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R-30-14 Approving an Agreement for Purchasing Card Services with First Midwest Bank Resolution No.jS `/t) A Resolution Approving an Agreement for Purchasing Card Services with First Midwest Bank WHEREAS, the Village of Lemont("Village") issued a Request for Proposals for Purchasing Card Services; and WHEREAS, the Village received four proposals in response to its request; and WHEREAS, after Village staff conducted a thorough review of all proposals and contacted references, Village staff has recommended awarding the agreement to First Midwest Bank; and WHEREAS, the President and Board of Trustees desire to enter into an Agreement for Purchasing Card Services ("Agreement")with First Midwest Bank, a copy of which is attached as Exhibit A and incorporated in its entirety; and BE IT RESOLVED by the Village President and Board of Trustees of the Village of Lemont as follows: Section One: The Agreement attached hereto as Exhibit A is hereby approved. Section Two: The Mayor, Village Administrator and/or Village Attorney are authorized to execute the Agreement and to make minor changes to the document prior to execution that do not materially alter the Village's obligations, and to take any other steps necessary to carry out this resolution. Section Three: This Resolution shall be in full force and effect from and after its passage and approval as provided by law. PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT,COUNTIES OF COOK, WILL AND DUPAGE, ILLINOIS on this q day of g-up e , 2014. PRESIDENT AND VILLAGE BOARD MEMBERS: AYES: NAYS: ABSENT: ABSTAIN Debby Blatzer V 1 Paul Chialdikas Clifford Miklos J Ron Stapleton f/ Jewski an ette Vi rgilio t ' A► . REAVES ATTEST: President i/ / _ i /LioW.i.� r=A ' ENE M. SM I L` Village Clerk 2 EXHIBIT A Village of Lemont 418 Main St Lemont, ILLINOIS 60439 Purchasing Card Services Agreement With: First Midwest Bank 300 N. Hunt Club Road Gurnee, IL 60031 847-739-3841 Note: This cover sheet is an integral part of the Purchasing Card Services Agreement and is, as are the following documents, part of any contract executed between the Village of Lemont and First Midwest Bank. Do not detach any portion of this document. Invalidation could result. Village of Lemont—Purchasing Card Services Agreement Page 1 of 6 CONTRACT SCOPE AND BACKGROUND The Village of Lemont("Village") is contracting with First Midwest Bank("Bank")to provide purchasing card services as per Bank's proposal dated May 2, 2014 (Attachment One), which was submitted pursuant to the Village's Request for Proposals for Purchasing Card Services (Attachment Two), as published by the Village. All terms and conditions of Attachment One and Attachment Two apply to this Contract (the Bank's proposal dated May 2, 2014, the Village's Request for Proposals for Purchasing Card Services, and this Contract shall be hereinafter referred to as the "Purchasing Card Services Agreement"). GENERAL MINIMUM SPECIFICATIONS By signature on this contract, the Bank is acknowledging its responsibility for being familiar with all conditions, instructions, specifications and other terms contained in the Purchasing Card Services Agreement. Bank's submission of its quotes in Attachment One shall be deemed certification that the Bank has taken all steps necessary to become fully informed as to the nature and scope of the services to be provided, expectations, conditions, requirements, specifications, and the accuracy of estimates as to costs and personnel required under the Purchasing Card Services Agreement. Failure to have taken such steps will not: a) secure relief on a plea of error or mistake; b) excuse the Bank from performance of its duties and obligations imposed under the terms of the Purchasing Card Services Agreement; c) serve as a basis for modifying the Purchasing Card Services Agreement in any way; or, d) justify any request for additional compensation. INDEMNIFICATION To the fullest extent permitted by law, Bank shall defend, hold harmless, and indemnify the Village, its corporate authorities, trustees, officers, directors, agents, and employees from and against any and all injury, death, loss, property damage,judgments, liens, claims, suits, liabilities, actions, causes of action, demands, expenses, costs, or other liabilities of any character (including reasonable attorneys fees) arising in whole or in part, relating to or resulting from Bank's (including Bank's employees, agents, officers, directors, and anyone directly or indirectly employed by Bank or anyone for whose acts Bank may be liable): (a) failure to comply with, or violation of, any federal, state or local law, statute, regulation, rule, ordinance,order of governmental directive; (b)acts, omissions or willful misconduct; (c) failure to comply with the terms, conditions, representations, or warranties contained in the Purchasing Card Services Agreement; and, d) performance under the Purchasing Card Services Agreement. In connection with any such liabilities, the Village of Lemont, its officers, agents, employees, representatives and their assigns shall have the right to defense counsel of its choice and Bank shall be solely liable for all costs, fees and expenses of such defense. Any collateral or insurance requirements under the Purchasing Card Services Agreement shall in no way limit the extent of Bank's responsibility to indemnify as herein provided. The terms of this indemnity shall survive the suspension, expiration or termination of the Purchasing Card Services Agreement. NON-DISCRIMINATION A. The Bank shall, as a party to a public contract: 1. Refrain from unlawful discrimination in employment and undertake affirmative action to assure equality of employment opportunity and eliminate the effects of past discrimination; 2. Certify that it is an "equal opportunity employer" as defined by Section 2000(e) of Chapter 21, Title 42, U.S. Code Annotated and Executive Orders #11246 and #11375 (42 U.S.C., Section 2000 (e)); Exec. Order No. 11246, 30 F.R. 12319 (1965); Exec. Order No. 11375, 32 F.R. 14303 (1967) which are incorporated herein by reference. The Equal Opportunity Clause, Section 6.1 of the Village of Lemont—Purchasing Card Services Agreement Page 2 of 6 Rules and Regulations of the Department of Human Rights of the State of Illinois, is a material part of any contract awarded on the basis of this Proposal. B. It is unlawful to discriminate on the basis of race, color, sex, national origin, ancestry, age, marital status, physical or mental handicap or unfavorable discharge for military service. The Bank shall comply with standards set forth in Title VII of the Civil Rights Act of 1964, 42 U.S.C. S2000 et seq. and The Human Rights Act of the State of Illinois(775 ILCS 5/1-101). C. The Bank certifies that a written sexual harassment policy has been adapted and explains the rights and remedies for victims, in the manner and form required pursuant to Section 2-105 of the Illinois Human Rights Acts (775 ILCS 5/2—105). COMPLIANCE WITH LAWS A. Bank shall comply with all applicable laws, regulations and rules promulgated by any federal, state, local, or other governmental authority or regulatory body pertaining to all aspects of the Work, now in effect, or which may become in effect during the performance of the Work. The scope of the laws, regulations, and rules referred to in this paragraph includes, but is in no way limited to,the Illinois Human Rights Act, Illinois Equal Pay Act of 2003, Occupational Safety & Health Act along with the standards and regulations promulgated pursuant thereto, all forms of traffic regulations, public utility, Interstate and Intrastate Commerce Commission regulations, Workers' Compensation Laws, Prevailing Wage Laws, Smoke Free Illinois Act; USA Security Act, federal Social Security Act (and any of its titles), and any other law, rule or regulation of the Illinois Department of Labor, Department of Transportation, Illinois Environmental Protection Act, Illinois Department of Human Rights, Human Rights Commission, EEOC, Metropolitan Water Reclamation District of Greater Chicago and the Village of Lemont. Bank shall read and comply with all applicable Occupational Safety and Health Act (OSHA) standards. Bank shall comply with the provisions of the Illinois Public Works Employment Discrimination Act and the Illinois Human Rights Act/Equal Opportunity Clause which, pursuant to Illinois law, are deemed to be part of this the Purchasing Card Services Agreement. The relevant provisions will be fully incorporated into the Purchasing Card Services Agreement by reference and set forth in full. B. ILLINOIS FREEDOM OF INFORMATION ACT. Bank agrees to furnish all documentation related to this Agreement and any documentation related to the Village required under an Illinois Freedom of Information Act(ILCS 140/1 et. seq.) ("FOIA") request within five(5)days after Village issues notice of such request to Bank. Bank agrees to defend, indemnify and hold harmless the Village, and agrees to pay all reasonable costs connected therewith (including, but not limited to reasonable attorney's and witness fees, filing fees and any other expenses) for the Village to defend any and all causes, actions, causes of action, disputes, prosecutions, or conflicts arising from Bank's, actual or alleged violation of the FOIA or Bank's failure to furnish all documentation related to a request within five (5) days after Village issues notice of a request. Furthermore, should Bank request that Village utilize a lawful exemption under FOIA in relation to any FOIA request thereby denying that request, Bank agrees to pay all costs connected therewith (such as reasonable attorneys' and witness fees, filing fees and any other expenses) to defend the denial of the request. The defense shall include, but not be limited to, challenged or appealed denials of FOIA requests to either the Illinois Attorney General or a court of competent jurisdiction. Bank agrees to defend, indemnify and hold harmless the Village, and agrees to pay all costs connected therewith (such Village of Lemont—Purchasing Card Services Agreement Page 3 of 6 • as reasonable attorneys' and witness fees, filing fees and any other expenses)to defend any denial of a FOIA request by Bank's request to utilize a lawful exemption to the Village. PRICING Attachment One contains prices for which Bank will perform certain services pursuant to this Purchasing Card Services Agreement. By executing this Purchasing Card Services Agreement, Bank acknowledges that all prices contained in Attachment One are accurate. MISCELLANEOUS TERMS A. Assignment. Bank shall not assign this Agreement or any portion thereof. B. Governing Law. For any legal action between the Parties concerning the interpretation,construction and enforcement of this Agreement, or subject matter thereof, venue shall be in Cook County, Illinois and the laws of the State of Illinois shall govern the cause of action. In any action involving the interpretation or construction of the terms herein, this Agreement shall not be construed in favor of, or against, either Party. C. Captions. The captions set forth herein are inserted solely for ease and convenience of reference and are not intended to provide a basis for the construction or interpretation of this Agreement. D. Entire Agreement. The Purchasing Card Services Agreement contain all negotiations, agreements, covenants and understandings between the Parties and supersede any such prior written or oral agreement. The Purchasing Card Services Agreement may not be modified or amended unless such modification or amendment is evidenced in writing, signed by both Parties and dated on the same date as, or later date than,the date of this Agreement. E. Waiver. The failure of either Party to enforce any term,condition, or covenant (herein referred to as "provision") of the Purchasing Card Services Agreement shall not be deemed a waiver or limitation of that Party's right to subsequently enforce and compel strict compliance with such provision and every other provision of this Agreement. No provision of this Agreement shall be deemed to have been waived by either Party unless such waiver is in writing by said Party. F. Third Party Beneficiaries. Nothing contained in this Agreement shall be construed to create enforceable rights in favor of any third party not a party hereto, or a contractual relationship with, or a cause of action in favor of, any third party against either the Village or Bank. F. Survival. The aforesaid covenants, agreements, representations and warranties shall survive the expiration or termination of the Agreement. Village of Lemont—Purchasing Card Services Agreement Page 4 of 6 • G. Effective Date. The Effective Date of this Contract shall be that date stated on the signature page of this contract. ACKNOWLEDGMENT AND SIGNATURE: BY SIGNING THIS DOCUMENT,FIRST MIDWEST BANK AFFIRMS THAT IT: 1. has carefully examined the Purchasing Card Services Agreement referred to or mentioned herein, and, has considered and evaluated the factors which may affect cost, progress, performance and completion of this Contract or any aspect of the means, methods, techniques, sequences and procedures to be employed thereto; 2. is familiar with the federal, state and local laws, standards and regulations that may affect cost, progress, performance and completion of the contract;and 3. is aware of the general nature of the services to be performed for the Village and is guaranteeing that it can provide those services as detailed in the Purchasing Card Services Agreement. Signed and sworn this /0 day of -7u 4-y ,2014, by a duly authorized agent of: First Mid : Bank By: i �S gnature) "IA.°.z - e Jo lfc. ccl (Print Name) V.7 c_& "%it_cszi f' 7 (Title or Position) Business address: mod° ' /f4-4^t ccsr.6 G c,eic."( d G. X003/ Business Phone#: Ft(7 739 - 38`L Cell Phone#: g+ 7— —213— yr/, E-Mail Address: ytczcfine-'Jo LnSoit Ti/SiiviiCI)(--5Zit cc's Subscribed and sworn to before me this i o`4day of 3 ! t4 ,2014 L/A/2--C.o4,0 27) c(7-e,32-1--- Notary Public OFFICIAL DARLENE M REESSCH NOTARY PUBLIC-S- F:LAOIS MY 0 OMM SSICN EXP;RES 04i06/15 Village of Lemont-Purchasing Card Services Agreement Page 5 of 6 towoomobwomp#0,041■3 e IN WITNESS WHEREOF, the Vi age of Lemont, Illinois by Brian K. Reaves, Mayor, and the BANK have hereunto set their hands this Y day of r7TiLn C ,2014. THE VILLAGE OF LEMONT, ILLINOIS Accepted this 011 day of /21., 2014 Atr■ ,.e =-------------------- : ���:-.ves, Mayor Attes ,'/� //__ A//..r'_ ...... Charlene Smollen,Village Clerk END OF DOCUMENT Village of Lemont—Purchasing Card Services Agreement Page 6 of 6 Attachment One `,,tAGE ° Village of Lemont o f a 418 Main Street • Lemont, Illinois 60439 FINANCE DEPARTMENT Purchasing Card Program DUE DATE: Friday, May 2, 2014 by 4:00 PM Village of Lemont 418 Main Street Lemont, Illinois 60439 Christina Smith Finance Director 630-257-1592 •First Midwest Bank Nadine Johnson, 300 N.Hunt t Club Road BAI�(wml Gurnee, IL 60031 Phone 847-739-3841 Fax 847-739-3895 nadine.iohnsonAfirstmidwest.corn First Midwest Bank May 2, 2014 Christina Smith, Finance Director Village of Lemont 418 Main Street Lemont, IL 60439 RE: Request for Proposals for Purchasing Card Program Dear Ms. Smith: First Midwest Bank is pleased to present the following proposal for Purchasing Card Program to the Village of Lemont. We are confident that we can meet your needs and deliver solutions to help you achieve your goals based on the following: • Our experience- First Midwest has partnered with numerous entities doing similar business as the Village of Lemont. Our experience has led us to become the trusted financial partner for many villages and public entities. The Village of Lemont can have confidence knowing that First Midwest understands the current challenges of public entities as well as the Village's unique business needs and will provide financial solutions to help you achieve your objectives. • Our momentum- It's how First Midwest continually assesses and adjusts to delivering what our clients need, as well as how we as a Bank deliver that promise. Our Purchasing card program will meet the Village's need of convenience, efficiency and at the same time allow the Village's managers to maintain control. • Our team- The team of Treasury Managers assigned to your account has over 40 years of banking and public fund experience and each member is considered to be experts in the field. Our Mission Statement guides each person at First Midwest to assume personal responsibility for delivering quality service and creating significant value in fulfilling your needs. Our team will keep communication lines open, build rapport and keep you engaged so that together we can work to achieve your cash management needs. Our team is excited about the opportunity to expand our partnership with the Village of Lemont. In reviewing our proposal, we trust you will find that First Midwest is truly focused on providing a mutually beneficial banking relationship, along with honoring a commitment to provide financial solutions to help you achieve your objectives. If there are any questions regarding this proposal, or should you need further details, please do not hesitate to contact me at 847-739-3841. Thank you for this opportunity! Sincerely, Nadine Johnson, CTP Vice President Public Fund Banking 1IPage Village of Lemont - Banking Service PROPOSAL FORM PURCHASING CARD PROGRAM Company Name: First Midwest Bank Contact Person: Nadine Johnson Address: 300 N. Hunt Club Road City, State, Zip: Gurnee IL 60031 TX: (847) 739-3841 FX: (847) 739-3895 Signature: E-Mail Address Required: Nadine. Johnson @firstmidwest.com The proposer acknowledges receipt of the addenda as follows: Addendum No. Addendum No. Addendum No. This proposal is an offer which shall be considered accepted only after the Village Board authorizes the execution of the contract. In the event that this proposal is accepted and an award of contract is made, the proposer does hereby agree to deliver to the Village the signed and executed Contract as specified in the General Instructions within ten (10) working days after the date of such acceptance and notification thereof. This proposal, when accepted and signed by an authorized signatory of the Village, shall become a contract binding upon the person, partnership, or corporation to supply or perform as specified and upon the Village to accept the product or service. First Midwest Bank Name of Proposer Signature and Title Date First Midwest Bank BANK wrM MOMENTUM 21Page vil ! age of Lemont - 3anking Services Section I — General Information a. Introduction - The Village of Lemont invites qualified vendors to submit responses to its Request for Proposals to furnish and implement a Purchasing Card Program. The Village is seeking a Purchasing Card Program designed to streamline the low dollar purchasing process. The program must provide convenience, control, expenditure account allocation, a cost effective supplier payment method and an easy reconciliation procedure. The Village is searching for a payment tool that encourages efficiency without sacrificing managerial control. During the calendar year 2013 the Village processed 2,486 vendor payments. There were 1,705 transactions under $1,000 each ($525,170) and 781 over $1,000 ($12,167,125). The Village anticipates a purchasing card program for approximately 20 cardholders, with the possibility of expanding the program at a later date. b. Background Information - The Village was incorporated in 1873 and has a population of 16,000 according to the 2010 census. Lemont is a non-home rule municipality under Illinois law. The Village is located approximately 28 miles southwest of Chicago in Cook, Will and d DuPa e Counties. The Village employs a pproximately 70 full-time and part-time-time staff members. The Village's fiscal year begins on May 1 and ends on April 30. c. Public Records — The documents submitted in response to this request for proposals become a public record upon submission to the Village, subject to mandatory disclosure upon request by any person, unless the documents are exempt from public disclosure by a specific provision of the law. tf the Village receives a request for inspection or copying of any such documents, it will promptly notify the organization that submitted the documents to the Village (by e-mail and by fax if fax number is available) and upon the written request of the organization, received by the Village within three (3) days of the original request for information, will postpone disclosure of the documents for a reasonable period of time as permitted by law to enable such person to seek a court order prohibiting or conditioning the release of the documents. The Village assumes no contractual obligation to enforce any exemption. d. RFP Amendments — The Village reserves the right to change the RFP schedule or issue amendments to the RFP at any time. The Village also reserves the right to cancel or reissue the RFP, to reject any or all proposals, to waive any irregularities or informalities in the selection process, and to accept or reject any item or combination of items. The Village reserves the right to request clarification of information from any vendor or to request supplemental material deemed necessary to assist in the evaluation of the proposal. The Village reserves the right to effect any agreement deemed by the Village to be in its best interest. This RFP does not obligate the Village to accept or contract for any expressed or implied services. The Village reserves the right to reject any or all proposals, to waive any irregularities or informalities in any proposal or in the proposal procedures, and to accept or reject any item or combination of items. In the event of a material modification, all known and/or potential proposers will be notified of an amendment to this RFP. If deemed necessary by the Village, proposers will be given an opportunity to modify their proposal in the specific areas that are affected by the modification. e. Proposal Submission - Each proposer must submit one (1) original and four (4) copies of their proposal. In addition, an electronic copy of the proposal and any supporting documentation First Midwest Bank HAW WITH MENTUM'- • • Wage Vii age of Lemont - Banking Services must be submitted on CD-ROM. The complete proposal package must be submitted in a sealed envelope, clearly identified as "PURCHASING CARD PROGRAM." The proposals may be mailed or delivered to: Chris Smith, Finance Director 418 Main Street Lemont, IL 60439 Proposals must be submitted by 4:00 p.m. on Friday, May 2, 2014. Proposers accept all risks of late delivery of mailed proposals regardless of fault. Facsimile and other electronically transmitted proposals will not be considered. All proposals and accompanying documentation will become the property of the Village and will not be returned. f. Terms and Conditions— 1. In the event that the proposer to whom the services are awarded does not execute a contract within thirty (30) calendar days after Village Board approval, the Village may give notice to such proposer of intent to award the contract to the next most qualified proposer or to call for new proposals and may proceed to act accordingly. 2. The Village will not reimburse any vendors for any costs involved in the preparation and submission of responses to this RFP or in the preparation for and attendance at subsequent interviews. 3. The information in this RFP indicates an estimate of the average number of transactions per month. This number is the Village's best estimate of the average volume and the Village in no way guarantees these as minimum or maximum volumes. 4. Proposers shall thoroughly examine and be familiar with these specifications. The failure or omission of any proposer to receive or examine this document shall in no way relieve any proposer of obligations with respect to this proposal or the subsequent contract. 5. The contract may be terminated by either party by giving written notice to the other party at least ninety (90) calendar days before the proposed termination date. This provision may be exercised only after the contract has been in effect for at least six (6) calendar months. The Proposer shall be entitled to just and equitable compensation for any satisfactory work completed to the termination date. Under no circumstances will any damages be paid as a result of the termination of this contract. If the Proposer exercises the right to terminate the contract early, it cannot submit future proposals to the Village for a period of ten (10) years. 6. The Village also reserves the right to cancel the contract without a 90 day written notice if the Proposer is sold or merged with another entity. However, an automatic continuation of all terms of the agreement in the event of a merger or acquisition may occur as long as the new entity guarantees in writing that they will continue to meet all required terms of the agreement and the Village agrees in writing to the continuation of the agreement. 7. The Village also reserves the right to terminate the contract without a 90 day written notice if the awarded Proposer fails to comply with any of the terms and conditions of this RFP. 8. Equal Employment Opportunity/Anti-Sexual Harassment Policy. During the term of the First Midwest Bank BANK WITH MOMENTUM; Wage Village of Lemont - Banking Services contract, the Proposer shall comply in all respects with the Equal Employment Opportunity Act/Illinois Human Rights Act. The Proposer shall have a written equal employment opportunity policy statement declaring that it does not discriminate on the basis of race, color, religion, sex, national origin, disability, or age. Findings of non-compliance with applicable state or federal equal employment opportunity laws and regulations may be sufficient reason for revocation or cancellation of the contract. 9. The Proposer shall comply with the provisions of the Illinois Drug Free Workplace Act and the Americans with Disabilities Act. 10. For purposes of indemnification requirements, the following terms shall have the meanings set forth below: The "Proposer" means and includes the person or entity submitting a bid in response to this RFP, all of its employees, agents and assignees, and all of its affiliates and subsidiaries, its subcontractors and/or assignees and their respective servants, agents and employees; and "Loss" means any and all loss, damage liability or expense of any nature whatsoever, whether incurred as a judgment; settlement, penalty, fine or otherwise (including attorney's fees and the cost of defense). Indemnity. For purposes of this Agreement, Proposer hereby agrees to indemnify, defend and hold harmless the Village, its employees and agents from any and all "Loss" where "Loss" is caused or incurred or alleged to be caused or incurred in whole or in part as a result of the negligence or other actionable fault of the Proposer. It is agreed as a specific element of consideration of this Agreement that this indemnity shall apply notwithstanding the joint, concurring or contributory or comparative fault or negligence of the Village or any third party and, further notwithstanding any theory of law including, but not limited to, a characterization of the Village's or any third party's joint, concurring or contributory or comparative fault or negligence as either passive or active in nature; provided, however, that the Proposer's obligation hereunder shall not include amounts attributable to the fault or negligence of the Village. Nothing in this section shall be deemed to impose liability on the Proposer to indemnify the Village for loss when the Village's negligence or other actionable fault is the sole cause of loss. 11. Jurisdiction, Venue, Choice of Law. The RFP and contract shall be governed by and construed according to the laws of the State of Illinois. Jurisdiction and venue shall be exclusively found in the Circuit Court of Cook County, State of Illinois. 12. Non-Enforcement by the Village. The Proposer shall not be excused from complying with any of the requirements of the RFP or contract because of any failure on the part of the Village, on any one or more occasions, to insist on the Proposer's performance or to seek the Proposer's compliance with anyone or more of said terms or conditions. 13. Proposer shall comply with all applicable laws, regulations and rules promulgated by any federal, state, local, or other governmental authority or regulatory body pertaining to all aspects of the Work, now in effect, or which may become in effect during the performance of the Work. The scope of the laws, regulations, and rules referred to in this paragraph includes, but is in no way limited to, the Illinois Human Rights Act, Illinois Equal Pay Act of 2003, Occupational Safety & Health Act along with the standards and regulations promulgated pursuant thereto (including •First Midwest Bank BANK WI i!MOMENTUM- • Wage ViHiage of Lemont - Banking Services but not limited to those safety requirements involving work on elevated platforms), all forms of traffic regulations, public utility, Interstate and Intrastate Commerce Commission regulations, Workers' Compensation Laws, Public Construction Bond Act, Prevailing Wage Laws, Public Works Preference Act, Employment of Illinois Workers on Public Works Act, USA Security Act, federal Social Security Act (and any of its titles), and any other law, rule or regulation of the Illinois Department of Labor, Department of Transportation, Illinois Environmental Protection Act, Illinois Department of Natural Resources, Illinois Department of Human Rights, Human Rights Commission, EEOC, and the Village of Lemont. 14. Proposer agrees to furnish all documentation related to the RFP or contract and any documentation related to the Village required under an Illinois Freedom of Information Act (ILCS 140/1 et. seq.) ("FOIA") request within five (5) days after Village issues notice of such request to the Proposer. Proposer agrees to defend, indemnify and hold harmless the Village, and agrees to pay all reasonable costs connected therewith (including, but not limited to reasonable attorney's and witness fees, filing fees and any other expenses) for the Village to defend any and all causes, actions, causes of action, disputes, prosecutions, or conflicts arising from the Proposer's, actual or alleged violation of the FOIA or the Proposer's failure to furnish all documentation related to a request within five (5) days after Village issues notice of a request. Furthermore, should the Proposer request that Village utilize a lawful exemption under FOIA in relation to any FOIA request thereby denying that request, the Proposer agrees to pay all costs connected therewith (such as reasonable attorneys' and witness fees, filing fees and any other expenses) to defend the denial of the request. The defense shall include, but not be limited to, challenged or appealed denials of FOIA requests to either the Illinois Attorney General or a court of competent jurisdiction. Proposer agrees to defend, indemnify and hold harmless the Village, and agrees to pay all costs connected therewith (such as reasonable attorneys' and witness fees, filing fees and any other expenses) to defend any denial of a FOIA request by the Proposer's request to utilize a lawful exemption to the Village. 15. Insurance. Proposer shall maintain a financial institution bond, Form 24 or equivalent, with a limit of not less than $3,000,000, banker's professional liability in the amount of$2,000,000 per occurrence/annual aggregate and valuable paper coverage. Section II — Term and Scope of Services a. Term of Agreement — The fees specified in the proposal shall remain fixed for a 3-year period. First Midwest is offering this service at no charge, fixed for a 3 year period. b. Scope - The Purchasing Card Program's goal is to utilize electronic processing to reduce or eliminate certain types of paper-based processing thereby saving Village employees' time and effort and streamlining payments to vendors without sacrificing accuracy and policy compliance. The selected vendor will assist the Village in accomplishing that goal by offering the following: • Set transaction controls/limits for each cardholder to include: o Maximum transaction size o Number of transactions in the period (e.g. Day, week, month) o Transaction dollar volume in a period (e.g. Day, week, month) First Midwest Bank BANK WITH MOMENTUM 61Page , Hage of Lemont - Banking Services o Monthly credit limits o Total balances (high credit limit) o Merchant Category codes or groups o Merchant ID o No cash advances permitted o All card expiration dates must be the same • Use an electronic card management system to allow access to transactions and account maintenance online. Ability to deactivate, reactivate, and modify transaction controls online in real time. • Comprehensive online reporting capabilities for proper oversight and compliance review. • Screen transaction activity for fraud pattern. • Customize cards with Village's logo and tax identification number • Integrate the purchasing card transaction with the Village's accounting software. • Customer service and technology support with a high level of commitment and skills. See responses in Section III-Scope of Services Section III - RFP Response Instructions All Proposers wishing to submit a proposal must submit the following documents: • Title Page including the proposal subject, Proposer's name, contact person's name, mailing address, e-mail address, phone number, fax number and the date of the proposal The Title page is provided on the cover page. • Background information of the Proposer, including full name and principal address, local locations, basic information of the Proposer as an institution and summary of experience with municipal clients First Midwest Bancorp, Inc. incorporated in 1982 in Delaware is a bank holding company headquartered in the Chicago suburb of Itasca with principal operating subsidiary, First Midwest Bank. First Midwest Bank was founded in 1933. Our corporate offices are located at One Pierce Place, Suite 1500, Itasca, IL 60143. First Midwest is the premier relationship-based banking franchise in the dynamic Chicagoland banking market with assets approaching $8 billion. As one of the Chicago metropolitan area's largest independent bank holding companies, First Midwest provides the full range of business and retail banking and wealth management services through approximately 95 offices located in communities in metropolitan Chicago, northwest Indiana, central and western Illinois, and eastern Iowa. First Midwest has been recognized by the Chicago Tribune as one of Chicago's Top Workplaces for the third consecutive year by being named a National Standard Top Workplace. Additionally, Forbes has recognized First Midwest as one of America's Most Trustworthy Companies for 2012. Our service tends to reflect our roots. Friendly. Warm. Personal. We prefer names to account numbers and work to address the financial needs of our clients throughout their economic lives. First Midwest Bank 3A*(WITH MEN11JM 71Page Village of Lemont - Banking Services What really sets us apart is our commitment to the communities we serve. We are the bank behind scores of local municipalities, school districts, hospitals and libraries. We are also one of the state's leading banks for small business, the lifeblood of a strong community. Jobs. Taxes. Vitality. While we are one of the area's largest community banks, we understand the unique challenges facing our clients. Our lending and treasury management expertise spans to nearly every type of industry and business situation. First Midwest Bank boasts vast experience in banking public sector clients for over 40 years. We are the main bank for the County of Lake and County of Will, just to name a few. We are experts in helping municipalities collect their cash efficiently and disburse it quickly or invest excess balances to obtain maximum yield. We offer a complete suite of products designed to meet the needs of our public clients. On average our daily total of municipal and public deposits exceeds $900 million and during peak times funds exceed $1.3 billion. • A description of the organization and location of the relationship team that will be assigned to the Village including the experience of this relationship team The Village's relationship will be managed by the Public Funds Banking Group at First Midwest Bank. The Public Funds Banking Group is a team of Treasury Managers who solely manage public fund accounts. The managers assigned to your account have over 40 years of banking and public fund account management and are considered to be experts in the field. Public Funds Banking Group Rick Mahoney Community Banking Manager Nadine Johnson Vice President/ Senior Treasury Manager Susan Wade Vice President Treasury Manager ss Treasury Management Client Card Services Service From the Public Funds Banking Group, your primary contact will be Nadine Johnson supported by Susan Wade. Our team is supervised by Rick Mahoney, Community Banking Manager; who will ensure compliance with the terms of the RFP. The Team is also supported by Treasury Management Client Services and Card Services. Nadine is a banking professional with over 18 years of banking experience. She joined First Midwest bank in May 1995. Nadine is a graduate of Columbia College of Missouri •First Midwest Bank 13114(WITh tolOMENTLIO Wage V ! iage of Lemont - Banking Services with a Bachelor's degree in Business Administration and earned her MBA from Webster University. She received her Certified Treasury Professional Certification in 2007 and is a member of Illinois Government Finance Officers Association. Designated Account Executive: Nadine A. Johnson, CTP Vice President/Senior Treasury Manager—Public Funds Phone: (847)739-3841 Fax: (847)739-3895 nadine.johnson@firstmidwest.com Susan has over 22 years of banking experience almost exclusively in the public funds market and joined First Midwest Bank in October 2012. She is a graduate of Eastern Illinois University with a Bachelor's degree in Political Science. Her position in the Public Fund Banking Group bridges her love of government and finance. Susan is a member of the Illinois Association of School Business Officials and sits on the Financial Advisory Board for the City of Naperville. Back up Account Executive: Susan A. Wade Vice President—Public Funds Phone: (815) 774-2057 Fax: (847)739-3895 susan.wade@firstmidwest.com i Treasury Management Client Service at First Midwest Bank is a group of dedicated Treasury Management professionals available to answer questions, provide services from 8:00 to 5:00 every business day. All calls are answered by a person. If all the representatives are busy with other clients, your call will be put in voice mail and the call will be returned within the hour. Our staff answers your call by the second ring Treasury Management Client Service Phone: (847) 670-3080 Fax: (224) 321-1780 tm.customerservice@FirstMidwest.com Card Services is a group of dedicated professionals available to deal with queries specifically related to purchasing card. All calls are answered by a person. If all the representatives are busy with other clients, your call will be put in voice mail and the call will be returned within the hour. Card Services Phone: (815) 774-2269 Fax: (815)-774-2083 First Midwest Bank SAW WITH ENTtM 9IPage ` iiage of Lemont - Banking Services First Midwest Bank has been offering purchasing cards since 1999. We offer our commercial and municipal clients the Visa One Card. The One Card is a single charge card that combines procurement with travel and entertainment(T&E)features. Our One card program is an attractive alternative to traditional multiple card programs as it offers the opportunity to enhance employee convenience and provide incremental saving opportunities. One Card Benefits: o Enhanced cardholder convenience by using a single card instead of carrying multiple cards for different purposes. o Increased efficiency resulting from having a single contract with a single card issuer for all commercial cards, as well as increased revenue sharing opportunities. o Reduced cost from a centralized administrative staff supporting all commercial cards. o Additional savings with consolidated all commercial card transaction accounting to a single process including billing, reconciliation/allocation, financial system posting, and payment. o Increased leverage when negotiating with suppliers as a result of the consolidation of card volume reporting. First Midwest's Purchasing Card Program provides optional restrictions that are verified and validated at the time of each card holder purchase. These include the following: o Monthly credit limits o Merchant Category codes or groups o No cash advances permitted o All card expiration dates must be the same- When cards are reordered by phone or online a reminder will be needed to ensure expiration dates remain the same for all cards. We are unable to offer the following at this time: o Maximum transaction size o Number of transactions in the period (e.g. Day, week, month) o Transaction dollar volume in a period (e.g. Day, week, month) o Total balances (high credit limit) o Merchant ID First Midwest Bank Purchasing Card program meets the following requirements stated by the Village: • Use an electronic card management system to allow access to transactions and account maintenance online. Ability to deactivate and modify transaction controls online in real time. A phone call is needed to reactivate cards. • Comprehensive online reporting capabilities for proper oversight and compliance review. • Screen transaction activity for fraud pattern. • Customer service and technology support with a high level of commitment and skills. • Customize cards with Village's logo and tax identification number. •First Midwest Bank BANK WITH 10I ? age v ; iage of Lemont - Banking Services The First Midwest Bank Procurement Program offers two (2) web based online administrative tools: 1. EzBusiness—for department administrators and include the following features: • View cardholders • Search, view and download transactions details • Emulate a cardholder • Set-up Online Payments • Create data file for A/P integration • Order new cards • Close cards • Change employee credit limits • Department hierarchical structuring 2. EzCard Info—for employee cardholders and include the following features: • View Balances • Review Transactions • Download statements • Submit an Expense Report In addition, EzBusiness Card Management offers a workflow-based expense management module that, once enabled, allows a Company Administrator to add credit card accounts to cost centers and assign GL allocations to cost centers, credit card accounts, and expense categories. This feature also allows a cardholder to submit an expense report, including credit card transactions, out of pocket expenses and mileage expenses to an administrative approver. First Midwest Bank places high priority on fraud monitoring and this is embedded in our processes. We are on guard for our client partners 24 hours a day, 365 days a year. Utilizing integrated neural network solutions and teams of both Fraud Alert Specialists and Fraud Analysts to provide financial institutions a full complement of detection and prevention efforts. Servicing includes fraud strategy deployment, case management, fraud alert analysis, account blocking, and transaction validation, issuer notification through Fraud Alert Detail Reports, and monthly and daily reporting. Fraud strategy rules can be applied in two methods: Real Time scoring during the authorization cycle, or post authorization. Falcon Fraud ManagerTM is a proprietary fraud detection product developed by FICO, a leader in transaction fraud detection. Together with analytic services offered by FIS and the Falcon Fraud Manager engine, Fraud Alert Management delivers one of the most powerful resources against fraud available. Our service uses individual cardholder, transaction, and merchant data to detect a wide range of credit and debit card fraud, including the following categories, which comprise more than 95 percent of all credit and debit card fraud losses: • Account Takeover Application • Card Skimmed Counterfeit • ID Theft Internet • Lost/Stolen Mail/Phone • Non-receipt Neural networks recognize specific fraud patterns, and discriminate between low and First Midwest Bank BMOC 7sa MOMENTUM:7 11IPage Vil ? age of Lemont - Banking Services high-risk authorizations. The scoring component contains a neural engine that can simultaneously examine very large amounts of transaction and cardholder data. For each authorization processed through FIS, the neural network assigns a risk score from 1 (not at all likely to be fraud) to 999 (very likely to be fraud). This score indicates how suspicious each transaction is relative to other transactions on record. • Scope of Services— Clearly describe the scope of services as required under this RFP, including the following information: 1. What billing cycles and payment terms are available? The statement dates and cycle dates vary depending on how many days are in a given month. The payment cycle typically used is 25 days. First Midwest Bank also offers 30 different cycle options. Below are some common examples: Cycle Day Statement Date t Due Date 2hd-4th 10 13th-15th I5 9tn-10th s . 13 16th-17th t 11th-13th 14 17th-19th 12th-14th 20 2e-24th ' 1 th 2oth 25 28th-30th 23rd-25th 1 Billing is completed by our processor, FIS. Payments can be: a. Mailed b. Auto-debited from a checking account c. Submitted at any First Midwest Bank branch d. Through the Online Administrative tool, EzBusiness 2. Describe rebate program. First Midwest Bank is offering 50 basis points (0.5%) reward on every dollar spent. Cash is paid on a quarterly basis from $1 without the need for The Village to accumulate "points" or contact us in order to redeem. 3. Explain how your software and solution integrates and interfaces with the Village's Financial Software- New World. Our software is not compatible with the Village's financial software system. However we do propose a solution to this. Transaction history in EZBusiness can be saved as a text file and converted to an excel file. Transaction history for the core account would contain the following fields: posting date, transaction date, and description of vendor, reference number and dollar amount. The same history could also be pulled for each individual •First Midwest Bank BANK WMTMl MOMENTUM 121Page Viiage of Lemont - Banking Services cardholder. 4. Does your Purchasing Card Program allow the Village to customize imported fields? Not applicable because the systems are incompatible. 5. Transactions are posted directly to a vendor file. Do you have a custom field that will import transactions to be posted to the vendor file? Not applicable because the systems are incompatible. 6. How long are statements available for viewing on-line? Does your software solution have an archival system? Statements are available for viewing up to 6 months. Transaction history is stored for 18 months. 7. Please provide a description of your company and its relevant prior experience with a Purchasing Card Program. First Midwest Bank has been offering purchasing cards since 1999. First Midwest Bank on average processes 320,000 purchasing card transactions annually. 8. Please provide municipal references that are using your Purchasing Card Program with the New World System. The Village of Plainfield uses our Purchasing card and also uses the New World System. • Cost Proposal: a. The fee proposal shall contain all inclusive pricing for the services requested. All volumes indicated in the aforementioned section are estimates as they are based on historical data. Provide a summary of costs associated with the following: 1. Annual cost of card. 2. Per transaction fee. 3. Costs of implementing a purchasing card program-pilot program details if applicable. 4. Training offered. Details on costs, materials, tools. First Midwest Bank's Cost Proposal is as follows: Purchasing Card Services Unit Charge Annual or One-Time Charge Annual card fees(per card) $0.00 $0.00 Transaction fee charge $0.00 $0.00 Implementation cost $0.00 $0.00 Training $0.00 $0.00 Consulting $0.00 $0.00 Software/Hardware costs $0.00 $0.00 Items not covered $0.00 $0.00 • Contact Information for five (5) references to which the proposer is currently providing a Purchasing Card Program. Include the following information with your proposal. a. Contact Name b. Title a. Name of Customer b. Address c. Telephone Number d. Fax Number •First Midwest Bank BANK WITH MOMENTUM . 13IPage V Hage of Lemont - Banking Services e. E-mail Address f. #of Years as Customer g. Services Utilized First Midwest Bank's references for the Purchasing Card Program are: Traci Pleckham Kenneth Robinson Management Services Director City Treasurer Village of Plainfield City of North Chicago 24401 W Lockport St 1850 Lewis Avenue Plainfield IL 60544 North Chicago, IL 60064 Ph:815-436-7093 Ph: 847.596.8628 Email:tpleckham @goplainfield.com Fax 847.596.8629 #of Years: 5 year Purchasing Card client Email:kenrob @northchicago.org Treasury Management services #of Years: 5 year Purchasing Card client Treasury Management services Mirian Garcia a Joan Westphal Chief Financial Officer Deputy Treasurer First Baptist Church of Hammond City of Waukegan 507 State St 100 N Martin Luther King Jr Ave Hammond IN 46320 Waukegan IL 60085 Ph: 219-228-2868 Ph: 847-599-2569 Email: GarciaM @fbchammond.com Email:Joan.Westphal @waukeganlL.gov #of Years: 5 year Purchasing Card client #of Years: 3 year Purchasing Card client Treasury Management services Treasury Management services April Palmer County Auditor Rock Island County of Auditor's Office 1504 3rd Ave Rock Island Ph: 309-558-3514 Email: apalmer @co.rock-island.il.us #of Years : 2 year Purchasing Card client Treasury Management services • Additional data and other information as required by the Village during the RFP process If a proposer cannot meet any of the specifications, expectations or services in Section II or takes exception to any of the terms or conditions presented, that information should be distinctly noted in the appropriate sections. If no exceptions are presented, the Village will assume the bank is capable of and will provide full capabilities as described in Section II. Should third party vendors be necessary to provide any of the requested services, the detailed involvement of those parties and delineation of responsibilities should be explained in the appropriate sections. First Midwest Bank BANK WITH MOMINT1114> • 14IPage vWage of Lemont - Banking Services Section IV - Proposal Evaluation a. Proposals will be evaluated by a committee of Village staff. Evaluations will be based on criteria outlined herein which may be weighted by the Village in a manner it deems appropriate. All proposals will be evaluated using the same criteria and weighting. The criteria used will be: 1. Responsiveness to RFP - The Village will consider all the material submitted to determine whether the proposer's offering is in compliance with the RFP. 2. Ability to Perform Required Services - The Village will consider all the material submitted by each proposer, and other relevant material it may otherwise obtain, to determine whether the proposer is capable of and has a history of successfully completing contracts of this type. The proposer shall furnish acceptable evidence of their ability to perform, regarding such categories as expertise/experience, equipment, facilities and personnel qualified to perform requested duties. Failure or refusal to provide such information upon request may cause the proposal to be rejected. 3. References — The Village may contact references directly to inquire about the quality and type of services currently being provided to other customers. 4. Fees - The Village will evaluate the proposed fees for the services requested in this RFP. b. Optional Interviews and Site Visits - The Village may, at its sole option, conduct interviews and/or site visits as part of the final selection process. c. The inclusion in any proposal and/or in the related proposed contract of any language which directly or indirectly limits and/or in any manner purports to limit the liability of the Proposer for any negligence, malfeasance, and/or failure by the Proposer to perform its obligations under its proposed contract may, in the sole discretion of the Village, be grounds for disqualification of such proposal. First Midwest Bank BANK wmr ems; • 15IPage Vi ' age of Lemont - Banking Services PLEASE SUBMIT THE FOLLOWING PAGES WITH YOUR PROPOSAL ONE (1) ORIGINAL AND FOUR (4) COPIES `: First Midwest Bank BANK WITH 16IPage yii ; age of Lemont - Banking Services PROPOSAL EXCEPTION FORM Name of Proposer: First Midwest Bank The Proposer wishes to note exceptions to the following items in the Request for Proposal: Page Number Item Estimated (Costs) Pg#10-We are unable to offer the following at this time: o Maximum transaction size o Number of transactions in the period (e.g. Day, week, month) o Transaction dollar volume in a period (e.g. Day, week, month) o Total balances (high credit limit) o Merchant ID Pg# 13-Our software is not compatible with the Village's financial software system. An Excel spreadsheet can be generated as a work around. There is no monetary cost. First Midwest Bank mmic wrm Attachment Two t Village of Lemont — 2 $f 011111,,Ytr4,„/, 418 Main Street • Lemont, Illinois 60439 FINANCE DEPARTMENT Purchasing Card Program Request for Proposals DUE DATE: Friday, May 2, 2014 by 4:00 PM Village of Lemont 418 Main Street Lemont, Illinois 60439 Christina Smith Finance Director 630-257-1 592 1 I Village of Lemont-Purchasing Card Program RFP s Section I - General Information a. Introduction - The Village of Lemont invites qualified vendors to submit responses to its Request for Proposals to furnish and implement a Purchasing Card Program. The Village is seeking a Purchasing Card Program designed to streamline the low dollar purchasing process. The program must provide convenience, control, expenditure account allocation, a cost effective supplier payment method and an easy reconciliation procedure. The Village is searching for a payment tool that encourages efficiency without sacrificing managerial control. During the calendar year 2013 the Village processed 2,486 vendor payments. There were 1,705 transactions under $1,000 each ($525,170) and 781 over $1,000 ($12,167,125). The Village anticipates a purchasing card program for approximately 20 cardholders, with the possibility of expanding the program at a later date. b. Background Information - The Village was incorporated in 1873 and has a population of 16,000 according to the 2010 census. Lemont is a non-home rule municipality under Illinois law. The Village is located approximately 28 miles southwest of Chicago in Cook, Will and DuPage Counties. The Village employs approximately 70 full-time and part-time staff members. The Village's fiscal year begins on May 1 and ends on April 30. c. Public Records — The documents submitted in response to this request for proposals become a public record upon submission to the Village, subject to mandatory disclosure upon request by any person, unless the documents are exempt from public disclosure by a specific provision of the law. If the Village receives a request for inspection or copying of any such documents, it will promptly notify the organization that submitted the documents to the Village (by e-mail and by fax if fax number is available)and upon the written request of the organization, received by the Village within three(3)days of the original request for information,will postpone disclosure of the documents for a reasonable period of time as permitted by law to enable such person to seek a court order prohibiting or conditioning the release of the documents. The Village assumes no contractual obligation to enforce any exemption. d. RFP Amendments — The Village reserves the right to change the RFP schedule or issue amendments to the RFP at any time. The Village also reserves the right to cancel or reissue the RFP, to reject any or all proposals, to waive any irregularities or informalities in the selection process, and to accept or reject any item or combination of items. The Village reserves the right to request clarification of information from any vendor or to request supplemental material deemed necessary to assist in the evaluation of the proposal. The Village reserves the right to effect any agreement deemed by the Village to be in its best interest. This RFP does not obligate the Village to accept or contract for any expressed or implied services. The Village reserves the right to reject any or all proposals, to waive any irregularities or informalities in any proposal or in the proposal procedures, and to accept or reject any item or combination of items. In the event of a material modification, all known and/or potential proposers will be notified of an amendment to this RFP. If deemed necessary by the Village, proposers will be given an opportunity to modify their proposal in the specific areas that are affected by the modification. 2 J Village of Lemont-Purchasing Card Program RFP e. Proposal Submission - Each proposer must submit one (1) original and four (4) copies of their proposal. In addition, an electronic copy of the proposal and any supporting documentation must be submitted on CD-ROM. The complete proposal package must be submitted in a sealed envelope, clearly identified as "PURCHASING CARD PROGRAM." The proposals may be mailed or delivered to: Chris Smith, Finance Director 418 Main Street Lemont, IL 60439 Proposals must be submitted by 4:00 p.m. on Friday,May 2,2014. Proposers accept all risks of late delivery of mailed proposals regardless of fault. Facsimile and other electronically transmitted proposals will not be considered. All proposals and accompanying documentation will become the property of the Village and will not be returned. f. Terms and Conditions— 1. In the event that the proposer to whom the services are awarded does not execute a contract within thirty(30) calendar days after Village Board approval,the Village may give notice to such proposer of intent to award the contract to the next most qualified proposer or to call for new proposals and may proceed to act accordingly. 2. The Village will not reimburse any vendors for any costs involved in the preparation and submission of responses to this RFP or in the preparation for and attendance at subsequent interviews. 3. The information in this RFP indicates an estimate of the average number of transactions per month. This number is the Village's best estimate of the average volume and the Village in no way guarantees these as minimum or maximum volumes. 4. Proposers shall thoroughly examine and be familiar with these specifications. The failure or omission of any proposer to receive or examine this document shall in no way relieve any proposer of obligations with respect to this proposal or the subsequent contract. 5. The contract may be terminated by either party by giving written notice to the other party at least ninety (90) calendar days before the proposed termination date. This provision may be exercised only after the contract has been in effect for at least six(6) calendar months. The Proposer shall be entitled to just and equitable compensation for any satisfactory work completed to the termination date. Under no circumstances will any damages be paid as a result of the termination of this contract. If the Proposer exercises the right to terminate the contract early, it cannot submit future proposals to the Village for a period of ten(10)years. 6. The Village also reserves the right to cancel the contract without a 90 day written notice if the Proposer is sold or merged with another entity. However, an automatic continuation of all terms of the agreement in the event of a merger or acquisition may occur as long as the new entity guarantees in writing that they will continue to meet all required terms of the agreement and the Village agrees in writing to the continuation of the agreement. 7. The Village also reserves the right to terminate the contract without a 90 day written notice if the awarded Proposer fails to comply with any of the terms and conditions of this RFP. 3 Village of Lemont-Purchasing Card Program RFP 8. Equal Employment Opportunity/Anti-Sexual Harassment Policy. During the term of the contract, the Proposer shall comply in all respects with the Equal Employment Opportunity Act/Illinois Human Rights Act. The Proposer shall have a written equal employment opportunity policy statement declaring that it does not discriminate on the basis of race, color, religion, sex, national origin, disability, or age. Findings of non-compliance with applicable state or federal equal employment opportunity laws and regulations may be sufficient reason for revocation or cancellation of the contract. 9. The Proposer shall comply with the provisions of the Illinois Drug Free Workplace Act and the Americans with Disabilities Act. 10. For purposes of indemnification requirements, the following terms shall have the meanings set forth below: The "Proposer" means and includes the person or entity submitting a bid in response to this RFP, all of its employees, agents and assignees, and all of its affiliates and subsidiaries, its subcontractors and/or assignees and their respective servants, agents and employees; and "Loss"means any and all loss, damage liability or expense of any nature whatsoever, whether incurred as a judgment, settlement, penalty, fine or otherwise (including attorney's fees and the cost of defense). Indemnity. For purposes of this Agreement, Proposer hereby agrees to indemnify, defend and hold harmless the Village, its employees and agents from any and all "Loss" where "Loss" is caused or incurred or alleged to be caused or incurred in whole or in part as a result of the negligence or other actionable fault of the Proposer. It is agreed as a specific element of consideration of this Agreement that this indemnity shall apply notwithstanding the joint, concurring or contributory or comparative fault or negligence of the Village or any third party and, further notwithstanding any theory of law including, but not limited to, a characterization of the Village's or any third party's joint, concurring or contributory or comparative fault or negligence as either passive or active in nature; provided, however,that the Proposer's obligation hereunder shall not include amounts attributable to the fault or negligence of the Village. Nothing in this section shall be deemed to impose liability on the Proposer to indemnify the Village for loss when the Village's negligence or other actionable fault is the sole cause of loss. 11. Jurisdiction, Venue, Choice of Law. The RFP and contract shall be governed by and construed according to the laws of the State of Illinois. Jurisdiction and venue shall be exclusively found in the Circuit Court of Cook County, State of Illinois. 12. Non-Enforcement by the Village. The Proposer shall not be excused from complying with any of the requirements of the RFP or contract because of any failure on the part of the Village, on any one or more occasions, to insist on the Proposer's performance or to seek the Proposer's compliance with anyone or more of said terms or conditions. 13. Proposer shall comply with all applicable laws, regulations and rules promulgated by any federal, state, local, or other governmental authority or regulatory body pertaining to all aspects of the Work, now in effect, or which may become in effect during the performance of the Work. The scope of the laws, regulations, and rules referred to in this paragraph includes, but is in no way limited to, the Illinois Human Rights Act, Illinois Equal Pay Act of 2003, Occupational Safety & Health Act along with the standards and regulations promulgated pursuant thereto (including but not limited to those safety requirements involving work on elevated platforms), all forms of traffic regulations, public utility, Interstate and Intrastate Commerce Commission regulations, Workers' Compensation Laws, Public Construction Bond Act, Prevailing Wage Laws, Public 4 J Village of Lemont-Purchasing Card Program RFP Works Preference Act, Employment of Illinois Workers on Public Works Act, USA Security Act, federal Social Security Act (and any of its titles), and any other law, rule or regulation of the Illinois Department of Labor, Department of Transportation, Illinois Environmental Protection Act, Illinois Department of Natural Resources, Illinois Department of Human Rights, Human Rights Commission, EEOC,and the Village of Lemont. 14. Proposer agrees to furnish all documentation related to the RFP or contract and any documentation related to the Village required under an Illinois Freedom of Information Act (ILCS 140/1 et. seq.) ("FOIA") request within five (5) days after Village issues notice of such request to the Proposer. Proposer agrees to defend, indemnify and hold harmless the Village,and agrees to pay all reasonable costs connected therewith (including, but not limited to reasonable attorney's and witness fees, filing fees and any other expenses) for the Village to defend any and all causes, actions, causes of action, disputes, prosecutions, or conflicts arising from the Proposer's, actual or alleged violation of the FOIA or the Proposer's failure to furnish all documentation related to a request within five(5)days after Village issues notice of a request. Furthermore, should the Proposer request that Village utilize a lawful exemption under FOIA in relation to any FOIA request thereby denying that request, the Proposer agrees to pay all costs connected therewith (such as reasonable attorneys' and witness fees, filing fees and any other expenses) to defend the denial of the request. The defense shall include, but not be limited to, challenged or appealed denials of FOIA requests to either the Illinois Attorney General or a court of competent jurisdiction. Proposer agrees to defend, indemnify and hold harmless the Village, and agrees to pay all costs connected therewith (such as reasonable attorneys' and witness fees, filing g fees and any other expenses) to defend any denial of a FOIA request by the Proposer's request to utilize a lawful exemption to the Village. 15. Insurance. Proposer shall maintain a financial institution bond, Form 24 or equivalent, with a limit of not less than $3,000,000, banker's professional liability in the amount of$2,000,000 per occurrence/annual aggregate and valuable paper coverage. Section II— Term and Scope of Services a. Term of Agreement—The fees specified in the proposal shall remain fixed for a 3-year period. b. Scope - The Purchasing Card Program's goal is to utilize electronic processing to reduce or eliminate certain types of paper-based processing thereby saving Village employees' time and effort and streamlining payments to vendors without sacrificing accuracy and policy compliance. The selected vendor will assist the Village in accomplishing that goal by offering the following: • Set transaction controls/limits for each cardholder to include: o Maximum transaction size o Number of transactions in the period(e.g. Day, week,month) o Transaction dollar volume in a period(e.g. Day, week,month) o Monthly credit limits o Total balances(high credit limit) o Merchant Category codes or groups o Merchant ID o No cash advances permitted o All card expiration dates must be the same 5 I Village of Lemont-Purchasing Card Program RFP C • Use an electronic card management system to allow access to transactions and account maintenance online. Ability to deactivate, reactivate, and modify transaction controls online in real time. • Comprehensive online reporting capabilities for proper oversight and compliance review. • Screen transaction activity for fraud pattern. • Customize cards with Village's logo and tax identification number • Integrate the purchasing card transaction with the Village's accounting software. • Customer service and technology support with a high level of commitment and skills. Section III - RFP Response Instructions All Proposers wishing to submit a proposal must submit the following documents: • Title Page including the proposal subject, Proposer's name, contact person's name, mailing address,e-mail address,phone number, fax number and the date of the proposal • Background information of the Proposer, including full name and principal address, local locations, basic information of the Proposer as an institution and summary of experience with municipal clients • A description of the organization and location of the relationship team that will be assigned to the Village including the experience of this relationship team • Scope of Services—Clearly describe the scope of services as required under this RFP, including the following information: 1. What billing cycles and payment terms are available? 2. Describe rebate program. 3. Explain how your software and solution integrates and interfaces with the Village's Financial Software-New World. 4. Does your Purchasing Card Program allow the Village to customize imported fields? 5. Transactions are posted directly to a vendor file. Do you have a custom field that will import transactions to be posted to the vendor file? 6. How long are statements available for viewing on-line? Does your software solution have an archival system? 7. Please provide a description of your company and its relevant prior experience with a Purchase Card Program. 8. Please provide municipal references that are using your Purchasing Card Program with the New World System. • Cost Proposal: a. The fee proposal shall contain all inclusive pricing for the services requested. All volumes indicated in the aforementioned section are estimates as they are based on historical data. Provide a summary of costs associated with the following: 1.Annual cost of card. 2.Per transaction fee. 3.Costs of implementing a purchasing card program-pilot program details if applicable. 4.Training offered. Details on costs, materials,tools. • Contact Information for five(5)references to which the proposer is currently providing a Purchasing Card Program. Include the following information with your proposal. a. Contact Name 6 1 Village of Lemont-Purchasing Card Program RFP b. Title c. Name of Customer d. Address e. Telephone Number f. Fax Number g. E-mail Address h. #of Years as Customer i. Services Utilized • Additional data and other information as required by the Village during the RFP process If a proposer cannot meet any of the specifications, expectations or services in Section II or takes exception to any of the terms or conditions presented, that information should be distinctly noted in the appropriate sections. If no exceptions are presented, the Village will assume the bank is capable of and will provide full capabilities as described in Section II. Should third party vendors be necessary to provide any of the requested services, the detailed involvement of those parties and delineation of responsibilities should be explained in the appropriate sections. Section IV - Proposal Evaluation a. Proposals will be evaluated by a committee of Village staff Evaluations will be based on criteria outlined herein which may be weighted by the Village in a manner it deems appropriate. All proposals will be evaluated using the same criteria and weighting.The criteria used will be: 1. Responsiveness to RFP - The Village will consider all the material submitted to determine whether the proposer's offering is in compliance with the RFP. 2. Ability to Perform Required Services - The Village will consider all the material submitted by each proposer, and other relevant material it may otherwise obtain, to determine whether the proposer is capable of and has a history of successfully completing contracts of this type. The proposer shall furnish acceptable evidence of their ability to perform, regarding such categories as expertise/experience, equipment, facilities and personnel qualified to perform requested duties. Failure or refusal to provide such information upon request may cause the proposal to be rejected. 3. References — The Village may contact references directly to inquire about the quality and type of services currently being provided to other customers. 4. Fees-The Village will evaluate the proposed fees for the services requested in this RFP. b. Optional Interviews and Site Visits - The Village may, at its sole option, conduct interviews and/or site visits as part of the final selection process. c. The inclusion in any proposal and/or in the related proposed contract of any language which directly or indirectly limits and/or in any manner purports to limit the liability of the Proposer for any negligence, malfeasance, and/or failure by the Propser to perform its obligations under its proposed contract may, in the sole discretion of the Village, be grounds for disqualification of such proposal. 7 I Village of Lemont-Purchasing Card Program RFP PLEASE SUBMIT THE FOLLOWING PAGES WITH YOUR PROPOSAL ONE (1) ORIGINAL AND FOUR (4) COPIES 8 J Village of Lemont-Purchasing Card Program RFP PROPOSAL FORM PURCHASING CARD PROGRAM Company Name: Contact Person: Address: City, State,Zip: TX:( ) FX:( ) Signature: E-Mail Address Required: The proposer acknowledges receipt of the addenda as follows: Addendum No. Addendum No. Addendum No. This proposal is an offer which shall be considered accepted only after the Village Board authorizes the execution of the contract. In the event that this proposal is accepted and an award of contract is made,the proposer does hereby agree to deliver to the Village the signed and executed Contract as specified in the General Instructions within ten(10)working days after the date of such acceptance and notification thereof. This proposal,when accepted and signed by an authorized signatory of the Village,shall become a contract binding upon the person,partnership,or corporation to supply or perform as specified and upon the Village to accept the product or service. Name of Proposer Signature and Title Date 9 J Village of Lemont-Purchasing Card Program REP r PROPOSAL EXCEPTION FORM Name of Proposer: The Proposer wishes to note exceptions to the following items in the Request for Proposal: Page Number Item Estimated(Costs) 1 I Village of Lemont-Purchasing Card Program RFP • First Midwest Bank Corporate Credit Card Agreement Revenue Share Addendum THIS ADDENDUM, to the Corporate Credit Card Agreement, is made as of this day of 20_("Addendum Effective Date") by and between First Midwest Bank("First Midwest") and ("Customer"). FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, the undersigned parties agree as follows: 1) Addendum to the Agreement a) First Midwest Bank will provide Customer a 50 basis point Revenue Share on their annual corporate credit card purchases provided the Customer spends one (1) million dollars per calendar year on the corporate credit card. b) Revenue Share is paid by ACH and is generated and deposited following the end of each fiscal quarter. Revenue Share is not available in the form of reductions in the amount of any account payments due. c) Revenue Share is earned on Net Purchases only, which means purchases of goods and services made for business purposes with the First Midwest Visa One Card by the Signing Individual or any other authorized user of the account, net of any returns and credits.Net Purchases does not include and Revenue Share is not earned on, cash advances, balance transfers, fees, finance charges, adjustments, or any other transactions or charges. d) To participate in the Revenue Share program, an account must be open and in good standing. Purchases made during any billing cycle for which the monthly payment is not paid as agreed or in which the account is over its credit limit or otherwise in default will not be included in the Revenue Share program. If the account status does not return to good standing prior to year-end, any accrued Revenue Share will be forfeited, and the program will not automatically renew. Forfeiture of any accrued Revenue Share does not reduce or eliminate the Customer's contractual obligation as defined in the Corporate Credit Card Agreement. e) Participation in the Revenue Share Program is automatically renewed each year at the terms and fees then in effect, unless Customer notifies First Midwest of cancellation. f) In the event of fraud, or abuse of the Revenue Share program or violation of the program rules, First Midwest reserves the right to cancel the Customer's participation in the program g) The First Midwest Bank Revenue Share Program is offered at the sole discretion of First Midwest Bank, and we reserve the right to change the amount of Revenue Share a Customer may receive based on interchange decreases/increases enacted by Visa®. • °• 4L-t- First Midwest Bank IN WITNESS WHEREOF, the parties have executed this Corporate Credit Card Revenue Share Addendum as of the Effective Date below. First Midwest Bank Client: By: By: Printed Name: Printed Name: Title: Title: Date: Date: Account Number for ACH: