HomeMy WebLinkAbout7 US Band addendum Agenda Item # 7
F F
Public Utility District i
CONSENT
To: Board of Directors
From: Mary Chapman
Date: October 15, 2008
Subject: Approval of US Bank Addendum to CalPERS Credit Card Usage
Contract
1. WHY THIS MATTER IS BEFORE THE BOARD
Only the Board can approve changes to the District's contract for participation in the
State of California's purchasing card program.
2. HISTORY
As a local government of the State of California, the District is eligible to participate in
the State's purchasing card program. This program is referred to as the CalCard
Program. In 2001, the Board agreed to participate in the State's CalCard Program
with US Bank.
3. NEW INFORMATION
Periodically, the State issues an RFP for the administration of the purchase card
program. In 2006, US Bank entered into a new contract with the State for
administration of the program. The new contract requires all participants to approve
an addendum to our original contract. We were recently informed that the addendum
needs to be executed no later than November 1, 2008.
4. FISCAL IMPACT
There is no fiscal impact with the execution of the addendum to the State of
California/US Bank CalCard program.
5. RECOMMENDATION
Approve the addendum to the State of California's CalCard and US Bank contract.
Authorize the President of the Board to execute the addendum and any other
document necessary to continue the District's participation in the CalCard Program.
Mary Chapr�a Michael D. Holley
Administrative Services Manager General Manager
Agenda Item # 7
TRUCKEE DONNE
Public Utility District
CONSENT
To: Board of Directors
From: Mary Chapman
Date: October 15, 2008
Subject: Approval of US Bank Addendum to CALCard Credit Card Usage
Contract
1. WHY THIS MATTER IS BEFORE THE BOARD
Only the Board can approve changes to the District's contract for participation in the
State of California's purchasing card program.
2. HISTORY
As a local government of the State of California, the District is eligible to participate in
the State's purchasing card program. This program is referred to as the CalCard
Program. In 2001, the Board agreed to participate in the State's CalCard Program
with US Bank.
3. NEW INFORMATION
Periodically, the State issues an RFP for the administration of the purchase card
program. In 2006, US Bank entered into a new contract with the State for
administration of the program. The new contract requires all participants to approve
an addendum to our original contract. We were recently informed that the addendum
needs to be executed no later than November 1 , 2008.
4. FISCAL IMPACT
There is no fiscal impact with the execution of the addendum to the State of
California/US Bank CalCard program.
5. RECOMMENDATION
Approve the attached addendum to the State of California's CalCard and US Bank
contract. Authorize the President of the Board to execute the addendum and any
other document necessary to continue the District's participation in the CalCard
Mary Chapman Michael D. Holley
Administrative Services Manager General Manager
ADDENDUM TO STATE OF CALIFORNIA PURCHASE CARD PROGRAM
MASTER SERVICES AGREEMENT (DGS MSA 5-06-99-01)
This Addendum ("Addendum") to the State of California Purchase Card Program Master Services
Agreement (DGS MSA 5-06-99-01) (the "Agreement") between the Department of General Services
("DGS") on behalf of the State of California, and U.S. Bank National Association ND ("U.S. Bank"), is made
this 15th day of October, 2008 by the Truckee Donner Public Utility District ("Participating Agency") for the
purpose of becoming a "Participating Agency" as that term is defined in the Agreement. The Master Services
Agreement DGS MSA 5-06-99-01 and its amendments are incorporated by reference and made a part of this
Addendum.
RECITALS:
A. DGS has entered into the Agreement for the purpose of making available for Participating Agency's use a
purchase card program as described in the Agreement; and
B. The Agreement contemplates the inclusion of Participating Agencies by a process of voluntary execution
of an addendum; and
C. The Participating Agency has received a copy of the Agreement and after thorough review of the
Agreement desires to become Participating Agency as that term is defined in the Agreement.
AGREEMENT:
NOW THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by
reference, the mutual promises and covenants set forth in the Agreement, which is incorporated herein by
reference, and other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Participating Agency, and U.S. Bank agree as follows:
1. The Participating Agency agrees to accept and perform all duties, responsibilities and obligations
required of Participating Agency as set forth in the Agreement. CAL-Cards shall be issued to employees of
the Participating Agency upon execution of this Addendum by the Participating Agency and U.S. Bank. U.S.
Bank shall submit invoice(s)to the Participating Agency at the address indicated herein.
2. U.S. Bank is authorized to place the seal or logo of the Participating Agency on the CAL-Cards issued to
employees of the Participating Agency for the sole purpose of identifying the card for official use only. Such
seal or logo shall be subject to use limitations as apply to the State seal on Page 3 of the Agreement.
3. The Participating Agency shall make monthly payments as provided in the Agreement to U.S. Bank of the
full amount of the official monthly invoice by causing a check or checks or a warrant or warrants to be issued
payable to the order of O S. Bank on demand or by use of an Automated Clearing House or Electronic Data
Interchange to make such payment to U.S. Bank.
4. The Participating Agency shall provide U.S. Bank with a copy of its audited financial statements within
sixty (60) days of completion and, upon request of U.S. Bank, such other financial information as may be
reasonably requested.
5. Either party may terminate this Addendum at any time by giving a thirty (30) days written notice to the
other party, whether or not such other party is in default.
6. The Participating Agency declares that CAL-Cards shall be used for official Participating Agency
purchases only, and shall not be used for individual or consumer purchases nor to incur consumer debt. The
Participating Agency warrants that it possesses the financial capacity to perform all of its obligations under
the Agreement and this Addendum and the Participating Agency will not allow purchases to be made with
CAL-Cards or incur any other financial obligation hereunder or under the Agreement prior to determining that
existing appropriations available therefore are sufficient in amount to pay for such purchases or such other
financial obligations.
7. The contact notice address for the Participant is:
Program Manager Name Mary Chapman,Treasurer
Participating Agency Name Truckee Donner Public Utility District
Mailing Address P. O. Box 309
City, State, Zip Truckee, CA 96160
Email Address MaryChapman@tdpud.org
8. The agreements of the Participating Agency set forth in this Addendum and the Agreement constitute
valid, binding and enforceable agreements of the Participating Agency and all extensions of credit made
pursuant to this Addendum and the Agreement to the Participating Agency will be valid and enforceable
obligations of the Participating Agency in accordance with the terms of the Agreement and this Addendum.
The execution of this Addendum and the performance of the obligations hereunder and under the Agreement
are within the powers of the Participating Agency, have been authorized by all necessary action and do not
constitute a breach of any agreement to which the Participating Agency is a party or is bound. The signer of
this Addendum further represents and warrants that he or she is duly authorized by an applicable constitution,
charter, code, law resolution or other governmental authority to enter into transactions of this nature.
Participating Agency represents and warrants that this transaction is within the scope of the normal course of
business and does not require further authorization for Participating Agency to be duly bound by this
Addendum. This Addendum requires approval as to form by the Attorney for the Participating Agency. If this
Addendum is not approved as to form by the Attorney for Participating Agency, the completion of the attached
Certificate of Authority is required and must accompany this Addendum.
Truckee Donner Public Utility District U.S. Bank National Association ND
Legal Name of Participating Agency
7�
(Signature of Au d Individual) (Signature of Authorized Individual)
Tim F. Taylor Robert T. Abele
(Printed Name of Authorized Individual) (Printed Name of Authorized Individual)
President, Board of Directors Executive Vice President
(Printed Title of Authorized Individual) (Printed Title of Authorized Individual)
Approved as to form:
(Signature of Attorney for Participating Agency)
(Printed Name of Attorney)
2
CERTIFICATE OF AUTHORITY
1. Government Entity Information. This Certificate of Authority has been completed on behalf of the following
government entity(the"Government Entity"):
Government Entity Name: Truckee Donner Public Utility District
Federal Tax Identification Number: 94-6001449
2. Authorized Persons. In accordance with the governance rules relating to the Government Entity, the following
individuals (the "Authorized Person(s)") are authorized, on behalf of the Government Entity, to execute and deliver to
U.S. Bank National Association ND("U.S. Bank")the applicable U.S. Bank commercial card program agreement(s), any
applicable addenda and/or amendment thereto and any other documents or writings required by U.S. Bank(collectively,
the "Documents") for the purpose of establishing one (1) or more commercial card programs, extending credit and
providing related services to the Government Entity with U.S. Bank in the United States(collectively,the"Services"):
Name Title Si nature
Tim F.Taylor President, Board of Directors k•=�.
3. Execution Requirements. The governance rules relating to the Government Entity require the following number of
Authorized Persons to sign the Documents for the Services(choose only one
One(1)Authorized Person
II Two(2)Authorized Persons
4. Execution. By signing the Documents, each individual signing in his or her capacity as an authorized signing officer
of the Government Entity and not in his or her personal capacity, certifies and warrants that (a) all action required by
Government Entity's organizational documents to authorize the signer(s)to act on behalf of the Government Entity in all
actions taken under the Documents, including but not limited to,the authority to incur debt on behalf of the Government
Entity, has been taken, (b)each signer is empowered in the name of and on behalf of the Government Entity to enter into
all transactions and Services contemplated in the Documents and (c) the signatures appearing on all supporting
documents of authority are authentic.
5. Certification. I certify that I am the Secretary and I am acting in my official capacity as an authorized officer who
has been given the authority by the Government Entity to certify that the Authorized Person(s) has/have the full power
and authority under applicable law and the governance rules relating to the Government Entity to execute and deliver to
U.S. Bank, on behalf of the Government Entity,and to bind the Government Entity under,the Documents for the purpose
of establishing and extending the Services. I also certify that the name(s) and title(s) of the Authorized Person(s) set
forth above are correct and that the signature appearing beside each name is a true and genuine specimen of his/her
signature.
Michael D.Holley
11 Printed Name of the Secretary of the Government Entity f1
fi Signature of Individual Signing Above f1(Cannot be an Authorized Person listed in Section 2) Date
I certify that I am an officer of the Government Entity, and as such, I certify that the above-named President is acting in
such capacity on behalf of the Government Entity, the signature below is my genuine signature and the signature above
is the genuine signature of such Secretary.
Mary Chapman,Treasurer
f Printed Name&Title of Individual Signing Below ff
Attested by One Other Individual of Government Entity fP Signature 11(Cannot be an Authorized Person listed in Section 2) Date
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