditing procedures for both internal and external processes. Will the City have access to audit information? b. Would the City's accounting reports be audited for accuracy before submission to the City? Describe this process. 17. Back-up and Disaster Plans a. It is imperative that the City have access to its financial assets in case of a disaster. Describe your disaster and back-up plan and capabilities including data processing systems, telephone access, system security controls, and customer identity controls. b. How often is the plan tested? c. Has this plan had to be used within the past three years? 20 18. Conversion a. Describe your approach to the implementation and conversion process as City assets are moved to the Provider. Include an estimated conversion calendar. b. What resources will be dedicated to the conversion effort? c. What controls are suggested for this period? d. What type and level of City involvement do you foresee in the process? e. What training is offered to the City during transition? f. What is the relationship between the transition team and the permanent support staff? What role will the account executive play in the conversion? g. What costs are associated with the conversion? List all types and charges on Exhibit B. h. Will the Provider defray any costs the City may incur from the present custodian for transferring assets? E. Optional Services 1. Subsequently Added Services It is the intent of the City to pay for all services on a fee basis. If new services become available and are provided during the period of this contract, how will the City be charged? Describe your policy on subsequently added services. 2. US Treasury Auctions During the course of the contract the City may wish to take advantage of the US Treasury's Automated Auction Bidding for Institutional Investors. Since this requires electronic bid submission and FedLine connections, the proposal should state whether the Provider currently has, or plans to have, the capability to handle such transactions. 3. Computer Terminal Link Should services provided by the Provider require a computer terminal for inquiry and updates (not available through a personal computer), the City would request that two terminals be provided by the Provider for the City's Treasury and Accounting Departments. Provide a full explanation and cost estimate. Specify systems requirements and costs. 4. Securities Lending The City may elect to do securities lending transactions with other institutions. a. Do you provide securities lending? If so, describe your program and the services provided. What differentiates your program from others? b. Is the securities lending group in-house? A part of the custody operation? c. How long have you provided securities lending services? 21 d. If provided through a third party, identify the vendor, their split of revenues and the residual percentage to the City. How long have you had this relationship? e. How do you minimize the risk in securities lending? f. Provide a list of borrowers with whom the Provider works and a copy of the current collateral contract. g. How many institutional custodial clients currently use the securities lending services? (Identify public versus private.) h. How often is the creditworthiness of borrowers reviewed? I. Describe the type of securities in the program. j. Do you mark -to -market daily? Is collateral adequacy monitored daily? k. How is cash collateral invested? I. Provide a copy of all transaction and income reports. Describe the on-line reporting availability for securities lending. m. Can assets be designated as available for different sector types and varying time frames? n. Are loaned securities flagged on the custody reports for client identification? o. To what degree are the securities lending clients insured against losses in the program? p. On the City's portfolio provided as part of this RFP, what incremental revenues (in basis points per annum) could be expected in a year? Do you guarantee income? 5. Investment Management a. What investment management services do you provide? b. Does the Provider act as third party custodian for existing repurchase agreement programs with multiple primary dealers which allows on-line rate inquiry and transaction processing? 6. Performance Management a. Does the Provider provide portfolio performance measurement? What are the performance products available? What portion of these services are available on-line? What are the advantages of using your performance management services? b. What level of control on the reporting and options are available for this service? c. Can the program download to Excel? Other software applications? d. What training is available to the City in understanding your performance products? 22 e. What costs are associated with these services? F. Additional or Alternative Services Any additional service or permissible alternatives to the required services, whether for charge or no charge, should be specified under this section. If alternatives are offered on services outlined above, please note the reference number from the RFP for the service. Give a full description of the service along with all charges and detail charges on Exhibit B. The volume for such transactions will be available upon written request. Describe any service restrictions or limitations. Section 5. Pricing Proposal A. Basis of Compensation a. Compensation will be on a fee basis with respect to the services used and detailed on the account analysis. The Provider will be paid upon receipt and verification of the account analysis maintenance report each month. If another payment schedule is desired, proposal should so state the schedule and requirements of that proposal. b. Please state when the account analysis will be provided and provide a sample of the proposed account analysis form. B. Exhibit B Each proposal must include a completed Exhibit B which details all services and the fee to be charged for each. Any additional services should also be stipulated on Exhibit B. 23 EXHIBIT A DEADLINE, CUTOFF AND NOTIFICATION TIMES SAME DAY TRANSACTIONS Federal Reserve (FedWire) NY Physical - (Muni/Equities/Corporates) NY Physical Money Markets (CP) DTC PTC REGULAR SETTLEMENT (NEXT DAY / CORPORATES — 3 DAY) Federal Reserve (FedWire) NY Physical - (Muni/Equities/Corporates) NY Physical Money Markets (CP) DTC PTC Purchase/ Sale/ Receipt Delivery State ,any exemptions, restrictions or limitations on these deadlines below. 24 EXHIBIT B MAY ONLY SHOW THROUGH YEAR 4, HOWEVER PLEASE SUBMIT _i HRU YEAR 5 (Cost per Item and Total Cost) AND SUBMIT A GRAND TOTAL FOR FIVE YEARS. Exhibit B: Pricing Schedule City of Fort Collins Investment, Safekeeping and Custodial Services'i - Account Analysis use tw it, 1 statement w; :333.'�w q g 1 W 5 6� �� b y Mby E ® d!' ® 3� F� 'd"Y A 6 Y ' I .'A y w p P A y 4 �° Account maintenance 3 accounts Swee,p Access Dail Securities Safekeeping - A /as of portfolio balance $ 308,798,270 Per Security: (# of securities shown is at a point in time Fed wireable (incl. 110 re o DTC 25 PTC g Physical - NY 5 Other Credit P�� Interest/ dividend a ments 300 Principal paydowns 84 Maturities excl. repo) 35 Re o redem tion 1 52 Sales 5 Calls 41 Other 2 Deliveries Out: Fedwirr-e—(v0—th —repo) DTC FTC Physical • Wire Tran—sf6rs �Incoming �Outgoing Cost of CoIll-a—teralor Dep Insurance Training (specify cost per ho Daily/ items NOUN (lSer-occurance) WELLS FARGO List of Assets: Market Value Report General Reporting By Asset ID From Previous Business Day 07/31/2006 CITY OF FORT COLLINS 08/01/2006 09:09:40 AM EDT ACCOUNT: All Accounts Selected ' = Trade or Other Activity Pending Maturity Interest Market Price S & P Moody's Units in Encumbrd Asset ID Units Date Rate Value % Price Date Rating Rating Transition Units FED HOME LN MTG CORP DTD 09,22,/03 3.170 09i22,2006 12015400 CITY OF FORT COLLINS TNVESTM ENT PORT 3128XIL96 2,000,000.0000 * 09/17/2006 2.8000 $1,993,000.00 .65 99.650000 07/3 P2006 AAA AAA .0000 2,000,000,0000 FED HOME LN MTG CORP DTD 09/17/03 2.800 09/ 1712006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3128X1WM5 2,000,000.0000 * 08/04/2006 265(X) $1,999,520.00 .65 99.976000 07/31/2006 AAA AAA .0000 2,000,000.0000 FED IIOME LN MTG CORP MED TERM NOTE DTD 08/04/03 2.650 09/04/2006 12015400 COPY OF FORT COLLINS INVESTMENT PORT 3129XIX85 665,0W0000 10/20/2006 2.8750 $661,149.65 .21 99.421000 07/31/2006 AAA AAA .0000 FED HOME LN MTG CORP MED TERM NOTES DTD 10/20/03 2.875 10/20/2006 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 312RXIXB8 2,000,000.0000 * 09/04/2006 2.7500 $1,999,540.00 .65 99.977000 07/3 P2006 AAA AAA .0000 2,000,000.0000 FED HOME LN MTG CORP DTD 08/04/03 2-750 08/04/2006 12015401 CITY OF FORT COLLINS - GERP 3123X2 VO 1,000,OM.0000 * 02/18/2014 5.2500 $972,700.00 .32 97.270000 07/31/2006 AAA AAA .0000 1,000,000.000() FED HOME LN MTG CORP MED TERM NOTE TRANCHE # TR (X)356 DTD 02/18/04 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3128X32H5 3.000,000.0000 * 12/29/2016 5.5000 $2,913,000.00 .94 97.100000 07131 i2006 AAA AAA .00,00 3,000,000.0000 FED HOME LN MTG CORP DTD 12/29/04 5.500 12/29/2016 12015401 CITY OF FORT COLLINS - GERP 3128Y32H5 1,000,000.0000 * 12/29/2016 5.5000 $971,000.00 .31 97.100000 07131,12006 AAA AAA .0000 1,000,000.0000 FED HOME LN MTG CORP DTD 12/29/04 5.500 12i29/2016 1201 S400 CITY OF FORT COLLINS INVESTMENT PORT 3123X3BP7 2,000,000.0000 * 04/27/2007 3.0000 $1,963.120.00 .64 98A56000 07/31,12006 AAA AAA .0000 2,000,000.0000 FED HOME LN MTG CORP MED TERM NOTE DTD 04/27/04 3.000 04/27/2007 12015401 CITY OF FORT COLLINS - GERP 3128X38P7 1,000,000.0000 * 04/272007 3,0000 $981,560.00 .32 98.156000 07/31/2006 AAA AAA .0000 1,000,000.0000 FED HOME LN MTG CORP MED TERM NOTE DTD 04,27/04 3.000 04/27/2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3128X3DG5 2,000,000.0000 * 05/18/2007 3.2500 $1,966,180.00 .64 98.309000 0713 V2006 AAA AAA .0000 2,000,000.0000 FED HOME LN MTG CORP MED TERM NOTE TRANCHE # TR 00079 DTD 05/18/04 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3128X3DZ3 1,500,000.0000 * 11/13/2006 2.8800 $1,488,900.00 .48 99.260000 07/31/2006 AAA AAA .0000 1,500,000,0000 Page 2 No Text EXHIBIT C CITY OF FORT COLLINS REQUEST FOR PROPOSAL P1035 INVESTMENT, SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL CERTIFICATION FORM The undersigned hereby affirms that: 1. He or she is a duly authorized agent of the custody provider issuing this proposal and that all information provided in the proposal is true and accurate; 2. He or she has read the conditions and specifications that have been made available to the custody provider in conjunction with this RFP and fully understands and accepts these terms unless specific variations have been expressly listed in the custody provider's proposal; 3. The custody provider will follow and adhere to all terms and conditions and provide, at a minimum, all services as expressed in the RFP and the custody provider's proposal responding to the RFP; 4. The custody provider's proposal is offered independently of any other proposer and is in full compliance with the terms specified in the RFP; 5. The custody provider will accept any awards made to it, contingent on contract negotiation, as a result of the RFP for a minimum of ninety (90) calendar days following the date and time of the bid opening; and 6. If awarded a contract, the custody provider warrants that it will not delegate or subcontract its responsibilities without the express prior written permission of the City of Fort Collins. Signature of the Custody Provider Official: Name of Official (typed): Title Name of Custody Provider: Date Note: Proposals submitted without the manual signature of an authorized agent of the custody provider may be considered non -responsive and ineligible for award. APPENDIX A SAMPLE SERVICES AGREEMENT PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and , [insert either a corporation, a partnership or an individual, doing business as 1, hereinafter referred to as 'Professional'. WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of ( ) page[s], and incorporated herein by this reference. 2. The Work Schedule. [Optional] The services to be performed pursuant to this Agreement shall be performed in accordance with the Work Schedule attached hereto as Exhibit "B", consisting of ( ) page[s], and incorporated herein by this reference. 3. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated within ( ) days following execution of this Agreement. Services shall be completed no later than . Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in writing by the parties hereto. 4. Early Termination by City. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Professional. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Professional: City: With Copy to: In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 5. Design, Project Indemnity and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City; and for the City's costs and reasonable attorneys fees, arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professional shall maintain commercial general liability insurance in the amount of $500,000 combined single limits, and errors and omissions insurance in the amount of 6. Compensation. [Use this paragraph or Option 1 below.] In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional a fixed fee in the amount of ($ ) plus reimbursable direct costs. All such fees and costs shall not exceed ($ ). Monthly partial payments based upon the Professional's billings and itemized statements are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant hereto 2 and upon the City's approval of the Professional's actual reimbursable expenses. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City. 6. Compensation. [Option 1 ] In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional on a time and reimbursable direct cost basis according to the following schedule: Hourly billing rates: Reimbursable direct costs: with maximum compensation (for both Professional's time and reimbursable direct costs) not to exceed ($ ). Monthly partial payments based upon the Professional's billings and itemized statements of reimbursable direct costs are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant hereto and upon the City's approval of the Professional's reimbursable direct costs. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings and other services rendered by the Professional shall become the sole property of the City. 7. City Representative. The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 8. Project Drawings. [Optional] Upon conclusion of the project and before final payment, the Professional shall provide the City with reproducible drawings of the project containing accurate information on the project as constructed. Drawings shall be of archival quality, prepared on stable mylar base material using a non -fading process to prove for long storage and high quality reproduction. 3 9. Monthly Report. Commencing thirty (30) days after the date of execution of this Agreement and every thirty (30) days thereafter, Professional is required to provide the City Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. Failure to provide any required monthly report may, at the option of the City,. suspend the processing of any partial payment request. 10. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 11. Personal Services. It is understood that the City enters into this Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under this Agreement without the prior written consent of the City. 12. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement. 13. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 14. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail 4 himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting parry's reasonable attorney fees and costs incurred because of the default. 15. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 16. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 17. Special Provisions. [Optional] Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "_", consisting of ( ) page[s], attached hereto and incorporated herein by this reference. t77 THE CITY OF FORT COLLINS, COLORADO By: Darin Atteberry, City Manager By: James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management DATE: ATTEST: City Clerk APPROVED AS TO FORM: Assistant City Attorney [Insert Professional's name] or [Insert Partnership Name] or [Insert individual's name] Doing business as [insert name of business] Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: ATTEST: Corporate Secretary (Corporate Seal) 0 Administrative Services urc asing Vivison ADDENDUM No. 1 City of Fort Collins P1035 Investment and Safekeeping Services SPECIFICATIONS AND CONTRACT DOCUMENTS Description of RFP: P1035 Investment and Safekeeping Services OPENING DATE: 3:00 P.M. (Our Clock) September 11, 2006 To all prospective bidders under the specifications and contract documents described above, the following changes are hereby made. Questions and Answers: QUESTION: 1. Can you provide the RFP in word format? ANSWER: Yes — a word formatted document is now posted on our BuySpeed site on the web at.https://secure2.fcqov.com/bso/login.'sp QUESTION 2. Can you provide a list of holdings? If so, please include security, CUSIP #, market value, shares and country. ANSWER: See attached. QUESTION 3. What is your investment, safekeeping and custody current fee structure; and, what is your annual fee for investment, safekeeping and custody services? ANSWER: The structure consists of a) administration, b) reporting, and c) transactions. The annual total fee is approximately $14,400 per year. QUESTION 4. By which business day do you want to receive your monthly audited investment (accounting) reports? ANSWER: The 1 st day of the month for a list of assets market value report and any other monthly reporting available via the internet. Daily activity and balance reports are also necessary. QUESTION 5. How do you currently access the Internet today, dial -up, network, etc.? ANSWER: Network QUESTION 6. When you refer to investment services, are you speaking to investment accounting services? If not, please provide a description of what services want to receive for investment services. ANSWER: The reference was to investment safekeeping services only. No additional investment or accounting services are required. 215 North Mason Street • 2°" Floor • P.O. Box 580 • Fort Collins, CO 80522-0580 • (970) 221-6775 • Fax (970) 221-6707 wwwAgov.com QUESTION 7. Who provides Performance Measurement services to the City? ANSWER: In house QUESTION 8. Who provides Investment Compliance Monitoring services to the City? ANSWER: In house QUESTION 9. B6. Mandatory Requirements, Immediate Instruction Execution Does the City of Fort Collins execute their directed trades or would the Bank execute trades based on instructions delivered? If the Bank is executing trades, does the City expect the Bank to affirm or would someone at the City do the affirmation? ANSWER Bank executes trades based on trade tickets supplied to bank by the city. Currently, trades are not affirmed if settlement occurs as expected. The city is notified if the settlement is failing and why. All settlements should be reflected on daily activity and balance reports provided via the internet or other reporting platform. QUESTION 10. D. Required Services 6.b. Describe your "DK" wiring procedures. We would like to clarify that this is related to the movement of securities and not general account wire transfer activity. Could you define "DK" wiring? ANSWER: This is asking for your procedures related to failed securities transfers. "DK" or Don't know the trade. QUESTION 11. 6.f.(5) Handling of repurchase agreement collateral Are your repurchase agreements tri party or deliverable? ANSWER Repurchase agreements require CMO Deliverable collateral. QUESTION 12. 6.f.(7) Delayed deliveries and sales Is this a duplicate to Question D.B., Fail Process and Policy, or could you provide an example? ANSWER 6f(7) is asking about the your operational flow of data and notifications, and D8 is asking about your internal policies and procedures regarding delayed or failed deliveries. Please contact James B. O'Neill, II, CPPO, FNIGP at (970) 221-6779 with any questions regarding this addendum. RECEIPT OF THIS ADDENDUM MUST BE ACKNOWLEDGED BY A WRITTEN STATEMENT ENCLOSED WITH THE BID/QUOTE STATING THAT THIS ADDENDUM HAS BEEN RECEIVED. 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C Oc W O O,� M o0 y O C U O V� o �o v �c o c c c c o 0 0 V> UN �N UC UC UC UO UC Uc UC 0 CD N�LL t N 0 O� x p � N N M N N 0 J J O � n w M x w C x � c .� o N r H ca W W I— F G J m U Q e Y rn r, M _ t C4 C, W a Administrative Services urc asing Vivison ADDENDUM No. 1 City of Fort Collins P1035 Investment and Safekeeping Services SPECIFICATIONS AND CONTRACT DOCUMENTS Description of RFP: P1035 Investment and Safekeeping Services OPENING DATE: 3:00 P.M. (Our Clock) September 11, 2006 To all prospective bidders under the specifications and contract documents described above, the following changes are hereby made. Questions and Answers: QUESTION: 1. Can you provide the RFP in word format? ANSWER: Yes — a word formatted document is now posted on our BuySpeed site on the web at.https://secure2.fcqov.com/bso/login.'sp QUESTION 2. Can you provide a list of holdings? If so, please include security, CUSIP #, market value, shares and country. ANSWER: See attached. QUESTION 3. What is your investment, safekeeping and custody current fee structure; and, what is your annual fee for investment, safekeeping and custody services? ANSWER: The structure consists of a) administration, b) reporting, and c) transactions. The annual total fee is approximately $14,400 per year. QUESTION 4. By which business day do you want to receive your monthly audited investment (accounting) reports? ANSWER: The 1 st day of the month for a list of assets market value report and any other monthly reporting available via the internet. Daily activity and balance reports are also necessary. QUESTION 5. How do you currently access the Internet today, dial -up, network, etc.? ANSWER: Network QUESTION 6. When you refer to investment services, are you speaking to investment accounting services? If not, please provide a description of what services want to receive for investment services. ANSWER: The reference was to investment safekeeping services only. No additional investment or accounting services are required. 215 North Mason Street • 2°" Floor • P.O. Box 580 • Fort Collins, CO 80522-0580 • (970) 221-6775 • Fax (970) 221-6707 wwwAgov.com QUESTION 7. Who provides Performance Measurement services to the City? ANSWER: In house QUESTION 8. Who provides Investment Compliance Monitoring services to the City? ANSWER: In house QUESTION 9. B6. Mandatory Requirements, Immediate Instruction Execution Does the City of Fort Collins execute their directed trades or would the Bank execute trades based on instructions delivered? If the Bank is executing trades, does the City expect the Bank to affirm or would someone at the City do the affirmation? ANSWER Bank executes trades based on trade tickets supplied to bank by the city. Currently, trades are not affirmed if settlement occurs as expected. The city is notified if the settlement is failing and why. All settlements should be reflected on daily activity and balance reports provided via the internet or other reporting platform. QUESTION 10. D. Required Services 6.b. Describe your "DK" wiring procedures. We would like to clarify that this is related to the movement of securities and not general account wire transfer activity. Could you define "DK" wiring? ANSWER: This is asking for your procedures related to failed securities transfers. "DK" or Don't know the trade. QUESTION 11. 6.f.(5) Handling of repurchase agreement collateral Are your repurchase agreements tri party or deliverable? ANSWER Repurchase agreements require CMO Deliverable collateral. QUESTION 12. 6.f.(7) Delayed deliveries and sales Is this a duplicate to Question D.B., Fail Process and Policy, or could you provide an example? ANSWER 6f(7) is asking about the your operational flow of data and notifications, and D8 is asking about your internal policies and procedures regarding delayed or failed deliveries. Please contact James B. O'Neill, II, CPPO, FNIGP at (970) 221-6779 with any questions regarding this addendum. RECEIPT OF THIS ADDENDUM MUST BE ACKNOWLEDGED BY A WRITTEN STATEMENT ENCLOSED WITH THE BID/QUOTE STATING THAT THIS ADDENDUM HAS BEEN RECEIVED. "Ci O O O O O O O O C C C O O O O O O „fl O O O O O O O O C C C C o 0 o C c c o � G co � p W U)� c o 0 0 0 0 0 o c o c o p 0 0 o c o 0 o C o 0 0 0 y o 0 0 0 0 0 0 0 0 0 0 0 c CD' c c o c o 0 o c o o q mind. a NCO p �E- O U) 6i Q :3 O OO D G O O eC N N Q d d d d d Q d d d d C 0 O 00 (� LL O 6 C •L' r � r r r r N 1� w O� O O O O c O H O N O O O O O O c N O O C cC O C� O O C O C- O N C_ O O C C N O O O O M C Oi N O R 0', C O y C O O O� M oo nj Oi O O M N c O .-. cam! 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IL > Q Q C dQd Q ¢ ¢ d � O` 00 ar G C9 11 o d d Q Q Q M N N N N N N N y U i M M M G O M rL M M M M M \V M G.A c o of a ow o 0 0 0 0 oU a o> a L O r C nC ONp Mp 14 opc � .CO C� O C C U1 Ci o rnat W rnyt W P� o o q 7 O I O O^ M z z M D M .11 M M O o0 00 x < p a C �;i -- Cp tr o M z O y G Q N C N Q C C M Q O W O O O W O O C N C 0 - 0 0 O' Ott O O N O C z 1O 6� F. NE.. �F.. oz, �z v � oocP 0 _ �� v N �� cU o0 0 �W 5 o`Oo %-. > N C:) N V N N ,t M In1,4 01 00 C-(Y. P. o U M O r oNo H a n vi v ° 00 0° oo� FoU Hoz FAQ F� Hid OM �'�j �Fc GNO NO 6Q �FooQ Q W >-Q z�� .� z L' Ea. r un ';w . w `r,:j v' z 47,4 v Z fox cr Z�w v'C'Q Zg0 c a w d VA Z .a-7Gz adz a�w' .a-I�C�L a�W .a-I^Z ,ajcZ ,jc;� .a-]c J v; y F > O~F U > O F U > O w U z O w U z O U x O C U z O d U W o U -a O U O a U d Z v Q'- cD C4 Cw^ z M� D a x 3 x a � ram' •`�' 0 0 wo 0 0 u,C 0 0 o C o C C C o ts.� o C o C o 0 O r•+ -J 0'n Co C Oo C) C Oo G Oo W C Oo W C Oo w C Oo Ls. C Oc W O O,� M o0 y O C U O V� o �o v �c o c c c c o 0 0 V> UN �N UC UC UC UO UC Uc UC 0 CD N�LL t N 0 O� x p � N N M N N 0 J J O � n w M x w C x � c .� o N r H ca W W I— F G J m U Q e Y rn r, M _ t C4 C, W a CITY OF FORT COLLINS, COLORADO REQUEST FOR PROPOSAL SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL NUMBER P1035 PROPOSAL DATE: 3:00 p.m. (Our clock) September 11, 2006 Request for Proposal — Table of Contents Section Description Cover Page Table of Contents Request for Proposal Cover Letter Section 1. Introduction and Information about the City and the Finance Department Section 2. Proposal Submittal Instructions Page 2-5 6-7 Section 3. Proposal Evaluation and Selection 8 — 11 Section 4. Scope of Services to be Provided A. General Service Requirements and Overview 12 B. Mandatory Requirements 12 - 14 C. Institutional Profile Data 14 - 15 D. Required Services 15 - 21 E. Optional Services 21 - 22 F. Additional Services 23 Section 5. Pricing Proposal Exhibits A. Deadline and Cut-off Schedules 24 B. Custody Services Pricing Schedule 25 - 27 C. Proposal Certification 28 Appendices A. City of Fort Collins Standard Services Agreement (sample) REQUEST FOR PROPOSAL CITY OF FORT COLLINS PROPOSAL NO. P1035 The City of Fort Collins is seeking proposals from firms for an investment, safekeeping and custodial services contract for the City's portfolio assets. Fort Collins is a municipal corporation which derives its powers from the home rule charter of the City and from applicable Colorado state law. Firms should submit six (6) written proposals to the City of Fort Collins Purchasing Division. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524 If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Proposals must be received before 3:00 P.M. (our clock), September 11, 2006, Proposal No. P1035. Questions concerning the scope of the project should be directed to Chuck Seest, Financial Officer (970) 221-6795 or Harold Hall, Investment Administrator (970) 221-6784. Questions regarding proposal submittal or process should be directed to James B. O'Neill II, CPPO, FNIGP, Director of Purchasing and Risk Management (970) 221-6775. A copy of the Proposal may be obtained as follows: Download the Proposal/Bid from the Purchasing Webpage, www.fcgov.com/purchasing. 2. Come to the Finance Department, Purchasing Division Office, located at 215 N. Mason Street, 2nd Floor, Fort Collins, to request a copy of the Bid. Sales Prohibited -Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies, or services where such officer or employee exercises directly or indirectly any decision -making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kick -back or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management CITY OF FORT COLLINS, COLORADO REQUEST FOR PROPOSAL SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL NUMBER P1035 PROPOSAL DATE: 3:00 p.m. (Our clock) September 11, 2006 Request for Proposal — Table of Contents Section Description Cover Page Table of Contents Request for Proposal Cover Letter Section 1. Introduction and Information about the City and the Finance Department Section 2. Proposal Submittal Instructions Page 2-5 6-7 Section 3. Proposal Evaluation and Selection 8 — 11 Section 4. Scope of Services to be Provided A. General Service Requirements and Overview 12 B. Mandatory Requirements 12 - 14 C. Institutional Profile Data 14 - 15 D. Required Services 15 - 21 E. Optional Services 21 - 22 F. Additional Services 23 Section 5. Pricing Proposal Exhibits A. Deadline and Cut-off Schedules 24 B. Custody Services Pricing Schedule 25 - 27 C. Proposal Certification 28 Appendices A. City of Fort Collins Standard Services Agreement (sample) REQUEST FOR PROPOSAL CITY OF FORT COLLINS PROPOSAL NO. P1035 The City of Fort Collins is seeking proposals from firms for an investment, safekeeping and custodial services contract for the City's portfolio assets. Fort Collins is a municipal corporation which derives its powers from the home rule charter of the City and from applicable Colorado state law. Firms should submit six (6) written proposals to the City of Fort Collins Purchasing Division. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524 If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Proposals must be received before 3:00 P.M. (our clock), September 11, 2006, Proposal No. P1035. Questions concerning the scope of the project should be directed to Chuck Seest, Financial Officer (970) 221-6795 or Harold Hall, Investment Administrator (970) 221-6784. Questions regarding proposal submittal or process should be directed to James B. O'Neill II, CPPO, FNIGP, Director of Purchasing and Risk Management (970) 221-6775. A copy of the Proposal may be obtained as follows: Download the Proposal/Bid from the Purchasing Webpage, www.fcgov.com/purchasing. 2. Come to the Finance Department, Purchasing Division Office, located at 215 N. Mason Street, 2nd Floor, Fort Collins, to request a copy of the Bid. Sales Prohibited -Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies, or services where such officer or employee exercises directly or indirectly any decision -making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kick -back or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management WELLS FARGO List of Assets: Market Value Report General Reporting By Asset ID From Previous Business Day 07/31/2006 CITY OF FORT COLLINS 08/01/2006 09:09:40 AM EDT ACCOUNT: All Accounts Selected ' = Trade or Other Activity Pending Maturity Interest Market Asset ID Price S & P Moody's Units in Encumbrd Units Date Rate Value % Price Date Rating Rating Transition Units FED HOME LN MTG CORP MED TERM NOTE DTD 05/13/04 2.880 1 I/13/2006 12015400 CITY OF FOR1" COLLINS INVESTMENT PORT 3128X-,HK2 2000,000.0000 * 06/01/2007 3.8000 $1.973,640.00 .64 98.682000 07/31/2006 AAA AAA .0000 2,000,000.0000 FED HOME LN MTG CORP MED TERM NOTE TRANCHE # TR 00178 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3128X37X4 5,000,000,0000 * 10/28/2014 5,4000 S4,875,800.00 1.58 97.516000 07/31/2006 AAA AAA .0000 5.000,000.0000 FED HOME LN MTG CORP MED TERM NOTE TRANCHE # TR 00574 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3128X47M7 3.000,000.0000 * 05/22/2009 5.6000 $2,999,430,00 .97 99981000 07/31/2006 AAA AAA .0000 3,000,000,0000 FED HOME LN MTG CORP MED TERM NOTE TRANCHE # TR 00900 SER 1 12015401 CITY OF FORT COLLINS - GERP 31--)SX41179 2,000,000.0000 * 02/22/2008 5.0500 $1,990,280.00 .65 99.514000 07/31/2006 AAA AAA .0000 2,000,000.0000 FED HOME LN MTG CORP MED TERM NOTE TRANCHE #TR00638 12015400 CITY OF FORT COLLINS INVFSTMENT PORT 3L28X4K67 5,000,000,0000 * 03/07/2008 5.2500 $4,972,4%00 1.61 99.449000 07/31/2D06 AAA AAA .0000 5,0W000.0000 FED HOME LN MTG CORP MED TERM NOTE TRANCHE # TR00653 12015400 CITY OF FORT COLLINS INVESTMENT PORT 312.SX4VG3 5.000.000,0000 * 12/08/2008 5.0500 $4,971,500.00 1.61 99.430000 07/31/2006 AAA AAA .0000 5,000,000.0000 FED HOME LN MTG CORP MED TERM NOTE TRANCHE # TR00463 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3 i 28X4YF2 5,000,000.0000 * 01!28/2008 5.0000 $4,971,050.00 1.61 99.421000 07/31/2006 .AAA AAA .0000 5,000,000.0000 FED HOME LN MTG CORP MED TERM NOTE TRANCHE # TR00534 12015400 CITY OF FORT COLLINS INVESTMENT PORT 312HX513F4 5,000,000.0000 * 12/08/2009 5.8000 $4,996,300A0 1.62 99,926000 07/31/2006 AAA AAA .0000 5,000,000.0000 FED HOME LN MTG CORP MED TERM NOTE D"I'D 06/08/06 5.900 12/08/2009 12015400 CITY OF FORT' COLLINS INVESTMENT PORT 313311AN13 2,000,000.0000 * 0818/2006 3.0000 $1,997,500.0O .65 99.875000 07/31/2006 AAA AAA .0000 2,000,000,0000 FED FARM CREDIT BK DTD 08/ 18/03 3.000 08118i2006 12015402 CITY OF FORT COLLINS SELF INS RESERV 31331TL:F6 2,000,000.0000 03,01/2007 2.6500 $1,968,120.00 .64 98.406000 07/31/2006 AAA AAA FED FARM CREDIT BK DTD 03/Ol /04 2.650 03/01,12007 .0000 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3t331 T7C8 2,000,000.0000 * 01V05/2007 2.5800 $1,961.880.00 .64 98.094000 07i31/2006 AAA AAA .0000 2,000,000.0000 Page 3 CITY OF FORT COLLINS, COLORADO REQUEST FOR PROPOSAL SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL NUMBER P1035 PROPOSAL DATE: 3:00 p.m. (Our clock) September 11, 2006 Request for Proposal — Table of Contents Section Description Cover Page Table of Contents Request for Proposal Cover Letter Section 1. Introduction and Information about the City and the Finance Department Section 2. Proposal Submittal Instructions Page 2-5 6-7 Section 3. Proposal Evaluation and Selection 8 — 11 Section 4. Scope of Services to be Provided A. General Service Requirements and Overview 12 B. Mandatory Requirements 12 - 14 C. Institutional Profile Data 14 - 15 D. Required Services 15 - 21 E. Optional Services 21 - 22 F. Additional Services 23 Section 5. Pricing Proposal Exhibits A. Deadline and Cut-off Schedules 24 B. Custody Services Pricing Schedule 25 - 27 C. Proposal Certification 28 Appendices A. City of Fort Collins Standard Services Agreement (sample) REQUEST FOR PROPOSAL CITY OF FORT COLLINS PROPOSAL NO. P1035 The City of Fort Collins is seeking proposals from firms for an investment, safekeeping and custodial services contract for the City's portfolio assets. Fort Collins is a municipal corporation which derives its powers from the home rule charter of the City and from applicable Colorado state law. Firms should submit six (6) written proposals to the City of Fort Collins Purchasing Division. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524 If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Proposals must be received before 3:00 P.M. (our clock), September 11, 2006, Proposal No. P1035. Questions concerning the scope of the project should be directed to Chuck Seest, Financial Officer (970) 221-6795 or Harold Hall, Investment Administrator (970) 221-6784. Questions regarding proposal submittal or process should be directed to James B. O'Neill II, CPPO, FNIGP, Director of Purchasing and Risk Management (970) 221-6775. A copy of the Proposal may be obtained as follows: Download the Proposal/Bid from the Purchasing Webpage, www.fcgov.com/purchasing. 2. Come to the Finance Department, Purchasing Division Office, located at 215 N. Mason Street, 2nd Floor, Fort Collins, to request a copy of the Bid. Sales Prohibited -Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies, or services where such officer or employee exercises directly or indirectly any decision -making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kick -back or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management Section 1. Introduction and Information about the City and the Finance Department Purpose and Objectives The City of Fort Collins, Colorado, and its Finance Department (hereafter referred to as the "City") is seeking proposals for an investment, safekeeping and custodial services contract for the City's investment portfolio assets. These services are to meet the City's needs as described in this Request for Proposal (RFP). This RFP contains the instructions governing the proposals to be submitted, the material to be included within the RFP, minimum requirements that must be met to be eligible for consideration, and other requirements. Background Information The City is a municipal corporation organized under Article XX of the Constitution of the State of Colorado. The City derives its powers from the State Constitution, applicable Colorado Revised Statues, and the home rule charter. The City recognizes the custody of its securities and assets as an integral part of its cash management and treasury management program. The leading priority of the City in investment, safekeeping and custodial services is the safety of public funds and assets. Through this contract the City intends to assure the safety of its assets, minimize investment, safekeeping and custodial costs and maximize its investment flexibility and capability. Investment, safekeeping and custodial service providers are being solicited from banks within Colorado, banks outside Colorado, and non -bank custody providers (hereafter referred to as the "Providers"). The institution chosen through this process will be responsible for the safekeeping of the City's securities and for the safe transfer of public funds. The Provider's services will complement those of the City's banking services provider and will be required to work with City staff to assure safety and operational efficiencies. All funds and assets of the City are covered by this proposal and include: operating funds, bond funds, and pension funds. The City's current provider of investment, safekeeping and custodial services is Wells Fargo. According to a separate agreement and not subject to this RFP, First National Bank of Fort Collins provides primary banking services to the City. This contract does not include investment advisory or management services. The City reserves its right to invest as it chooses and the Provider will execute on the proper order of authorized City representatives. The Provider will not be responsible for the composition, compliance or performance of the City's portfolio. Current Investment Practices During the first six months of 2006, the City's portfolio averaged approximately $295 million, consisting of repurchase agreements and a variety of securities that are legal investments under the Fort Collins Municipal Code. The Financial Officer or his assigned representatives are authorized to buy, sell, and exchange all such instruments. All transactions are handled on a delivery -versus -payment basis. Dependent upon market conditions, the portfolio is traded somewhat actively, and investment transactions can be expected daily including collateral transfers for repurchase agreements. As of June 30, 2006, the portfolio allocation was as follows: 2 Par Value # Securities US Government Treasuries 0 0 US Government Agencies 165,321,316 70 GNMAs 159,440 6 Corporate Bonds 18,500,000 13 Commercial Paper 0 0 Bankers' Acceptances 0 0 Repurchase Agreements 123,000,000 3 The City uses overnight or term repurchase agreements for short-term cash needs. The Provider must be able to act as third party custodian for this collateral. Repurchase agreements normally range from $50 to $125 million. Primary securities brokers or dealers (broker/dealers) will deliver between 2 and 6 pieces of collateral per repo transaction. The average repo size for the preceding six months has been $127 million daily. Invitation to Propose By this Request for Proposal, the City is contacting prospective custody providers that have an interest or are known to meet the "Requirements to Propose" as specified below. All interested Providers that were not contacted are invited to submit a proposal in accordance with the policies, procedures, and dates set forth herein. NOTE: In the event of a "no proposal," please sign the RFP, indicate "No Proposal," and return. The intent of this Request for Proposal is to select one custodian for the City. The City does not intend to split its investment, safekeeping and custodial services between entities. The City may decide to undertake securities lending transactions through an ancillary selection process. The City has no expressed or implied obligation to reimburse responding Providers for any expenses incurred in preparing proposals in response to this request. All material submitted to the City of Fort Collins in response to or regarding this RFP becomes the property of the City and will be returned to the institution only at the City's option. The City reserves the right to withdraw this RFP at any time and for any reason. The City may issue any combination of clarifications, modifications, or amendments it may deem appropriate. Proposal Calendar The following calendar outlines the critical dates for the City of Fort Collins Investment, Safekeeping and Custodial Services RFP process. The City reserves the right to adjust this timetable as required and will provide written notice of any changes to all institutions that may desire to submit a proposal. Date August 30 September 11 October 4 October 27 October 27 to December 31 January 1, 2007 Event Written proposal inquiries due by 3:00 p.m. Proposals due. Sealed proposals with six (6) copies. Interviews, if necessary. Evaluations completed. Contract sent to selected Provider. Preparation and revisions to contract; Implementation. Contract begins. 3 Inquiries about the Request for Proposal and the Subject Any questions or clarification regarding this RFP and the subjects contained therein must be made in writing by August 30, 2006. If there is any perceived ambiguity, conflict, discrepancy, omission, or other error in the RFP, the Provider should immediately notify the City in writing and request modification or clarification of the document. Written responses to all submitted inquiries will be given by written notice to all potential firms on or before September 5. The Provider desiring to submit a proposal is responsible for clarifying any ambiguity, conflict, discrepancy, omission, or other error in the RFP prior to submitting the proposal. Please direct all written inquiries to: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins P.O. Box 580 Fort Collins, CO 80522-0580 By facsimile: 970/221-6707 Via e-mail: joneill@fcgov.com Such inquiries will be accepted until 3:00 p.m., August 30, 2006. All inquiries regarding content or investment, safekeeping, and custodial services issues received by the Purchasing Department will be forwarded to the appropriate staff person for review and will receive a response. Contact with City personnel, other than written inquiries to Jim O'Neill, Chuck Seest , or Harold Hall, regarding this RFP may be grounds for elimination from the selection process. :I News Release News releases pertaining to this selection process or any part of the subject shall not be made without prior written approval by the Financial Officer. Direct all information regarding news releases to: Chuck Seest, Financial Officer City of Fort Collins Finance Department P.O. Box 580 Fort Collins, CO 80522-0580 Facsimile: 970/221-6782 E-mail:cseest@fcgov.com 5 Section 2. Proposal Submittal Instructions Submittal All proposals must be in a single sealed package and clearly marked on the outside with the RFP number (RFP- P1035) The U.S. Mail address for proposals is: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins Purchasing Division P.O. Box 580 Fort Collins, CO 80522-0580 If a delivery service to the office address is used, please use the following address: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins Purchasing Division 215 North Mason Street, 2nd Floor Fort Collins, CO 80524 All proposals must be received by 3:00 p.m. (according to the City's bid clock) on September 11, 2006. Any proposals received after this time will not be considered and will be returned. Faxed proposals will not be accepted. The City reserves the right to reject any or all proposals submitted, to waive informalities, and minor irregularities in proposals received, and to accept any portion of a proposal or all items of a proposal if deemed in the best interest of the City to do so. The City reserves the right to retain all proposals submitted and to use any ideas or information provided in a proposal regardless of whether that proposal is selected. Submittal of a proposal indicates acceptance by the Provider of the conditions contained in the RFP unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the Provider. According to the Colorado Open Records Act, all information submitted in response to this RFP is a public record. Such information will be available for inspection upon completion of contract negotiations and award. The Provider should not include as a part of the response to this RFP any information that the Provider believes to be a trade secret or other privileged or confidential data. If the Provider wishes to include such information in the proposal, then the material must be placed in a separate envelope and labeled with the proposal number and clearly marked confidential. The City will endeavor to keep that information confidential, separate and apart from the proposal, subject to the provisions of the Colorado Open Records Act (CRS 23-72-201 et.seq.) or court order. N Format All Providers should organize their proposals according to the format described below. Failure to comply with all provisions of this RFP may result in the proposal being disqualified. Significant deviation from the format prescribed below may also result in the proposal being disqualified. Providers must submit proposals that are substantially complete, thorough, and accurate. Brochures and other similar background material may be attached to the proposal but will not be used by the City evaluation team in determining the extent to which the proposal is responsive or complete. The proposal should be bound and include the following items (in order): 1. Title Page 2. Table of Contents 3. Executive Summary 4. Copy of the Proposal Certification Form (Exhibit C) 5. Responses to the "Scope of Services to be Provided" 6. Completed Exhibit A: "Deadline, Cutoff and Notification Times" 7. Completed Service Pricing Schedule (including analysis of Securities Lending activities) 8. Sample Account Analysis Form 9. Sample Agreements (i.e., Wire Transfer Agreement) 10. Sample Reports 11. Appendices (i.e., Bank Call Reports) Implied Requirements Products and services that are not specifically requested in the RFP, but are necessary to provide the functional capabilities offered by the Provider, shall be included in the proposal. Required Items Included in the sealed proposal package, but not bound with the proposal, each institution must include a Transmittal Letter. This letter should briefly state the Provider's understanding of the work to be accomplished, provide a commitment to perform the work, and indicate the proposal is firm and irrevocable for the period of the contract. It should also identify all materials and enclosures included in the response to the RFP. Each Provider must submit copies of its three (3) most recent audited financial statements in the sealed proposal package, but should not bind the statements with the proposal document. Exceptions to the Prescribed Format In prescribing the format for proposals, the City desires to make the responses from the Providers consistent and comparable. The City recognizes that Providers may vary in their approach and processes to providing the required services. Proposals that deviate significantly to the required format may be rejected. All requested information must be submitted, or if not, an explanatory statement summarizing the Provider's reason for not submitting the requested information must be given. 7 Proposal Term All proposals must be valid for 90 calendar days from the required submittal date. Section 3. Proposal Evaluation and Selection General Evaluation Guidelines Opening Time and Date: Purchasing staff will open proposals on September 11, 2006, at 3:00 p.m. Mountain Daylight Savings Time, at the Purchasing Division Office located at 215 N. Mason Street, 2nd Floor, Fort Collins, Colorado. Public Record Disclaimer: Under the Colorado Open Records Act, all information in the proposals is a public record and will be available for inspection upon completion of contract negotiations and award. Only the names of the Providers submitting proposals will be released prior to the completion of contract negotiations and award. Evaluation: The City's proposal evaluation team will read and evaluate all proposals submitted. The evaluation team will include the Director of Purchasing, the Financial Officer, the Investment Administrator, and the Finance Department Financial Analyst. Use of Pre -determined Criteria: The evaluation team will use the City's standard evaluation criteria, modified slightly for investment, safekeeping and custodial services. The Director of Purchasing and the Financial Officer may eliminate proposals that are clearly non -responsive to the stated requirements. Additional Information: Throughout the evaluation and selection process, the Director of Purchasing and Financial Officer reserve the right, in the best interest of the City, to request additional information or clarification from the Providers, or allow corrections of errors or omissions. At the discretion of the City, Providers may be requested to make oral presentations as part of the evaluation process. Amendments: After proposals are opened, Providers may not amend or clarify submitted proposals unless the Director of Purchasing and Financial Officer request such information. Basis of Selection: The selection will be made on the basis of the one being the most advantageous to the City, price and other factors considered. Lowest cost may not indicate the highest ranked candidate. Cost is only one of several evaluation criteria. Council Approval: Under the Charter and Code of the City of Fort Collins, the selection by the evaluation team is not subject to Council approval. 9 Criteria for Evaluation of Proposals The evaluation team will use the following criteria to judge and score the written proposals and, if necessary, for interviews. The rating scale shall be from 1 to 5, with 1 being the lowest score, 3 being an average rating, and 5 being an outstanding rating. WEIGHTING QUALIFICATION STANDARD FACTOR 5 Cost Fees and Compensation.The proposal that provides the services at the lowest total cost to the City. The total cost for the requested custodial services will be determined using the attached Pricing Schedule (Exhibit B). The City will consider the impact of incremental revenues generated by proposed Securities Lending activities. 5 Understanding City Degree to which the proposal and supporting materials Needs demonstrate that the Provider understands the City's needs and operational requirements. Quality and scope of the conversion implementation plan. 3 Financial Strength Evaluation of key financial ratios and financial strength. 4 Scope of Services The availability and quality of services proposed by the Provider. Includes the value of any new product or service suggestions or other new ideas and enhancements. 3 Experience The experience, resources, and qualifications of the Provider and individuals assigned to the City's account. Relevant experience managing similar relationships with public sector clients. At the option of the City, interviews and site visits may be conducted with some or all of the Providers responding to this Request for Proposal. The final selection will be based on an evaluation of all of the information submitted and the City's determinations that the proposal will best serve the City's needs. Performance Standard In their proposals, Providers should strive to meet or exceed the standards of performance provided in this RFP. The evaluation team retains the SOLE responsibility to determine the extent to which proposals meet or exceed the standards of the City. 9 Acceptance Time The City intends to make a bid selection for contract negotiations by November 15, 2006. Award shall be recommended to the proposer whose proposal best meets the needs of the City, not necessarily to the lowest cost proposer. Acceptance of Proposal Content Upon selection by the City, the contents of the proposal become contractual obligations. If the selected Provider does not accept these obligations, the City may cancel this award and disqualify the proposing Provider from future solicitations. The City shall have the right to use any ideas contained in any proposal from any Provider that has submitted a proposal in response to the RFP. Selection or rejection shall not affect this right. Contract Negotiation If necessary, the City shall have the right to negotiate with one or more of the Providers that respond to this RFP or the successful Provider. The content of the RFP and the selected Provider, including the scope of services, will become an integral part of the Contract, but may modified by the Contract. By responding to this RFP, the Provider acknowledges the willingness to include, in the Contract, any information provided in response to this RFP. A proposal in response to this RFP is an offer to contract with the City based on the terms, conditions, scope of work, and specifications contained in the RFP. The City's Standard Services Agreement is attached as Appendix A. The City expects that both parties will execute the contract prior to the commencement of investment, safekeeping and custody services on January 1, 2007. During the period between the award and the completion of the Contract, this RFP, in conjunction with the accepted proposal, will constitute, unless otherwise negotiated, a legal binding contract between the City and the selected Provider. If the selected Provider fails to sign and return a contract in substantial compliance with the RFP and proposal within 15 days after completion of the contract documents, withdraws from negotiating the contract documents, or otherwise fails to complete the transaction, the City shall have the right to recover all expenses incurred in reliance upon the proposal, including reasonable attorney's fees. If the selected Provider fails to sign and return the contract documents within 15 days following the receipt thereof, the City may annul the award. The City may then alternately make the award to the next highest ranked Provider. The City also retains the right not to make any subsequent award. According to the Contract, the City may terminate the Contract upon 90 calendar days written notice. The selected Provider shall waive all rights to security interests and rights to set -offs to City deposits. 10 The City retains the specific power and authority to require the selected Provider to furnish, such information the City may request or demand concerning the portion of deposits which are issued by the Federal Deposit Insurance Corporation, the amounts of the Provider's capital funds, and the nature, amount, market value, and location of the eligible collateral maintained or pledged by it to secure City deposits. Term of Contract The City is seeking a contract for a period of one year, with the option to renew four additional one- year periods. In order to determine the maximum cost of the investment, safekeeping and custody services contract, the City will evaluate each proposal based on the entire contract cost over five years. Therefore, specific annual costs must be given for each of the five years. Please note that Exhibit B requires a total dollar cost for each of the five years. Commencement of Services The City expects that investment, safekeeping and custody services selected through this RFP process shall commence on or before January 1, 2007. 11 Section 4. Scope of Services to be Provided Any proposal must commence with responses or compliance statements to each of the following points. Please reference the Section number for each response. A. General Service Requirements and Overview 1. Safety of City assets is the highest priority under this contract. As the City's custodian, the Provider will be acting as a fiduciary agent of City. State the Provider's general philosophy on the safeguarding of public assets in this capacity. 2. The City anticipates that it will establish a cash account with the Provider to fund purchase of securities or accept credit from sale or interest of securities. The City may also transfer funds on settlement day for all security deliveries. All deliveries will be made delivery versus payment (DVP). On the sale or maturity of a security, funds would normally be held in the cash account for reinvestment by the City. In the normal course of business, should there be delays or fails on the deliveries, funds may be left in the cash account for an unspecified period of time. This cash account would be maintained by the Provider and must have the capability to be automatically swept into an authorized investment vehicle (approved money market fund). Specific sweep options are required in Section 4.D.11. Since City funds must be collateralized, insured or invested, the proposal must describe the general flow of funds anticipated and how those funds would be collateralized, insured or invested. Securities used as pledged collateral for deposits must be held in an independent third -party entity not within the same bank holding company. If collateral is pledged, the Provider will execute a tri-party safekeeping agreement with the City and the Safekeeping Bank for safekeeping of these collateral securities, as applicable. Please state the third -party bank to be used in such a situation. 3. There will be no investment activities transacted with the custodial branch of the institution except the provision of an overnight sweep capability, if desired by the City. Any repurchase agreement must be with a separate primary dealer as counterparty although custody of collateral can be safekept with the Provider. Provider should describe how such a relationship could be structured and/or state any difficulty with this provision. Please provide a reference for a comparable relationship. 4. The City wants to be able to report all investments in its financial statements as Category #1 under GASB Statement III ("Deposits with Financial Institutions, Investments and Reverse Repurchase Agreements") provisions which requires securities be insured or registered in the name of the governmental entity or held by the entity's agent in the governmental entity's name. Please describe how the Provider assures such classification. B. Mandatory Requirements 1. Non -Discrimination of Provider and Sub -Contractors The City is committed to equal opportunity and affirmative action. It is the policy of the City that the maximum practical opportunity to participate in government contracts be provided to minority and women enterprises. The Provider shall at all times in the bidding and contracting period comply with all applicable city, county, state and federal anti- discrimination laws, rules, regulations and requirements. 12 Any violations of this provision shall be considered a violation of a material provisions of the contract and shall be grounds for cancellation, termination, or suspension in whole or part of the agreement with the City. Please respond by describing how the Provider provides for such opportunities and describe the minority representation in your organization. 2. Bank Providers a. In accordance with the provisions of Colorado State law, Colorado Banking Institutions must be designated as a public depository by the State of Colorado. Please state the Provider's status. b. The Community Reinvestment Act (CRA) of 1977 stipulates that banks and other financial institutions must meet the credit needs of the communities they serve. Proposals should include a copy of the bank's most current CRA policy statement and the current CRA rating of the institution. 3. Insurance Requirements Provider must have either insurance or collateral for City funds. State what insurance is available for City funds or whether collateral is available for funds in transit. 4. Ability to Handle All Security Transaction Types a. Provider must be able to handle the following types of security transactions through their own operations or through an established correspondent banking relationship. Please respond to each and state whether each operates on a same day posting and crediting basis for all credit transactions. Fed Wireable Security Transfer (FedWire) Depository Trust Corporation (DTC) Participatory Trust Corporation (PTC) Physical Security Settlement (New York) List your depository memberships (FRB, DTC, PTC) and the services you use at each. How long have you had this membership? Is membership through the Provider or correspondent? Fully describe the use of any sub -custodians. b. If any of these transactions are to occur through a correspondent or sub -custodian relationships, those relationships should be fully disclosed including the length of the relationships. c. What criteria do you use to select sub -custodians? 5. Same Day Posting Requirements Same day posting of all credits and debits (cash transfers, interest payments, maturities, and sales, etc.) is required. Please stipulate the Provider's policy on posting of debits and credits. Please include a schedule of your income and collection standards. 13 6. Immediate Instruction Execution Provider will be required to act promptly on all instructions given by authorized representatives of the City through mutually agreed upon procedures. There is no requirement for the Provider to verify the validity of the transaction, or compliance of that transaction, with state statute or City policy. Please describe Provider's policy and limitations on this issue. C. Institutional Profile Data 1. Brief History and Service Statement a. The Proposal should state a brief history of the Provider institution and development of its custodial division(s) which indicates the scope of service, philosophy as a public depository, and key dates of implementation and enhancement to its custodial services. b. Describe the Provider's commitment to the custodial services business. 2. Financial Information a. The City requires a Provider that is fiscally strong and able to provide these custodial services on an uninterrupted basis. Foremost in any system must be safety of assets and accuracy of information with provision for an adequate audit trail. In order to fulfill the City's fiduciary responsibility to protect public funds, all proposals will include, as part of the proposal: (1) audited financial statements for the three most recent fiscal years, (2) if the Provider is owned by a holding company, financials must also be provided for the holding company, and (3) if a bank, the most recent call reports must be supplied. b. Please provide a statement regarding any recent or anticipated merger, acquisition, or charter change affecting the Provider. If the potential Provider is a bank, the City requires a minimum of a "green" VERIBANC rating. Please state your current VERIBANC rating and any other ratings of note. Banks that do not meet the minimum criteria but desire to submit a proposal must include a written Justification for Consideration. A written Justification for Consideration does not obligate the selection committee to consider the proposal of a bank that does not meet the minimum criteria. 3. Organization a. Briefly describe your organization and its institutional custody division(s). Describe the structure of the organization with core businesses, locations and services. b. Briefly describe your institutional custody service capabilities and what capabilities set you apart from other providers. c. Provide an organizational chart showing the operating interrelationships and authorities within the Provider's entire organization. d. How many professional staff are devoted exclusively to institutional custodial services? 14 e. Are accounts administered by teams or individually? f. Comment on the personnel turnover you have experienced in the last year in the division. 4. Client Base and Trust Assets a. Please state the total of all assets held in custody by the Provider and the number of trust or custodial clients (and average size) currently served. Provide a breakdown of our client base in the categories of personal and institutional accounts, both globally and domestically. b. How many public entities are currently served? How many twelve months ago? Provide ten (10) accounts of comparable size (and asset type) to be used for references. List the name, address and phone number of the appropriate contact person to be used for this reference. c. How many custodial clients has the Provider gained in the last twelve months? d. How many custodial clients has the Provider lost during the past twelve months? And what percent of your total clients does this represent? For each client lost provide the reason for the termination. 5. Service Commitment a. Describe your approach to and level of commitment to client service. Include a statement describing the Provider's approach to satisfying the services requirements of the City. What is the Provider's commitment to institutional custody relationships? Please illustrate. b. How do you monitor customer satisfaction? 6. Training Describe any ongoing educational seminars, user meetings, publications, or other training mechanisms you use for keeping clients informed and educated. (Respond on system specific training in Sections: 4.D.15g, 4.D.18e and 4.E.6d.) 7. Outstanding Litigation Identify and describe any litigation or investigations by a regulatory agency or authority or contingent liabilities your company, its officers or its principals, have been involved in within the last three years relative to your custodial service. D. Required Services 1. Legal Segregation of Securities and Accounts The City requires that all its assets be legally segregated from all other clients for safety. Describe how this separation will be established and maintained. 15 2. Account Executive a. To insure smooth implementation and continuation of services, an account executive must be assigned to the City's account to coordinate the account services and expedite the solution of any problem. The account executive will work with the City representative as central coordinators on all matters under the resulting contract. The City expects that all custodial problems and questions can be addressed through this one account executive. Provide the name, title and qualifications of the account executive expected to be assigned to the account. Please state how long the person has been in their current position and the training or experience they have had. b. How many accounts are assigned to the executive? Typically how many accounts are assigned to each account representative? c. Is account administration handled as a team or individual effort? d. Trained and competent backup for the account executive, familiar with the account, should also be assigned. Provide the name, title and qualifications of the back-up personnel expected to be assigned to the account. e. Describe the policy on notification of changes in these positions during the contract period. 3. Accounting a. Accurate accounting is critical to the City. Describe your accounting process (or module) and the degree of flexibility available through it. b. Does your system report or accommodate trade date, settlement date and accrual accounting? What accounting methods do you offer? (Trade or settlement? Cost basis? Amortization?) c. What is your source of pay down information? When is this posted? Do you maintain records of the original face amount? d. How do you handle corrections/reversals (i.e. as an adjustment or an offsetting sale or purchase?) e. What is your policy toward same day crediting of interest and dividends on payable dates? Are payments credited in same day funds? If not credited on the same day how is the City compensated? f. When are funds withdrawn for purchases? 4. Security a. What security procedures and precautions are in place to protect City information, especially with respect to unauthorized on-line access or telephone instructions? Please fully describe all security measures. b. What procedures restrict unauthorized use at the time of transaction recording? MV c. How are authorization codes assigned? Are authorization codes changed periodically? How often? 5. Delivery versus Payment "DVP" Settlement All securities transactions must be delivery versus payment (DVP). Describe how this process will function and how the DVP protection is assured. 6. Securities Movement and Trade Settlement a. Describe your system for settlement, registration and custody of assets. Can you handle same -day turnaround transactions? b. Describe your "DK" wiring procedures. c. Describe where and how the receipt and delivery of physical securities occurs and how they are secured. Describe any involvement by correspondent banks in the clearing. d. Describe the physical security systems of your vault and custody areas. e. Do you verify transaction detail from client instructions? How? When? f. Describe the flow of data for the following transaction types. (Provide flow charts if necessary.) (1) Receipt and transference of trade instructions on purchases and sales. (2) Clearing functions. (3) Transfer to safekeeping. (4) Payment for income and maturities. (5) Handling of repurchase agreement collateral. (6) Handling of reverse repurchase agreement activity. (7) Delayed deliveries and sales. g. How do you handle corporate actions? (splits, dividends, etc.) 7. Service Deadlines and Cutoffs What are your trade settlement instruction deadlines for timely processing of regular and same -day transactions? Proposal must include completion of Exhibit A. 8. Fail Process and Policy a. Does the Provider take responsibility for collection of due bills, interest and fails? Describe your policy. b. What is your client compensation policy on failed transactions? c. What procedures are in place to identify, follow-up and resolve failing trades? What percent of transactions failed for the most recent calendar year? (Purchases and sales.) d. How many times in the past year have your electronic information systems been out of service due to reasons internal to your company? How long were the downtimes? If 17 you had outages or downtimes, what has been done to eliminate the problem(s)? 9. Wire Transfers a. A separate wire transfer agreement must be executed with the Provider establishing the names of authorized individuals and repetitive wires, etc. This may be the Provider's standard agreement form. The City will retain the right to modify the form if found necessary. Please provide a copy of this agreement. b. Describe the procedures and controls for repetitive and non -repetitive wires including security controls. Is wire transfer transaction processing available on line? c. Wire transfers must be credited the same day as received. The proposal will list all deadlines and cutoff times on Exhibit A. 10. Daylight Overdraft Provisions Every effort will be made to eliminate daylight overdraft situations on the City's account. However, in case this situation does arise, the proposal should include any and all policies regarding daylight overdraft charges or handling procedures. 11. Sweep Provisions a. Do you provide an automated daily sweep mechanism for anticipated or unanticipated cash balances? Describe all alternatives available to the City for its cash balances. Include timing restraints and controls that assure that funds are not left unprotected. The prospectus for each alternative must be provided for review and approval before use by the City. b. Are balances automatically monitored to assure no uninvested balances? Who directs this process and what are the deadlines for the service? 12. Collateral ization a. If a non -Colorado bank, the Provider will agree to obtain and maintain collateral acceptable to the City sufficient to cover all anticipated intra-day and overnight balances, above the FDIC insured limit of $100,000. Please state bank's agreement to this requirement. How will the City be assured that acceptable collateral is maintained? Colorado Banks must be designated as Colorado Public Depositories by the State of Colorado and meet all Public Depository Protection Act requirements. b. Describe any alternative to this collateral ization requirement. c. What margin will be used for collateral provided? For collateral safekeeping, a tri-party agreement must be executed between the bank, the City and the safekeeping bank which outlines the responsibilities of each. The safekeeping bank will provide original, third party safekeeping receipts detailing the collateral which clearly shows, on its face, that the security is "Pledged to..." All substitutions of collateral are to be in writing and the entity will make every effort to approve and process them in a timely manner. 13. Pricing of Securities M; a. Describe your pricing services. b. What is the source of your pricing data for securities authorized by the City? c. How do you price securities not available from pricing services? d. How frequently do you price securities? e. Will the City have access to your pricing service? 14. Reporting a. Accurate and timely reporting is of critical importance to the City. Describe your standard and custom reporting package(s) and alternatives. Describe and submit copies of all standard reports available and how they are made available (paper only, on-line, real-time, next day, delayed, etc.). Describe all aspects of reporting and download capabilities. b. How soon after calendar month -end can you provide reports, or a disc or tape of holdings if requested? Can you provide system to system electronic data transmission? PC downloading? Internet access? c. What information, current, future cash flow, and historical is available on-line? How long is historical data available on-line? How long does the Provider maintain historical data? Are there charges for research? d. Describe the confirmation process for each settlement. Provide a sample confirmation. e. Is an original safekeeping receipt issued for each holding? f. How do you handle notification on mortgaged -backed securities principal and interest? g. Do you use CUSIPs or internal identification numbers for your securities? Are CUSIP numbers on each report? h. What is the interday time lag between trade execution, posting, and availability of on-line information to the client? I. What are your transaction confirmation procedures as it relates to notifying the City on upcoming interest payments, call actions, and receipts of payments and calls. 15. Systems a. Describe the automated systems and environment supporting the custodial services (age, state of development, etc.) and describe the Provider's commitment to system development and maintenance. Include your current capacity and track record. b. Within your institution, does your custody system use dedicated or shared computers? If shared, what is its priority level? c. Between what hours each business day is information available? The proposal should 19 state in Mountain Standard Time (MST) when information and access will be available each business day. d. How long has on-line inquiry and reporting been available to clients? e. The City desires on-line transaction processing if possible. Can all custody transactions be entered, completed and reviewed on-line? Provide examples of all transaction screens. f. Do you provide an 800- or local number for dial -in information? g. What system's training is available for the City personnel? h. Briefly describe you method of controlling client access. i. How long has the current system been in place? What changes in the systems, if any, are anticipated and in what time -frame? j. How much funding have you committed to computer systems and data processing for custodial accounts and systems in the past five years? k. Does the system provide electronic mail capabilities between the City's and Provider's personnel? I. List any circumstances or situations in which the information sent electronically by the City would be manually entered at the Provider. m. Back-up via telephone must be available for transaction processing. Describe this process. n. Specify any hardware and software required of the City for on-line services. 16. Auditing Procedures a. Describe your daily and periodic auditing procedures for both internal and external processes. Will the City have access to audit information? b. Would the City's accounting reports be audited for accuracy before submission to the City? Describe this process. 17. Back-up and Disaster Plans a. It is imperative that the City have access to its financial assets in case of a disaster. Describe your disaster and back-up plan and capabilities including data processing systems, telephone access, system security controls, and customer identity controls. b. How often is the plan tested? c. Has this plan had to be used within the past three years? 20 18. Conversion a. Describe your approach to the implementation and conversion process as City assets are moved to the Provider. Include an estimated conversion calendar. b. What resources will be dedicated to the conversion effort? c. What controls are suggested for this period? d. What type and level of City involvement do you foresee in the process? e. What training is offered to the City during transition? f. What is the relationship between the transition team and the permanent support staff? What role will the account executive play in the conversion? g. What costs are associated with the conversion? List all types and charges on Exhibit B. h. Will the Provider defray any costs the City may incur from the present custodian for transferring assets? E. Optional Services 1. Subsequently Added Services It is the intent of the City to pay for all services on a fee basis. If new services become available and are provided during the period of this contract, how will the City be charged? Describe your policy on subsequently added services. 2. US Treasury Auctions During the course of the contract the City may wish to take advantage of the US Treasury's Automated Auction Bidding for Institutional Investors. Since this requires electronic bid submission and FedLine connections, the proposal should state whether the Provider currently has, or plans to have, the capability to handle such transactions. 3. Computer Terminal Link Should services provided by the Provider require a computer terminal for inquiry and updates (not available through a personal computer), the City would request that two terminals be provided by the Provider for the City's Treasury and Accounting Departments. Provide a full explanation and cost estimate. Specify systems requirements and costs. 4. Securities Lending The City may elect to do securities lending transactions with other institutions. a. Do you provide securities lending? If so, describe your program and the services provided. What differentiates your program from others? b. Is the securities lending group in-house? A part of the custody operation? 21 c. How long have you provided securities lending services? d. If provided through a third party, identify the vendor, their split of revenues and the residual percentage to the City. How long have you had this relationship? e. How do you minimize the risk in securities lending? f. Provide a list of borrowers with whom the Provider works and a copy of the current collateral contract. g. How many institutional custodial clients currently use the securities lending services? (Identify public versus private.) h. How often is the creditworthiness of borrowers reviewed? I. Describe the type of securities in the program. j. Do you mark -to -market daily? Is collateral adequacy monitored daily? k. How is cash collateral invested? I. Provide a copy of all transaction and income reports. Describe the on-line reporting availability for securities lending. m. Can assets be designated as available for different sector types and varying time frames? n. Are loaned securities flagged on the custody reports for client identification? o. To what degree are the securities lending clients insured against losses in the program? p. On the City's portfolio provided as part of this RFP, what incremental revenues (in basis points per annum) could be expected in a year? Do you guarantee income? 5. Investment Management a. What investment management services do you provide? b. Does the Provider act as third party custodian for existing repurchase agreement programs with multiple primary dealers which allows on-line rate inquiry and transaction processing? 6. Performance Management a. Does the Provider provide portfolio performance measurement? What are the performance products available? What portion of these services are available on-line? What are the advantages of using your performance management services? b. What level of control on the reporting and options are available for this service? c. Can the program download to Excel? Other software applications? 22 d. What training is available to the City in understanding your performance products? e. What costs are associated with these services? F. Additional or Alternative Services Any additional service or permissible alternatives to the required services, whether for charge or no charge, should be specified under this section. If alternatives are offered on services outlined above, please note the reference number from the RFP for the service. Give a full description of the service along with all charges and detail charges on Exhibit B. The volume for such transactions will be available upon written request. Describe any service restrictions or limitations. Section 5. Pricing Proposal A. Basis of Compensation a. Compensation will be on a fee basis with respect to the services used and detailed on the account analysis. The Provider will be paid upon receipt and verification of the account analysis maintenance report each month. If another payment schedule is desired, proposal should so state the schedule and requirements of that proposal. b. Please state when the account analysis will be provided and provide a sample of the proposed account analysis form. B. Exhibit B Each proposal must include a completed Exhibit B which details all services and the fee to be charged for each. Any additional services should also be stipulated on Exhibit B. 23 EXHIBIT A DEADLINE, CUTOFF AND NOTIFICATION TIMES Purchase/ Sale/ Receipt Delivery SAME DAY TRANSACTIONS Federal Reserve (FedWire) NY Physical - (Muni/Equities/Corporates) NY Physical Money Markets (CP) DTC PTC REGULAR SETTLEMENT (NEXT DAY / CORPORATES — 3 DAY) Federal Reserve (FedWire) NY Physical - (Muni/Equities/Corporates) NY Physical Money Markets (CP) DTC PTC State any exemptions, restrictions or limitations on these deadlines below. 24 EXHIBIT B MAY ONLY SHOW THROUGH YEAR 4, HOWEVER PLEASE SUBMIT THRU YEAR 5 (Cost per Item and Total Cost) AND SUBMIT A GRAND TOTAL FOR FIVE YEARS. Exhibit B: Pricing Schedule City of Fort Collins Investment, Safekeeping and Custodial Services Estimated Year 1 Year 2 Year 3 Year 4 Year 5 Grand Type of Service Annual Use Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Total 5yrs Account Analysis 1 statement Account maintenance 3 accounts Sweep Access Daily Securities Safekeeping As a % of portfolio balance $ 308,798,270 Per Security: (# of securities shown is at a point in time) Fed wireable (incl. repo) 110 DTC 25 PTC 6 Physical - NY 5 Other ) Credit Posting 300 Interest/ dividend payments Principal paydowns 84 Maturities (excl. repo) 35 Repo redemption (1) 52 Sales 5 Calls 41 Other( ) Estimated Year 1 Year 2 Year 3 Year 4 Year 5 Grand Type of Service Annual Use Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Total 5yrs DTC 20 PTC 10 Physical 2 Deliveries Out: Fedwire (with repo) (1) 150 DTC 20 PTC 10 Physical 2 Wire Transfers Incoming 20 Outgoing 20 Cost of Collateral or Dep Insurance Training (specify cost per hour) Reports Web access Daily Hard copy Monthly Provider's software Daily Pricing (per cusip) Daily / items Daylight Overdraft Charges (per occurance) Estimated Year 1 Year 2 Year 3 Year 4 Year 5 Grand Type of Service Annual Use Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Total 5yrs Conversion Costs Research (per hour) Performance Mgt Reporting Other (please specify) GRAND TOTAL: Projected earnings on sweep account: (avg $500k) EXHIBIT C CITY OF FORT COLLINS REQUEST FOR PROPOSAL P1035 INVESTMENT, SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL CERTIFICATION FORM The undersigned hereby affirms that: 1. He or she is a duly authorized agent of the custody provider issuing this proposal and that all information provided in the proposal is true and accurate; 2. He or she has read the conditions and specifications that have been made available to the custody provider in conjunction with this RFP and fully understands and accepts these terms unless specific variations have been expressly listed in the custody provider's proposal; 3. The custody provider will follow and adhere to all terms and conditions and provide, at a minimum, all services as expressed in the RFP and the custody provider's proposal responding to the RFP; 4. The custody provider's proposal is offered independently of any other proposer and is in full compliance with the terms specified in the RFP; 5. The custody provider will accept any awards made to it, contingent on contract negotiation, as a result of the RFP for a minimum of ninety (90) calendar days following the date and time of the bid opening; and 6. If awarded a contract, the custody provider warrants that it will not delegate or subcontract its responsibilities without the express prior written permission of the City of Fort Collins. Signature of the Custody Provider Official: Name of Official (typed): Title: Name of Custody Provider: Date Note: Proposals submitted without the manual signature of an authorized agent of the custody provider may be considered non -responsive and ineligible for award. APPENDIX A SAMPLE SERVICES AGREEMENT PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and , [insert either a corporation, a partnership or an individual, doing business as ], hereinafter referred to as "Professional". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of ( ) page[s], and incorporated herein by this reference. 2. The Work Schedule. [Optional] The services to be performed pursuant to this Agreement shall be performed in accordance with the Work Schedule attached hereto as Exhibit "B", consisting of ( ) page[s], and incorporated herein by this reference. 3. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated within ( ) days following execution of this Agreement. Services shall be completed no later than . Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in writing by the parties hereto. 4. Early Termination by City. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Professional. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent 1 to the following addresses: Professional: City: With Copy to: In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 5. Design, Protect Indemnity and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City; and for the City's costs and reasonable attorneys fees, arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professional shall maintain commercial general liability insurance in the amount of $500,000 combined single limits, and errors and omissions insurance in the amount of 6. Compensation. [Use this paragraph or Option 1 below.] In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional a fixed fee in the amount of ($ ) plus reimbursable direct costs. All such fees and costs shall not exceed ($ ). Monthly partial payments based upon the Professional's billings and itemized statements are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant 1► hereto and upon the City's approval of the Professional's actual reimbursable expenses. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City. 6. Compensation. [Option 11 In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional on a time and reimbursable direct cost basis according to the following schedule: Hourly billing rates: Reimbursable direct costs: with maximum compensation (for both Professional's time and reimbursable direct costs) not to exceed ($ ). Monthly partial payments based upon the Professional's billings and itemized statements of reimbursable direct costs are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant hereto and upon the City's approval of the Professional's reimbursable direct costs. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings and other services rendered by the Professional shall become the sole property of the City. 7. City Representative. The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 8. Project Drawings. [Optional] Upon conclusion of the project and before final payment, the Professional shall provide the City with reproducible drawings of the project containing accurate information on the project as constructed. Drawings shall be of archival quality, prepared on stable mylar base material using a non -fading process to prove for long storage and high quality reproduction. 3 9. Monthly Report. Commencing thirty (30) days after the date of execution of this Agreement and every thirty (30) days thereafter, Professional is required to provide the City Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. Failure to provide any required monthly report may, at the option of the City, suspend the processing of any partial payment request. 10. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 11. Personal Services. It is understood that the City enters into this Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under this Agreement without the prior written consent of the City. 12. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement. 13. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 14. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period often (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail 0 himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 15. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 16. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 17. Special Provisions. [Optional] Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "_", consisting of ( ) page[s], attached hereto and incorporated herein by this reference. 5 THE CITY OF FORT COLLINS, COLORADO M Darin Atteberry, City Manager M James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management DATE: ATTEST: City Clerk APPROVED AS TO FORM: Assistant City Attorney [Insert Professional's name] or [Insert Partnership Name] or [Insert individual's name] Doing business as [insert name of business] in Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: ATTEST: Corporate Secretary (Corporate Seal) on CITY OF FORT COLLINS, COLORADO REQUEST FOR PROPOSAL SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL NUMBER P1035 PROPOSAL DATE: 3:00 p.m. (Our clock) September 11, 2006 Request for Proposal — Table of Contents Section Description Cover Page Table of Contents Request for Proposal Cover Letter Section 1. Introduction and Information about the City and the Finance Department Section 2. Proposal Submittal Instructions Page 2-5 6-7 Section 3. Proposal Evaluation and Selection 8 — 11 Section 4. Scope of Services to be Provided A. General Service Requirements and Overview 12 B. Mandatory Requirements 12 - 14 C. Institutional Profile Data 14 - 15 D. Required Services 15 - 21 E. Optional Services 21 - 22 F. Additional Services 23 Section 5. Pricing Proposal Exhibits A. Deadline and Cut-off Schedules 24 B. Custody Services Pricing Schedule 25 - 27 C. Proposal Certification 28 Appendices A. City of Fort Collins Standard Services Agreement (sample) REQUEST FOR PROPOSAL CITY OF FORT COLLINS PROPOSAL NO. P1035 The City of Fort Collins is seeking proposals from firms for an investment, safekeeping and custodial services contract for the City's portfolio assets. Fort Collins is a municipal corporation which derives its powers from the home rule charter of the City and from applicable Colorado state law. Firms should submit six (6) written proposals to the City of Fort Collins Purchasing Division. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524 If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Proposals must be received before 3:00 P.M. (our clock), September 11, 2006, Proposal No. P1035. Questions concerning the scope of the project should be directed to Chuck Seest, Financial Officer (970) 221-6795 or Harold Hall, Investment Administrator (970) 221-6784. Questions regarding proposal submittal or process should be directed to James B. O'Neill II, CPPO, FNIGP, Director of Purchasing and Risk Management (970) 221-6775. A copy of the Proposal may be obtained as follows: Download the Proposal/Bid from the Purchasing Webpage, www.fcgov.com/purchasing. 2. Come to the Finance Department, Purchasing Division Office, located at 215 N. Mason Street, 2nd Floor, Fort Collins, to request a copy of the Bid. Sales Prohibited -Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies, or services where such officer or employee exercises directly or indirectly any decision -making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kick -back or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management Section 1. Introduction and Information about the City and the Finance Department Purpose and Objectives The City of Fort Collins, Colorado, and its Finance Department (hereafter referred to as the "City") is seeking proposals for an investment, safekeeping and custodial services contract for the City's investment portfolio assets. These services are to meet the City's needs as described in this Request for Proposal (RFP). This RFP contains the instructions governing the proposals to be submitted, the material to be included within the RFP, minimum requirements that must be met to be eligible for consideration, and other requirements. Background Information The City is a municipal corporation organized under Article XX of the Constitution of the State of Colorado. The City derives its powers from the State Constitution, applicable Colorado Revised Statues, and the home rule charter. The City recognizes the custody of its securities and assets as an integral part of its cash management and treasury management program. The leading priority of the City in investment, safekeeping and custodial services is the safety of public funds and assets. Through this contract the City intends to assure the safety of its assets, minimize investment, safekeeping and custodial costs and maximize its investment flexibility and capability. Investment, safekeeping and custodial service providers are being solicited from banks within Colorado, banks outside Colorado, and non -bank custody providers (hereafter referred to as the "Providers"). The institution chosen through this process will be responsible for the safekeeping of the City's securities and for the safe transfer of public funds. The Provider's services will complement those of the City's banking services provider and will be required to work with City staff to assure safety and operational efficiencies. All funds and assets of the City are covered by this proposal and include: operating funds, bond funds, and pension funds. The City's current provider of investment, safekeeping and custodial services is Wells Fargo. According to a separate agreement and not subject to this RFP, First National Bank of Fort Collins provides primary banking services to the City. This contract does not include investment advisory or management services. The City reserves its right to invest as it chooses and the Provider will execute on the proper order of authorized City representatives. The Provider will not be responsible for the composition, compliance or performance of the City's portfolio. Current Investment Practices During the first six months of 2006, the City's portfolio averaged approximately $295 million, consisting of repurchase agreements and a variety of securities that are legal investments under the Fort Collins Municipal Code. The Financial Officer or his assigned representatives are authorized to buy, sell, and exchange all such instruments. All transactions are handled on a delivery -versus -payment basis. Dependent upon market conditions, the portfolio is traded somewhat actively, and investment transactions can be expected daily including collateral transfers for repurchase agreements. As of June 30, 2006, the portfolio allocation was as follows: 2 Par Value # Securities US Government Treasuries 0 0 US Government Agencies 165,321,316 70 GNMAs 159,440 6 Corporate Bonds 18,500,000 13 Commercial Paper 0 0 Bankers' Acceptances 0 0 Repurchase Agreements 123,000,000 3 The City uses overnight or term repurchase agreements for short-term cash needs. The Provider must be able to act as third party custodian for this collateral. Repurchase agreements normally range from $50 to $125 million. Primary securities brokers or dealers (broker/dealers) will deliver between 2 and 6 pieces of collateral per repo transaction. The average repo size for the preceding six months has been $127 million daily. Invitation to Propose By this Request for Proposal, the City is contacting prospective custody providers that have an interest or are known to meet the "Requirements to Propose" as specified below. All interested Providers that were not contacted are invited to submit a proposal in accordance with the policies, procedures, and dates set forth herein. NOTE: In the event of a "no proposal," please sign the RFP, indicate "No Proposal," and return. The intent of this Request for Proposal is to select one custodian for the City. The City does not intend to split its investment, safekeeping and custodial services between entities. The City may decide to undertake securities lending transactions through an ancillary selection process. The City has no expressed or implied obligation to reimburse responding Providers for any expenses incurred in preparing proposals in response to this request. All material submitted to the City of Fort Collins in response to or regarding this RFP becomes the property of the City and will be returned to the institution only at the City's option. The City reserves the right to withdraw this RFP at any time and for any reason. The City may issue any combination of clarifications, modifications, or amendments it may deem appropriate. Proposal Calendar The following calendar outlines the critical dates for the City of Fort Collins Investment, Safekeeping and Custodial Services RFP process. The City reserves the right to adjust this timetable as required and will provide written notice of any changes to all institutions that may desire to submit a proposal. Date August 30 September 11 October 4 October 27 October 27 to December 31 January 1, 2007 Event Written proposal inquiries due by 3:00 p.m. Proposals due. Sealed proposals with six (6) copies. Interviews, if necessary. Evaluations completed. Contract sent to selected Provider. Preparation and revisions to contract; Implementation. Contract begins. 3 Inquiries about the Request for Proposal and the Subject Any questions or clarification regarding this RFP and the subjects contained therein must be made in writing by August 30, 2006. If there is any perceived ambiguity, conflict, discrepancy, omission, or other error in the RFP, the Provider should immediately notify the City in writing and request modification or clarification of the document. Written responses to all submitted inquiries will be given by written notice to all potential firms on or before September 5. The Provider desiring to submit a proposal is responsible for clarifying any ambiguity, conflict, discrepancy, omission, or other error in the RFP prior to submitting the proposal. Please direct all written inquiries to: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins P.O. Box 580 Fort Collins, CO 80522-0580 By facsimile: 970/221-6707 Via e-mail: joneill@fcgov.com Such inquiries will be accepted until 3:00 p.m., August 30, 2006. All inquiries regarding content or investment, safekeeping, and custodial services issues received by the Purchasing Department will be forwarded to the appropriate staff person for review and will receive a response. Contact with City personnel, other than written inquiries to Jim O'Neill, Chuck Seest , or Harold Hall, regarding this RFP may be grounds for elimination from the selection process. :I News Release News releases pertaining to this selection process or any part of the subject shall not be made without prior written approval by the Financial Officer. Direct all information regarding news releases to: Chuck Seest, Financial Officer City of Fort Collins Finance Department P.O. Box 580 Fort Collins, CO 80522-0580 Facsimile: 970/221-6782 E-mail:cseest@fcgov.com 5 Section 2. Proposal Submittal Instructions Submittal All proposals must be in a single sealed package and clearly marked on the outside with the RFP number (RFP- P1035) The U.S. Mail address for proposals is: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins Purchasing Division P.O. Box 580 Fort Collins, CO 80522-0580 If a delivery service to the office address is used, please use the following address: James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management City of Fort Collins Purchasing Division 215 North Mason Street, 2nd Floor Fort Collins, CO 80524 All proposals must be received by 3:00 p.m. (according to the City's bid clock) on September 11, 2006. Any proposals received after this time will not be considered and will be returned. Faxed proposals will not be accepted. The City reserves the right to reject any or all proposals submitted, to waive informalities, and minor irregularities in proposals received, and to accept any portion of a proposal or all items of a proposal if deemed in the best interest of the City to do so. The City reserves the right to retain all proposals submitted and to use any ideas or information provided in a proposal regardless of whether that proposal is selected. Submittal of a proposal indicates acceptance by the Provider of the conditions contained in the RFP unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the Provider. According to the Colorado Open Records Act, all information submitted in response to this RFP is a public record. Such information will be available for inspection upon completion of contract negotiations and award. The Provider should not include as a part of the response to this RFP any information that the Provider believes to be a trade secret or other privileged or confidential data. If the Provider wishes to include such information in the proposal, then the material must be placed in a separate envelope and labeled with the proposal number and clearly marked confidential. The City will endeavor to keep that information confidential, separate and apart from the proposal, subject to the provisions of the Colorado Open Records Act (CRS 23-72-201 et.seq.) or court order. N Format All Providers should organize their proposals according to the format described below. Failure to comply with all provisions of this RFP may result in the proposal being disqualified. Significant deviation from the format prescribed below may also result in the proposal being disqualified. Providers must submit proposals that are substantially complete, thorough, and accurate. Brochures and other similar background material may be attached to the proposal but will not be used by the City evaluation team in determining the extent to which the proposal is responsive or complete. The proposal should be bound and include the following items (in order): 1. Title Page 2. Table of Contents 3. Executive Summary 4. Copy of the Proposal Certification Form (Exhibit C) 5. Responses to the "Scope of Services to be Provided" 6. Completed Exhibit A: "Deadline, Cutoff and Notification Times" 7. Completed Service Pricing Schedule (including analysis of Securities Lending activities) 8. Sample Account Analysis Form 9. Sample Agreements (i.e., Wire Transfer Agreement) 10. Sample Reports 11. Appendices (i.e., Bank Call Reports) Implied Requirements Products and services that are not specifically requested in the RFP, but are necessary to provide the functional capabilities offered by the Provider, shall be included in the proposal. Required Items Included in the sealed proposal package, but not bound with the proposal, each institution must include a Transmittal Letter. This letter should briefly state the Provider's understanding of the work to be accomplished, provide a commitment to perform the work, and indicate the proposal is firm and irrevocable for the period of the contract. It should also identify all materials and enclosures included in the response to the RFP. Each Provider must submit copies of its three (3) most recent audited financial statements in the sealed proposal package, but should not bind the statements with the proposal document. Exceptions to the Prescribed Format In prescribing the format for proposals, the City desires to make the responses from the Providers consistent and comparable. The City recognizes that Providers may vary in their approach and processes to providing the required services. Proposals that deviate significantly to the required format may be rejected. All requested information must be submitted, or if not, an explanatory statement summarizing the Provider's reason for not submitting the requested information must be given. 7 Proposal Term All proposals must be valid for 90 calendar days from the required submittal date. Section 3. Proposal Evaluation and Selection General Evaluation Guidelines Opening Time and Date: Purchasing staff will open proposals on September 11, 2006, at 3:00 p.m. Mountain Daylight Savings Time, at the Purchasing Division Office located at 215 N. Mason Street, 2nd Floor, Fort Collins, Colorado. Public Record Disclaimer: Under the Colorado Open Records Act, all information in the proposals is a public record and will be available for inspection upon completion of contract negotiations and award. Only the names of the Providers submitting proposals will be released prior to the completion of contract negotiations and award. Evaluation: The City's proposal evaluation team will read and evaluate all proposals submitted. The evaluation team will include the Director of Purchasing, the Financial Officer, the Investment Administrator, and the Finance Department Financial Analyst. Use of Pre -determined Criteria: The evaluation team will use the City's standard evaluation criteria, modified slightly for investment, safekeeping and custodial services. The Director of Purchasing and the Financial Officer may eliminate proposals that are clearly non -responsive to the stated requirements. Additional Information: Throughout the evaluation and selection process, the Director of Purchasing and Financial Officer reserve the right, in the best interest of the City, to request additional information or clarification from the Providers, or allow corrections of errors or omissions. At the discretion of the City, Providers may be requested to make oral presentations as part of the evaluation process. Amendments: After proposals are opened, Providers may not amend or clarify submitted proposals unless the Director of Purchasing and Financial Officer request such information. Basis of Selection: The selection will be made on the basis of the one being the most advantageous to the City, price and other factors considered. Lowest cost may not indicate the highest ranked candidate. Cost is only one of several evaluation criteria. Council Approval: Under the Charter and Code of the City of Fort Collins, the selection by the evaluation team is not subject to Council approval. 9 Criteria for Evaluation of Proposals The evaluation team will use the following criteria to judge and score the written proposals and, if necessary, for interviews. The rating scale shall be from 1 to 5, with 1 being the lowest score, 3 being an average rating, and 5 being an outstanding rating. WEIGHTING QUALIFICATION STANDARD FACTOR 5 Cost Fees and Compensation.The proposal that provides the services at the lowest total cost to the City. The total cost for the requested custodial services will be determined using the attached Pricing Schedule (Exhibit B). The City will consider the impact of incremental revenues generated by proposed Securities Lending activities. 5 Understanding City Degree to which the proposal and supporting materials Needs demonstrate that the Provider understands the City's needs and operational requirements. Quality and scope of the conversion implementation plan. 3 Financial Strength Evaluation of key financial ratios and financial strength. 4 Scope of Services The availability and quality of services proposed by the Provider. Includes the value of any new product or service suggestions or other new ideas and enhancements. 3 Experience The experience, resources, and qualifications of the Provider and individuals assigned to the City's account. Relevant experience managing similar relationships with public sector clients. At the option of the City, interviews and site visits may be conducted with some or all of the Providers responding to this Request for Proposal. The final selection will be based on an evaluation of all of the information submitted and the City's determinations that the proposal will best serve the City's needs. Performance Standard In their proposals, Providers should strive to meet or exceed the standards of performance provided in this RFP. The evaluation team retains the SOLE responsibility to determine the extent to which proposals meet or exceed the standards of the City. 9 Acceptance Time The City intends to make a bid selection for contract negotiations by November 15, 2006. Award shall be recommended to the proposer whose proposal best meets the needs of the City, not necessarily to the lowest cost proposer. Acceptance of Proposal Content Upon selection by the City, the contents of the proposal become contractual obligations. If the selected Provider does not accept these obligations, the City may cancel this award and disqualify the proposing Provider from future solicitations. The City shall have the right to use any ideas contained in any proposal from any Provider that has submitted a proposal in response to the RFP. Selection or rejection shall not affect this right. Contract Negotiation If necessary, the City shall have the right to negotiate with one or more of the Providers that respond to this RFP or the successful Provider. The content of the RFP and the selected Provider, including the scope of services, will become an integral part of the Contract, but may modified by the Contract. By responding to this RFP, the Provider acknowledges the willingness to include, in the Contract, any information provided in response to this RFP. A proposal in response to this RFP is an offer to contract with the City based on the terms, conditions, scope of work, and specifications contained in the RFP. The City's Standard Services Agreement is attached as Appendix A. The City expects that both parties will execute the contract prior to the commencement of investment, safekeeping and custody services on January 1, 2007. During the period between the award and the completion of the Contract, this RFP, in conjunction with the accepted proposal, will constitute, unless otherwise negotiated, a legal binding contract between the City and the selected Provider. If the selected Provider fails to sign and return a contract in substantial compliance with the RFP and proposal within 15 days after completion of the contract documents, withdraws from negotiating the contract documents, or otherwise fails to complete the transaction, the City shall have the right to recover all expenses incurred in reliance upon the proposal, including reasonable attorney's fees. If the selected Provider fails to sign and return the contract documents within 15 days following the receipt thereof, the City may annul the award. The City may then alternately make the award to the next highest ranked Provider. The City also retains the right not to make any subsequent award. According to the Contract, the City may terminate the Contract upon 90 calendar days written notice. The selected Provider shall waive all rights to security interests and rights to set -offs to City deposits. 10 The City retains the specific power and authority to require the selected Provider to furnish, such information the City may request or demand concerning the portion of deposits which are issued by the Federal Deposit Insurance Corporation, the amounts of the Provider's capital funds, and the nature, amount, market value, and location of the eligible collateral maintained or pledged by it to secure City deposits. Term of Contract The City is seeking a contract for a period of one year, with the option to renew four additional one- year periods. In order to determine the maximum cost of the investment, safekeeping and custody services contract, the City will evaluate each proposal based on the entire contract cost over five years. Therefore, specific annual costs must be given for each of the five years. Please note that Exhibit B requires a total dollar cost for each of the five years. Commencement of Services The City expects that investment, safekeeping and custody services selected through this RFP process shall commence on or before January 1, 2007. 11 Section 4. Scope of Services to be Provided Any proposal must commence with responses or compliance statements to each of the following points. Please reference the Section number for each response. A. General Service Requirements and Overview 1. Safety of City assets is the highest priority under this contract. As the City's custodian, the Provider will be acting as a fiduciary agent of City. State the Provider's general philosophy on the safeguarding of public assets in this capacity. 2. The City anticipates that it will establish a cash account with the Provider to fund purchase of securities or accept credit from sale or interest of securities. The City may also transfer funds on settlement day for all security deliveries. All deliveries will be made delivery versus payment (DVP). On the sale or maturity of a security, funds would normally be held in the cash account for reinvestment by the City. In the normal course of business, should there be delays or fails on the deliveries, funds may be left in the cash account for an unspecified period of time. This cash account would be maintained by the Provider and must have the capability to be automatically swept into an authorized investment vehicle (approved money market fund). Specific sweep options are required in Section 4.D.11. Since City funds must be collateralized, insured or invested, the proposal must describe the general flow of funds anticipated and how those funds would be collateralized, insured or invested. Securities used as pledged collateral for deposits must be held in an independent third -party entity not within the same bank holding company. If collateral is pledged, the Provider will execute a tri-party safekeeping agreement with the City and the Safekeeping Bank for safekeeping of these collateral securities, as applicable. Please state the third -party bank to be used in such a situation. 3. There will be no investment activities transacted with the custodial branch of the institution except the provision of an overnight sweep capability, if desired by the City. Any repurchase agreement must be with a separate primary dealer as counterparty although custody of collateral can be safekept with the Provider. Provider should describe how such a relationship could be structured and/or state any difficulty with this provision. Please provide a reference for a comparable relationship. 4. The City wants to be able to report all investments in its financial statements as Category #1 under GASB Statement III ("Deposits with Financial Institutions, Investments and Reverse Repurchase Agreements") provisions which requires securities be insured or registered in the name of the governmental entity or held by the entity's agent in the governmental entity's name. Please describe how the Provider assures such classification. B. Mandatory Requirements 1. Non -Discrimination of Provider and Sub -Contractors The City is committed to equal opportunity and affirmative action. It is the policy of the City that the maximum practical opportunity to participate in government contracts be provided to minority and women enterprises. The Provider shall at all times in the bidding and contracting period comply with all applicable city, county, state and federal anti- discrimination laws, rules, regulations and requirements. 12 Any violations of this provision shall be considered a violation of a material provisions of the contract and shall be grounds for cancellation, termination, or suspension in whole or part of the agreement with the City. Please respond by describing how the Provider provides for such opportunities and describe the minority representation in your organization. 2. Bank Providers a. In accordance with the provisions of Colorado State law, Colorado Banking Institutions must be designated as a public depository by the State of Colorado. Please state the Provider's status. b. The Community Reinvestment Act (CRA) of 1977 stipulates that banks and other financial institutions must meet the credit needs of the communities they serve. Proposals should include a copy of the bank's most current CRA policy statement and the current CRA rating of the institution. 3. Insurance Requirements Provider must have either insurance or collateral for City funds. State what insurance is available for City funds or whether collateral is available for funds in transit. 4. Ability to Handle All Security Transaction Types a. Provider must be able to handle the following types of security transactions through their own operations or through an established correspondent banking relationship. Please respond to each and state whether each operates on a same day posting and crediting basis for all credit transactions. Fed Wireable Security Transfer (FedWire) Depository Trust Corporation (DTC) Participatory Trust Corporation (PTC) Physical Security Settlement (New York) List your depository memberships (FRB, DTC, PTC) and the services you use at each. How long have you had this membership? Is membership through the Provider or correspondent? Fully describe the use of any sub -custodians. b. If any of these transactions are to occur through a correspondent or sub -custodian relationships, those relationships should be fully disclosed including the length of the relationships. c. What criteria do you use to select sub -custodians? 5. Same Day Posting Requirements Same day posting of all credits and debits (cash transfers, interest payments, maturities, and sales, etc.) is required. Please stipulate the Provider's policy on posting of debits and credits. Please include a schedule of your income and collection standards. 13 6. Immediate Instruction Execution Provider will be required to act promptly on all instructions given by authorized representatives of the City through mutually agreed upon procedures. There is no requirement for the Provider to verify the validity of the transaction, or compliance of that transaction, with state statute or City policy. Please describe Provider's policy and limitations on this issue. C. Institutional Profile Data 1. Brief History and Service Statement a. The Proposal should state a brief history of the Provider institution and development of its custodial division(s) which indicates the scope of service, philosophy as a public depository, and key dates of implementation and enhancement to its custodial services. b. Describe the Provider's commitment to the custodial services business. 2. Financial Information a. The City requires a Provider that is fiscally strong and able to provide these custodial services on an uninterrupted basis. Foremost in any system must be safety of assets and accuracy of information with provision for an adequate audit trail. In order to fulfill the City's fiduciary responsibility to protect public funds, all proposals will include, as part of the proposal: (1) audited financial statements for the three most recent fiscal years, (2) if the Provider is owned by a holding company, financials must also be provided for the holding company, and (3) if a bank, the most recent call reports must be supplied. b. Please provide a statement regarding any recent or anticipated merger, acquisition, or charter change affecting the Provider. If the potential Provider is a bank, the City requires a minimum of a "green" VERIBANC rating. Please state your current VERIBANC rating and any other ratings of note. Banks that do not meet the minimum criteria but desire to submit a proposal must include a written Justification for Consideration. A written Justification for Consideration does not obligate the selection committee to consider the proposal of a bank that does not meet the minimum criteria. 3. Organization a. Briefly describe your organization and its institutional custody division(s). Describe the structure of the organization with core businesses, locations and services. b. Briefly describe your institutional custody service capabilities and what capabilities set you apart from other providers. c. Provide an organizational chart showing the operating interrelationships and authorities within the Provider's entire organization. d. How many professional staff are devoted exclusively to institutional custodial services? 14 e. Are accounts administered by teams or individually? f. Comment on the personnel turnover you have experienced in the last year in the division. 4. Client Base and Trust Assets a. Please state the total of all assets held in custody by the Provider and the number of trust or custodial clients (and average size) currently served. Provide a breakdown of our client base in the categories of personal and institutional accounts, both globally and domestically. b. How many public entities are currently served? How many twelve months ago? Provide ten (10) accounts of comparable size (and asset type) to be used for references. List the name, address and phone number of the appropriate contact person to be used for this reference. c. How many custodial clients has the Provider gained in the last twelve months? d. How many custodial clients has the Provider lost during the past twelve months? And what percent of your total clients does this represent? For each client lost provide the reason for the termination. 5. Service Commitment a. Describe your approach to and level of commitment to client service. Include a statement describing the Provider's approach to satisfying the services requirements of the City. What is the Provider's commitment to institutional custody relationships? Please illustrate. b. How do you monitor customer satisfaction? 6. Training Describe any ongoing educational seminars, user meetings, publications, or other training mechanisms you use for keeping clients informed and educated. (Respond on system specific training in Sections: 4.D.15g, 4.D.18e and 4.E.6d.) 7. Outstanding Litigation Identify and describe any litigation or investigations by a regulatory agency or authority or contingent liabilities your company, its officers or its principals, have been involved in within the last three years relative to your custodial service. D. Required Services 1. Legal Segregation of Securities and Accounts The City requires that all its assets be legally segregated from all other clients for safety. Describe how this separation will be established and maintained. 15 2. Account Executive a. To insure smooth implementation and continuation of services, an account executive must be assigned to the City's account to coordinate the account services and expedite the solution of any problem. The account executive will work with the City representative as central coordinators on all matters under the resulting contract. The City expects that all custodial problems and questions can be addressed through this one account executive. Provide the name, title and qualifications of the account executive expected to be assigned to the account. Please state how long the person has been in their current position and the training or experience they have had. b. How many accounts are assigned to the executive? Typically how many accounts are assigned to each account representative? c. Is account administration handled as a team or individual effort? d. Trained and competent backup for the account executive, familiar with the account, should also be assigned. Provide the name, title and qualifications of the back-up personnel expected to be assigned to the account. e. Describe the policy on notification of changes in these positions during the contract period. 3. Accounting a. Accurate accounting is critical to the City. Describe your accounting process (or module) and the degree of flexibility available through it. b. Does your system report or accommodate trade date, settlement date and accrual accounting? What accounting methods do you offer? (Trade or settlement? Cost basis? Amortization?) c. What is your source of pay down information? When is this posted? Do you maintain records of the original face amount? d. How do you handle corrections/reversals (i.e. as an adjustment or an offsetting sale or purchase?) e. What is your policy toward same day crediting of interest and dividends on payable dates? Are payments credited in same day funds? If not credited on the same day how is the City compensated? f. When are funds withdrawn for purchases? 4. Security a. What security procedures and precautions are in place to protect City information, especially with respect to unauthorized on-line access or telephone instructions? Please fully describe all security measures. b. What procedures restrict unauthorized use at the time of transaction recording? MV c. How are authorization codes assigned? Are authorization codes changed periodically? How often? 5. Delivery versus Payment "DVP" Settlement All securities transactions must be delivery versus payment (DVP). Describe how this process will function and how the DVP protection is assured. 6. Securities Movement and Trade Settlement a. Describe your system for settlement, registration and custody of assets. Can you handle same -day turnaround transactions? b. Describe your "DK" wiring procedures. c. Describe where and how the receipt and delivery of physical securities occurs and how they are secured. Describe any involvement by correspondent banks in the clearing. d. Describe the physical security systems of your vault and custody areas. e. Do you verify transaction detail from client instructions? How? When? f. Describe the flow of data for the following transaction types. (Provide flow charts if necessary.) (1) Receipt and transference of trade instructions on purchases and sales. (2) Clearing functions. (3) Transfer to safekeeping. (4) Payment for income and maturities. (5) Handling of repurchase agreement collateral. (6) Handling of reverse repurchase agreement activity. (7) Delayed deliveries and sales. g. How do you handle corporate actions? (splits, dividends, etc.) 7. Service Deadlines and Cutoffs What are your trade settlement instruction deadlines for timely processing of regular and same -day transactions? Proposal must include completion of Exhibit A. 8. Fail Process and Policy a. Does the Provider take responsibility for collection of due bills, interest and fails? Describe your policy. b. What is your client compensation policy on failed transactions? c. What procedures are in place to identify, follow-up and resolve failing trades? What percent of transactions failed for the most recent calendar year? (Purchases and sales.) d. How many times in the past year have your electronic information systems been out of service due to reasons internal to your company? How long were the downtimes? If 17 you had outages or downtimes, what has been done to eliminate the problem(s)? 9. Wire Transfers a. A separate wire transfer agreement must be executed with the Provider establishing the names of authorized individuals and repetitive wires, etc. This may be the Provider's standard agreement form. The City will retain the right to modify the form if found necessary. Please provide a copy of this agreement. b. Describe the procedures and controls for repetitive and non -repetitive wires including security controls. Is wire transfer transaction processing available on line? c. Wire transfers must be credited the same day as received. The proposal will list all deadlines and cutoff times on Exhibit A. 10. Daylight Overdraft Provisions Every effort will be made to eliminate daylight overdraft situations on the City's account. However, in case this situation does arise, the proposal should include any and all policies regarding daylight overdraft charges or handling procedures. 11. Sweep Provisions a. Do you provide an automated daily sweep mechanism for anticipated or unanticipated cash balances? Describe all alternatives available to the City for its cash balances. Include timing restraints and controls that assure that funds are not left unprotected. The prospectus for each alternative must be provided for review and approval before use by the City. b. Are balances automatically monitored to assure no uninvested balances? Who directs this process and what are the deadlines for the service? 12. Collateral ization a. If a non -Colorado bank, the Provider will agree to obtain and maintain collateral acceptable to the City sufficient to cover all anticipated intra-day and overnight balances, above the FDIC insured limit of $100,000. Please state bank's agreement to this requirement. How will the City be assured that acceptable collateral is maintained? Colorado Banks must be designated as Colorado Public Depositories by the State of Colorado and meet all Public Depository Protection Act requirements. b. Describe any alternative to this collateral ization requirement. c. What margin will be used for collateral provided? For collateral safekeeping, a tri-party agreement must be executed between the bank, the City and the safekeeping bank which outlines the responsibilities of each. The safekeeping bank will provide original, third party safekeeping receipts detailing the collateral which clearly shows, on its face, that the security is "Pledged to..." All substitutions of collateral are to be in writing and the entity will make every effort to approve and process them in a timely manner. 13. Pricing of Securities M; a. Describe your pricing services. b. What is the source of your pricing data for securities authorized by the City? c. How do you price securities not available from pricing services? d. How frequently do you price securities? e. Will the City have access to your pricing service? 14. Reporting a. Accurate and timely reporting is of critical importance to the City. Describe your standard and custom reporting package(s) and alternatives. Describe and submit copies of all standard reports available and how they are made available (paper only, on-line, real-time, next day, delayed, etc.). Describe all aspects of reporting and download capabilities. b. How soon after calendar month -end can you provide reports, or a disc or tape of holdings if requested? Can you provide system to system electronic data transmission? PC downloading? Internet access? c. What information, current, future cash flow, and historical is available on-line? How long is historical data available on-line? How long does the Provider maintain historical data? Are there charges for research? d. Describe the confirmation process for each settlement. Provide a sample confirmation. e. Is an original safekeeping receipt issued for each holding? f. How do you handle notification on mortgaged -backed securities principal and interest? g. Do you use CUSIPs or internal identification numbers for your securities? Are CUSIP numbers on each report? h. What is the interday time lag between trade execution, posting, and availability of on-line information to the client? I. What are your transaction confirmation procedures as it relates to notifying the City on upcoming interest payments, call actions, and receipts of payments and calls. 15. Systems a. Describe the automated systems and environment supporting the custodial services (age, state of development, etc.) and describe the Provider's commitment to system development and maintenance. Include your current capacity and track record. b. Within your institution, does your custody system use dedicated or shared computers? If shared, what is its priority level? c. Between what hours each business day is information available? The proposal should 19 state in Mountain Standard Time (MST) when information and access will be available each business day. d. How long has on-line inquiry and reporting been available to clients? e. The City desires on-line transaction processing if possible. Can all custody transactions be entered, completed and reviewed on-line? Provide examples of all transaction screens. f. Do you provide an 800- or local number for dial -in information? g. What system's training is available for the City personnel? h. Briefly describe you method of controlling client access. i. How long has the current system been in place? What changes in the systems, if any, are anticipated and in what time -frame? j. How much funding have you committed to computer systems and data processing for custodial accounts and systems in the past five years? k. Does the system provide electronic mail capabilities between the City's and Provider's personnel? I. List any circumstances or situations in which the information sent electronically by the City would be manually entered at the Provider. m. Back-up via telephone must be available for transaction processing. Describe this process. n. Specify any hardware and software required of the City for on-line services. 16. Auditing Procedures a. Describe your daily and periodic auditing procedures for both internal and external processes. Will the City have access to audit information? b. Would the City's accounting reports be audited for accuracy before submission to the City? Describe this process. 17. Back-up and Disaster Plans a. It is imperative that the City have access to its financial assets in case of a disaster. Describe your disaster and back-up plan and capabilities including data processing systems, telephone access, system security controls, and customer identity controls. b. How often is the plan tested? c. Has this plan had to be used within the past three years? 20 18. Conversion a. Describe your approach to the implementation and conversion process as City assets are moved to the Provider. Include an estimated conversion calendar. b. What resources will be dedicated to the conversion effort? c. What controls are suggested for this period? d. What type and level of City involvement do you foresee in the process? e. What training is offered to the City during transition? f. What is the relationship between the transition team and the permanent support staff? What role will the account executive play in the conversion? g. What costs are associated with the conversion? List all types and charges on Exhibit B. h. Will the Provider defray any costs the City may incur from the present custodian for transferring assets? E. Optional Services 1. Subsequently Added Services It is the intent of the City to pay for all services on a fee basis. If new services become available and are provided during the period of this contract, how will the City be charged? Describe your policy on subsequently added services. 2. US Treasury Auctions During the course of the contract the City may wish to take advantage of the US Treasury's Automated Auction Bidding for Institutional Investors. Since this requires electronic bid submission and FedLine connections, the proposal should state whether the Provider currently has, or plans to have, the capability to handle such transactions. 3. Computer Terminal Link Should services provided by the Provider require a computer terminal for inquiry and updates (not available through a personal computer), the City would request that two terminals be provided by the Provider for the City's Treasury and Accounting Departments. Provide a full explanation and cost estimate. Specify systems requirements and costs. 4. Securities Lending The City may elect to do securities lending transactions with other institutions. a. Do you provide securities lending? If so, describe your program and the services provided. What differentiates your program from others? b. Is the securities lending group in-house? A part of the custody operation? 21 c. How long have you provided securities lending services? d. If provided through a third party, identify the vendor, their split of revenues and the residual percentage to the City. How long have you had this relationship? e. How do you minimize the risk in securities lending? f. Provide a list of borrowers with whom the Provider works and a copy of the current collateral contract. g. How many institutional custodial clients currently use the securities lending services? (Identify public versus private.) h. How often is the creditworthiness of borrowers reviewed? I. Describe the type of securities in the program. j. Do you mark -to -market daily? Is collateral adequacy monitored daily? k. How is cash collateral invested? I. Provide a copy of all transaction and income reports. Describe the on-line reporting availability for securities lending. m. Can assets be designated as available for different sector types and varying time frames? n. Are loaned securities flagged on the custody reports for client identification? o. To what degree are the securities lending clients insured against losses in the program? p. On the City's portfolio provided as part of this RFP, what incremental revenues (in basis points per annum) could be expected in a year? Do you guarantee income? 5. Investment Management a. What investment management services do you provide? b. Does the Provider act as third party custodian for existing repurchase agreement programs with multiple primary dealers which allows on-line rate inquiry and transaction processing? 6. Performance Management a. Does the Provider provide portfolio performance measurement? What are the performance products available? What portion of these services are available on-line? What are the advantages of using your performance management services? b. What level of control on the reporting and options are available for this service? c. Can the program download to Excel? Other software applications? 22 d. What training is available to the City in understanding your performance products? e. What costs are associated with these services? F. Additional or Alternative Services Any additional service or permissible alternatives to the required services, whether for charge or no charge, should be specified under this section. If alternatives are offered on services outlined above, please note the reference number from the RFP for the service. Give a full description of the service along with all charges and detail charges on Exhibit B. The volume for such transactions will be available upon written request. Describe any service restrictions or limitations. Section 5. Pricing Proposal A. Basis of Compensation a. Compensation will be on a fee basis with respect to the services used and detailed on the account analysis. The Provider will be paid upon receipt and verification of the account analysis maintenance report each month. If another payment schedule is desired, proposal should so state the schedule and requirements of that proposal. b. Please state when the account analysis will be provided and provide a sample of the proposed account analysis form. B. Exhibit B Each proposal must include a completed Exhibit B which details all services and the fee to be charged for each. Any additional services should also be stipulated on Exhibit B. 23 EXHIBIT A DEADLINE, CUTOFF AND NOTIFICATION TIMES Purchase/ Sale/ Receipt Delivery SAME DAY TRANSACTIONS Federal Reserve (FedWire) NY Physical - (Muni/Equities/Corporates) NY Physical Money Markets (CP) DTC PTC REGULAR SETTLEMENT (NEXT DAY / CORPORATES — 3 DAY) Federal Reserve (FedWire) NY Physical - (Muni/Equities/Corporates) NY Physical Money Markets (CP) DTC PTC State any exemptions, restrictions or limitations on these deadlines below. 24 EXHIBIT B MAY ONLY SHOW THROUGH YEAR 4, HOWEVER PLEASE SUBMIT THRU YEAR 5 (Cost per Item and Total Cost) AND SUBMIT A GRAND TOTAL FOR FIVE YEARS. Exhibit B: Pricing Schedule City of Fort Collins Investment, Safekeeping and Custodial Services Estimated Year 1 Year 2 Year 3 Year 4 Year 5 Grand Type of Service Annual Use Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Total 5yrs Account Analysis 1 statement Account maintenance 3 accounts Sweep Access Daily Securities Safekeeping As a % of portfolio balance $ 308,798,270 Per Security: (# of securities shown is at a point in time) Fed wireable (incl. repo) 110 DTC 25 PTC 6 Physical - NY 5 Other ) Credit Posting 300 Interest/ dividend payments Principal paydowns 84 Maturities (excl. repo) 35 Repo redemption (1) 52 Sales 5 Calls 41 Other( ) Estimated Year 1 Year 2 Year 3 Year 4 Year 5 Grand Type of Service Annual Use Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Total 5yrs DTC 20 PTC 10 Physical 2 Deliveries Out: Fedwire (with repo) (1) 150 DTC 20 PTC 10 Physical 2 Wire Transfers Incoming 20 Outgoing 20 Cost of Collateral or Dep Insurance Training (specify cost per hour) Reports Web access Daily Hard copy Monthly Provider's software Daily Pricing (per cusip) Daily / items Daylight Overdraft Charges (per occurance) Estimated Year 1 Year 2 Year 3 Year 4 Year 5 Grand Type of Service Annual Use Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Cost per Item Total Cost Total 5yrs Conversion Costs Research (per hour) Performance Mgt Reporting Other (please specify) GRAND TOTAL: Projected earnings on sweep account: (avg $500k) EXHIBIT C CITY OF FORT COLLINS REQUEST FOR PROPOSAL P1035 INVESTMENT, SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL CERTIFICATION FORM The undersigned hereby affirms that: 1. He or she is a duly authorized agent of the custody provider issuing this proposal and that all information provided in the proposal is true and accurate; 2. He or she has read the conditions and specifications that have been made available to the custody provider in conjunction with this RFP and fully understands and accepts these terms unless specific variations have been expressly listed in the custody provider's proposal; 3. The custody provider will follow and adhere to all terms and conditions and provide, at a minimum, all services as expressed in the RFP and the custody provider's proposal responding to the RFP; 4. The custody provider's proposal is offered independently of any other proposer and is in full compliance with the terms specified in the RFP; 5. The custody provider will accept any awards made to it, contingent on contract negotiation, as a result of the RFP for a minimum of ninety (90) calendar days following the date and time of the bid opening; and 6. If awarded a contract, the custody provider warrants that it will not delegate or subcontract its responsibilities without the express prior written permission of the City of Fort Collins. Signature of the Custody Provider Official: Name of Official (typed): Title: Name of Custody Provider: Date Note: Proposals submitted without the manual signature of an authorized agent of the custody provider may be considered non -responsive and ineligible for award. APPENDIX A SAMPLE SERVICES AGREEMENT PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and , [insert either a corporation, a partnership or an individual, doing business as ], hereinafter referred to as "Professional". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of ( ) page[s], and incorporated herein by this reference. 2. The Work Schedule. [Optional] The services to be performed pursuant to this Agreement shall be performed in accordance with the Work Schedule attached hereto as Exhibit "B", consisting of ( ) page[s], and incorporated herein by this reference. 3. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated within ( ) days following execution of this Agreement. Services shall be completed no later than . Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in writing by the parties hereto. 4. Early Termination by City. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Professional. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent 1 to the following addresses: Professional: City: With Copy to: In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 5. Design, Protect Indemnity and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City; and for the City's costs and reasonable attorneys fees, arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professional shall maintain commercial general liability insurance in the amount of $500,000 combined single limits, and errors and omissions insurance in the amount of 6. Compensation. [Use this paragraph or Option 1 below.] In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional a fixed fee in the amount of ($ ) plus reimbursable direct costs. All such fees and costs shall not exceed ($ ). Monthly partial payments based upon the Professional's billings and itemized statements are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant 1► hereto and upon the City's approval of the Professional's actual reimbursable expenses. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City. 6. Compensation. [Option 11 In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional on a time and reimbursable direct cost basis according to the following schedule: Hourly billing rates: Reimbursable direct costs: with maximum compensation (for both Professional's time and reimbursable direct costs) not to exceed ($ ). Monthly partial payments based upon the Professional's billings and itemized statements of reimbursable direct costs are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant hereto and upon the City's approval of the Professional's reimbursable direct costs. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings and other services rendered by the Professional shall become the sole property of the City. 7. City Representative. The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 8. Project Drawings. [Optional] Upon conclusion of the project and before final payment, the Professional shall provide the City with reproducible drawings of the project containing accurate information on the project as constructed. Drawings shall be of archival quality, prepared on stable mylar base material using a non -fading process to prove for long storage and high quality reproduction. 3 9. Monthly Report. Commencing thirty (30) days after the date of execution of this Agreement and every thirty (30) days thereafter, Professional is required to provide the City Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. Failure to provide any required monthly report may, at the option of the City, suspend the processing of any partial payment request. 10. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 11. Personal Services. It is understood that the City enters into this Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under this Agreement without the prior written consent of the City. 12. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement. 13. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 14. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period often (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail 0 himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 15. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 16. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 17. Special Provisions. [Optional] Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "_", consisting of ( ) page[s], attached hereto and incorporated herein by this reference. 5 THE CITY OF FORT COLLINS, COLORADO M Darin Atteberry, City Manager M James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management DATE: ATTEST: City Clerk APPROVED AS TO FORM: Assistant City Attorney [Insert Professional's name] or [Insert Partnership Name] or [Insert individual's name] Doing business as [insert name of business] in Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: ATTEST: Corporate Secretary (Corporate Seal) on WELLS FARGO List of Assets: Market Value Report By Asset ID CITY OF FORT COLLINS ACCOUNT: All Accounts Selected = Trade or Other Activity Pending General Reporting From Previous Business Day 07/31/2006 08/01/2006 09:09:40 AM EDT Maturity Interest Market Price S & P Moodv s Units in Encumbrd Asset ID Units Date Rate Value % Price Date Rating Rating Transition Units FED FARM CREDIT BK DTD 04/05/04 2,580 04/05/2007 12015400 CITY OF FORT COLLINS INVESTMFNT PORT 3133MQSS4 2,000,000.0000 * 08/15/2006 35000 S1,998,120.00 .65 99.906000 07/3V2006 AAA AAA FED HOME LN BK SER S906 DTD 08/1 V02 3,500 08/15/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133M1'Qt37 4,000.000.0000 * 11/15/2007 3.5000 $3,908,760.00 1.27 97,719000 07/31/2006 AAA AAA FED HOME LN BK SER 7Y07 DTD 11'8i02 3.500 11 /15/07 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133X1M20 2,000.000.0000 10/16/2006 2.8000 S1,988,760.00 .64 99.438000 07/31/2006 AAA AAA FED HOME LN BK DTD 10/16/03 2.800 10/16/2006 12015400 CITY OF FOR F COLLINS INVESTMENT PORT 3133XIPW1 2,000,000.0000 * 10/27/2006 2.7500 $1,986,880.00 .64 99344000 07/31/2006 AAA AAA FED HOME LN BK DTD 10/27/03 2.750 10/27/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3L33XIX36 2,000,000.0000 * 11/10/2006 3.2000 $1,987,500.00 .64 99.375000 07/31/2006 AAA AAA FED HOME LN BK DTD 11/10/03 3.200 I1!10,'2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3 i33X1YZ4 1,000,000.0(Hl0 11/13!2006 3.1000 $993,130.00 .32 99.313000 07/31/2006 AAA AAA FED HOME LN BK DTD I I /13/03 3.100 t 1 /13/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133X21346 4,000,000,0000 * 1U15,/2006 2.7500 $3,967,520.00 1.29 99.188000 07/31/2006 AAA AAA FED HOME LN BK DTD 11/05/03 1750 11/15/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133X2DG7 1,000,000.0000 1124/2006 3.1250 $992,500,00 .32 99.250000 07/31/2006 AAA AAA FED HOME LN BK DTD 11/24/03 3.125 1 I /24/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133X2K61 2,000.000.0000 * 12/01/2006 3.0000 $1,983,120.00 .64 99.156000 07/311/2006 AAA AAA FED HOME LN BK DTD 12/01/03 3,000 12/01/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133X4HS3 1,215,000.0000 * 03/09/2007 2.8000 $1,196,021.70 .39 98.438000 07/31/2006 AAA AAA FED HOME LN BK DID 03/09/04 2.800 03/09,12007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133 XSPL'+5 400,000,0000 01/15/2008 3.3750 S389,252.00 .13 97.313000 07/31/2006 AAA AAA Page 4 .0000 2,000.0W.0000 .0000 4,000,000.0000 .0000 2,000,000.0000 .0000 2,000,000.0000 .0000 2,000,000.0000 .0000 .0000 .0000 4,000.000.0000 .0000 .0000 .0000 2,000,000,0000 .0000 1,215,000.0000 .0000 .0000 WELLS FARGO List of Assets: Market Value Report General Reporting By Asset ID From Previous Business Day 07/31/2006 CITY OF FORT COLLINS 08/01/2006 09:09:40 AM EDT ACCOUNT: All Accounts Selected ' = Trade or Other Activity Pending Maturity Interest Market Price S & P Moody's Units in Encumbrd Asset ID Units Date Rate Value % Price Date Rating Rating Transition Units FED HOME LN BK DTD 04/15/04 01/15/2008 12015400 CITY OF FORT COLLrNS TN'VESTMF.NT PORT 3133X5TU2 2,000,000.0000 * 04/13/2007 2.6000 S1,961,260.00 .64 98.063000 07/3 U2006 AAA AAA .0000 2,000.000.0000 FED HOME, LN BK DTD 04/13/04 2.600 04/1 3/2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 313,X7C51 2,000,0000000 * 05/15/2007 35000 S1,970,000M .64 98.500000 07/31/2006 AAA AAA Mod 2,000.000,0000 FED HOME LN BK DTD 05/17/04 3.500 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133X7K45 526,315.7900 06/29/2007 4.0000 $519,736.84 .17 98.750000 07/31/2006 AAA AAA .0000 .0000 FED HOME LN BK TRANCHE # TR 00651 DTD 06'29/04 4.000 06/29/2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3I 33X8 54 2,0007000.0000 * 10/042007 3.3750 S1,955,000.00 .63 97.750000 07/31/2006 AAA AAA A000 2,000,000.0000 FED HOME LN BK DTD 10/04/04 3.375 10/04/2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133XARA7 10001000.0000 * 03/10/2008 3.9500 S1,958,760.00 .63 97.939000 07/31/2006 AAA AAA .0000 2,000,000.0000 FED HOME LN BK DTD 03/10/05 3.950 03/10/2008 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133XBBG$ 3,000,0W0000 04/1 U2008 4.4000 $2,955,000.00 .96 99.500000 07/31/2006 AAA AAA .0000 3,000,000,0000 FED HOME LN BK TRANCHE # TR 00043 DTD 04/11/05 4,400 04/1 1/2008 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133XBL37 1.115,000.0000 * 05/02/2008 4.4400 $1,098.620.65 .36 98.531000 07/31/2006 AAA AAA .0000 1,115,000.0000 FED HOME LN BK TRANCHE # TR 00658 DTD 05/02,105 4.440 05/02/2008 12015401 CITY OF FOR"I C:OLLINS - GERP 3133XBSU0 2.000.000.0000 * 06/08/2007 3.8750 S1,974,380.00 .64 98.719000 07/3l/2006 AAA AAA .0000 2,000,000.0000 FED HOME LN BK DTD 05/04/05 3.875 06/08/2007 12015400 CITY OF FOR"I COLLINS INVESTMENT PORT 3133XFMU7 3,025.000.0000 * 06/19/2009 5.5500 S3,023,124.50 .98 99.939000 07/31/2006 AAA AAA .0000 3,025,000.0000 FED IiOME LN BK DTD 05/19'06 5.550 06119/2009 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3133XG4-\43 5000.000.0000 * 06/29/2009 5.8750 S5.012,500.00 1.62 100.250000 07/31/2006 AAA AAA .0000 5,000.000.00D0 FED HOME LN BK DTD 06/29/06 5.875 06/29/2009 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3134AIKC3 1,000,000.0000 * 01/05/2007 6.7000 $1,005,000.00 .33 100500000 07/31/2006 AAA AAA .0000 1,000,000.0000 Page 5 WELLS FARGO List of Assets: Market Value Report General Reporting By Asset ID From Previous Business Day 07/31/2006 CITY OF FORT COLLINS 08/01/2006 09:09:40 AM EDT ACCOUNT: All Accounts Selected ` = Trade or Other Activity Pending Maturity Interest Market Price S & P Moody's Units in Encumbrd Asset ID Units Date Rate Value % Price Date Rating Rating Transition Units FED HOME LN MTG CORP DTD 0 M 4/97 6.7000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3134A4CR3 2,000,000.0000 * 12/15/2006 2.8750 $1,980,620.00 .64 99.031000 07/31/2006 AAA AAA .0000 2,000,000.0000 FED HOME LN MTG CORP DTD 11/14/03 2.875 12/15/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 31.59MIAji 2.000,000,0000 * 01/02/2007 4.7500 $1,993,120.00 .65 99.656000 07/31/2006 AA- AA2 .0000 2,()00.000.00()0 FED NATL MTG ASSN DTD 12/07/01 01!02/1-007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 31359ILL N175 5,000,000.0000 * 05/04/2009 5.5500 $4,984,400.00 1.62 99.688000 07131/2006 AAA AAA .0000 5,000,000.0000 FED NATL MTG ASSN DTD 05/04/06 5.550 05/04/2009 12015400 CITY OF FORT COLLINS INVESTMENT PORT 31359MN41 5,000,000.0000 05/12/2011 5.7000 $5,003,150.00 1.62 100.063000 07/31/2006 AAA AAA .0000 .0000 FED NATL MTG ASSN DTD 05/12/06 5.700 05/12/2011 12015400 CITY OF FORT COLLINS INVESTMENT PORT 31359MNP4 29000,000.0000 * 07/15/2007 4.2500 $1,978,760.00 .64 98.938000 07/31!2006 AAA AAA .0000 2,000,000.0000 FED NATI, MTG ASSN DTD 07/22/02 4.250 07/15/2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 31359NIP23 3,000,000.0000 * 05/29/2009 5.5000 $2,996,250.00 .97 99.875000 07/31/2006 N/A AAA .0000 3,000,000.0000 FED NATL MTG ASSN DTD 05/30/06 5.500 05/29/2009 12015400 CITY OF FOR r COLLINS INVESTMENT POR"r 31359MWC3 2,000,000.0000 * 08/30/2007 3,4100 $1,958,760.00 .63 97.938000 07/31/2006 AAA AAA .0000 2,000,000,0000 FED NATL MTG ASSN DTD 09/01 /04 3.410 08/30/2007 120/5400 CITY OF FORT COLLINS INVESTMENT PORT 3 11,59MWK5 2,000,000.0000 * 09/28/2006 2.8100 $1,991,260.00 .65 99.563000 07/31/2006 AAA AAA .0000 2,000,000.0000 FED NATL MTG ASSN DTD 09/29/04 2,810 09/28/2006 12015400 CITY OF FORT COLLINS INVESTMENT PORT 31359MZX4 5,000.000.0000 * 07/03/2009 5.0000 $4,970,300,00 1.61 99.406000 07/31/2006 AAA AAA .0000 5,000,000.00M FED NATL MTG ASSN DTD 01/03/06 5.000 07/03/2009 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3136F3t:X8 500,000.0000 12/26/2006 2.1000 $493,280.00 .16 98.656000 07/31/2006 AAA AAA .0000 FED NATL MTG ASSN DTD 06/26/03 2.100 12/26/2006 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT ,136F46C3 2,000,000.00W * 02/23/2007 3.0000 $1,973,120.00 .64 98.656000 07/31/2006 AAA AAA .0000 2,000,000.0000 Page 6 WELLS FARGO List of Assets: Market Value Report By Asset ID CITY OF FORT COLLINS ACCOUNT: All Accounts Selected Trade or Other Activity Pending General Reporting From Previous Business Day 07/31/2006 08/01/2006 09:09:40 AM EDT Asset ID Maturity Interest Market Price S & P Moody's Units in Encumbrd Units Date Rate Value % Price Date Rating Rating Transition Units FED NATL MTG ASSN DTD 02/23/04 3.000 02/23!2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3136F4C44 1,750,000.0000 * 09/240007 3.6100 $1,716,102.50 .56 98.063000 07/31/2006 AAA AAA .0000 1,750,000.0000 FED NATL MTG ASSN DTI) 12/24/03 3.610 09/24/2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 136F4SP0 1,000,000.0000 11/17/2006 30100 $992.810.00 .32 99.281000 07/31/2006 AAA AAA .0000 FED NATL MTG ASSN DTD 11,17/03 3,010 11/17/2006 .0000 12015401 CITY OF FORT COLLINS - GERP 3136F4"F130 500,000.0000 11/23/2011 5.000(I $487,655.00 .16 97.531000 07/31/2006 AAA AAA FED NAIL MTG ASSN DTD 11/24/03 5,000 11 /23/2011 .0000 .0000 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3136F53F0 2,000.0000000 * 07/27/2007 3.5000 $1,963,760,00 .64 99-188000 07/31/2006 AAA AAA .0000 2,000,000,0000 FED NAIL MTG ASSN DTD 07/27/04 3.500 07/27/2007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3136E 53X: 2000,(100.0000 * 02/05/2007 3.2500 $1,977,500.00 .64 98.875000 07/31/2006 AAA AAA .0000 2,000,000,0000 FED NATL MTG ASSN DTD 09/05/04 3.250 02/05/2007 12015401 CITY OF FORT COLLINS - GERP 31361-5CD1 1,235,000.0000 * 02/20/2014 5.2000 $1,197,567.15 .39 96.969000 07/31/2006 AAA AAA .0000 1,200,000.0000 FED NATL MTG ASSN DTD 2/20,104 5.200 02/20/2014 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3136FSFll8 2,000,000"0000 * 03/22/2007 2.6250 $1,964,380.00 .64 98.219000 07/31/2006 AAA AAA .0000 2,000.000"0000 FED NATL MTG ASSN DTD 03/22/04 2.625 03!22,12007 12015400 CITY OF FORT COLLINS INVESTMENT PORT 3136iRC7 2,000,000"00()0 * 04/26/2007 2.8750 $1,963,120.00 .64 98.156000 07/31/2006 AAA AAA .0000 2,000,000.(1000 FED NA I'L MTG ASSN DTD 04/26/04 2.875 04/26/2007 12015400 CITY OF FORT COLLiNS iNVES'FMENT PORT 3136F6HP7 2.000,000,0000 * 10/25/2007 3.3750 $1,953,120.00 .63 97.656000 07/31/2006 AAA AAA .0000 2,000,000-0000 FED NATL MTG ASSN DTD lOP_5/04 3.375 10/252007 12015400 CITY OF FORT COLLINS INVESTMENT PORI' 3136F6N39 2.0(10,(I(10. 0000 * 03/23/2020 5.8000 $1,933,120-00 .63 FED NATL MTG ASSN DTD 96.656000 07/31/2006 AAA AAA .0000 2.000,00000(10 03.23!05 5.900 03/23/2020 12015401 CITY OF FORT COLLINS - GERP 313,6F6A39 1,000,000.0(100 * 0323/2020 5.8000 $966,560.00 .31 96.656000 07/31/2006 AAA AAA .0000 1,000,000.0000 Page 7