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HomeMy WebLinkAboutExhibit 6FIRST AMENDMENT TO COMMERCIAL CARD CLASSIC AGREEMENT THIS FIRST AMENDMENT (the "Amendment") TO COMMERCIAL CARD CLASSIC AGREEMENT dated as of July 9, 2008 between JPMorgan Chase Bank, N.A. (the `Bank"), and Department of Off -Street Parking of the City of Miami d/b/a Miami Parking Authority (the "Client") is effective as of November 21, 2008. The Bank and the Client agree to amend the Agreement as follows: 1. Definitions. Capitalized terms used in this Amendment and defined in the Agreement shall be used herein as so defined, except as otherwise provided herein. 2. Amendment. The following new definitions are hereby inserted in the applicable alphabetical position in Section 1 of the Agreement to read as follows: "Florida Public Commercial Card Consortium' means the group of public entities including the Client and Participants utilizing commercial card services under the terms and conditions of this Agreement." "Participant' means a Florida county, city, municipality, town, authority, public school or public hospital authorized by the Bank that has executed a Participation Agreement to utilize commercial card services under this Agreement" Amendment. A new Section 2.F is hereby inserted to read as follows: "From time to time, the Client may notify the Bank or the Bank may refer clients to Miami Puking Authority to provide commercial card services to Florida municipal entities defined under Section 1 as Participants. Miami Parking Authority will not charge or receive compensation for any referral or Participant participation to this program. Such services would be administered in accordance with this Agreement. The Bank, in its sole discretion, shall determine if the proposed Participant can participate under the Agreement. If the proposed Participant is accepted by the Bank, such Participant shall execute a participation agreement in a form of Exhibit "C" attached hereto and other documentation as deemed necessary in conjunction with its utilization of services under the Agreement." 4. Amendment. Exhibit B to the Agreement is hereby deleted in its entirety and replaced with the new Exhibit B attached hereto. 5. Exhibit C. A new Exhibit C is hereby added to the Agreement in the form attached hereto. 6. Continued Effect. Except to the extent amended hereby, all terms, provisions and conditions of the Agreement, as it may have been amended from time to time, shall continue in full force and effect and the Agreement shall remain enforceable and binding in accordance with its terms. 6. Countemarts. This Amendment may be executed in any number of counterparts, all of which when taken together shall constitute one and the same document, and each party hereto may execute this Amendment by signing any of such counterparts IN WITNESS WHEREOF, the Bank and the Client have caused this Amendment to be executed by their respective authorized officers as of the effective date written above. JPMORGAN CHASE SANK, N.A.: By: Name: Title;��'f65.+Ei;,t DEPARTMENT O OFF-STREET PARKING OF THE CITY OF MIAMI- (BIA MIAMI PARKING AUTHORITY: By: Name: Title: Com© {Client Attestation: The undersigned, a duly authorized officer or representative of the Client, does hereby certify that the Client has been duly authorized to enter into and perform this Agreement and that the person signing above on behalf of the Client, whose execution of this Agreement was witnessed by the undersigned, is an officer, partner, member or other representative of the Client possessing authority to execute this Agreement. By:"�"`� Name: Title: tFo *Note: The person signing the attestation shall be someone different from the person signing above on behalf of the Client, APPROVED AS TO THE FORM OF CORRECTNESS Attorney:—`"�' Date: 57 z amcudfrn2.Joc EXHIBIT B DEPARTMENT OF OFF-STREET PARKING OF THE CITY OF MIAMI D/B/A MIAMI PARKING AUTHORITY FLORIDA PUBLIC COMMERCIAL CARD CONSORTIUM INCENTIVES & FEES DEFINITIONS "Association" means either MasterCard or Visa. "Charge Volume" means total U.S. dollar charges made on a Bank Commercial Card, net of returns, and excluding cash advances, convenience check amounts, fraudulent charges and any transactions that do not qualify for interchange under applicable Association rules. "Credit Losses" means all amounts due to Bank in connection with any Account that Bank has written off as uncollectible, excluding Fraud Losses. "Florida Public Commercial Card Consortium" means the group of public entities including the Client and Participants utilizing commercial card services under the terms and conditions of this Agreement.' "Fraud Losses" means all amounts due to Bank in connection with any Account that Bank has written off as uncollectible as a result of a card being lost, stolen, misappropriated, improperly used or compromised. "Losses" means all Credit Losses and Fraud Losses. "Participant' means a Florida county, city, municipality, town, authority, public school or public hospital authorized by the Bank that has executed a Participation Agreement to utilize commercial card services under this Agreement." "Settlement Terms" means the combination of the number of calendar days in a billing cycle and the number of calendar days following the end of a billing cycle to the date the payment is due. Settlement Terms are expressed as X & Y, where X is the number of calendar days in the billing cycle and Y is the number of calendar days following the end of a. billing cycle to the date the payment is due. 3 amcWhildw REBATES Volume Rebate The Bank shall combine the aggregate Charge Volume of the Client and all eligible Participants for the Florida Public Commercial Card Consortium in accordance with the table below (the "Incentive"). The Bank will then calculate the Incentive for the Client and each eligible Participant by multiplying either the Client's or the applicable Participant's Charge Volume by the incentive rate based on such entity's Settlement Terms as provided below and apply any rebate adjustments respectively to determine such Participant's Incentive. Losses will be deducted respectively from the Client or applicable Participant's- total Incentive before determining the final Incentive amount. Annual Charge Volume Rebate Rate 30/7 Settlement Terms 30/1430125 Settlement Settlement Terms Terms $1.00 - $25,000,000 1.28% 1.21% 1.10% $25,000,001 - $54,000,000 1.38% 1.31% 1.20% $50,000,001 - $75,000,000 1.48% 1.41% 1.30% $75,000,001 - $100,000,000 1.48% 1.41% 1.30% $100,000,001 - $125,000,000 1.48% 1.41% 1.30% $125,000,001 - $150,000,000_j 1.48% 1.41% 1.30% $150,000,001 -$200,000,000 1 1.48% 1.41% 1.30% In the event of a reduction in interchange rates by the Associations, the Bank reserves the right to ratably adjust the rebate rates accordingly, Individual Bill and Individual Pay Rebate Adiastment For travel Charge Volume that is individually billed or individually paid, subtract 0.10%. General Rebate Terms Rebates will be calculated annually in arrears. Rebate amounts are subject to reduction by all Losses, subject to Section 4B of the Agreement. If Losses exceed the rebate earned for any calendar year, Bank will invoice the Client or Participant, as applicable, for the amount in excess of the rebate, which amount shall be payable within 14 days. Upon termination of the Program, the Losses for the six-month period immediately preceding the termination will be deemed to be equal to the Losses for the prior six-month period. Rebate payments will be made in the first quarter for the previous calendar year via Automated Clearing House ("ACH") credit to an account designated by the Client or the eligible Participant, as applicable. To qualify for any rebate payment, all of the following conditions apply for the Client or Participant, as applicable. 4 mcndrP.z.aa a. Settlement of any centrally billed account(s) must be by check, automatic debit or by Client or Participant initiated ACH or wire. b. Payments must be received by Bank in accordance with the Settlement Terms. Delinquent payments shall be subject to a Past Due Fees as specified below. Settlement Terms are 30/7, 30/14 or 30/25, as designated by Participant or Client during initial implementation. c. The Client or Participant must maintain a satisfactory Bank credit risk rating (investment grade equivalent). d. The Client or Participant is not in Default under the Agreement. .M.ndf.12Aoe Fees —Smart Data Online (SDOL) Application Fee Schedule FDIIC)Wi_ng are the fees associated with our purchasing and corporate travel card programs utilizing SDOL in the US (*NOTE: available for Participants with less than $10,000,000 estimated Charge Volume): PROGRAM FEES Annual Card Fee $0.00 Cash Advance Fee 2.0% ($3.00 minimum) ........... ....... Standard Card Replacement $0,00 per card Emergency (rush) Card Replaceffient $20.00 - ----- ­ `­­­­­ ... .... .. .......... -, , Return Check (payment) $15.00 per return ACH Return $1 S.00 per return Document Retrieval Dispute -related: $0.00 Non -dispute -related: $8.00 per document Duplicate Statement $5.00 per statement International Transaction Fee I % surcharge (association pass through) PAST DUE FEES Finance charge Purchasing/Travel Central Bill: Prime + 2% is applied to the average daily which is calculated as follows: (past due balance + any new spend) / number of days in cycle. Will be charged on the cycle date. Travel Individual Bill, Prime + 6.4% is applied to the average daily which is calculated as follows: (past due balance + any new spend) / number of days in cycle. Will be charged on the cycle date. CARD DESIGN Basic Plastic $0.00 Client Logo Plastic $0.00 — One Hot Stamp and one color logo design only Customized Plastic At cost (pass through), based on complexity of design subject to a 1,000 card minimum TRAINING AND CONSULTING J,P. Morgan Internet Webinar $0.00 Training at Client sites} $950.00 per day TECHNOLOGY SERVICES Paper Statements $0.00 Electronic Payment Fee $0.00 Custom reporting/mapper $250.00 per hour t,000 minimum) programming/post-loader SDOL custom mapper; priced by MasterCard; 6 a,mM(m2.dm will be a "pass-through" charge Smart Data OnLine (SDOL) set up fee $0.00 SDOL Monthly Maintenance Fee V4'AIVED SDOL Real Time —Transaction View $0.00 And Online Account Maintenance Data File Fees (T&E System or ERP System) $300.00 per program - Set Up Fee $50.00 per program per month - Monthly Fee Other Should the Client or Participant request services not in this schedule, the Client or Participant agrees to pay the fee associated with such service. 7 smendfm2,doc Fees -• PaymentNet Application Fee Schedule Following are the fees associated with our purchasing and corporate travel card programs utilizing PaymentNet in the US, ("NOTE; PaymentNet is an optional program for Participants with greater than $10,000,000 in estimated annual Charge Volume): PROGRAM FEES Annual Card Fee $0.00 Special purpose (B2B) card fec (i.e. ............. ..............._ .._............._......._..... - S2.50 — $17.50 per card based on volume and number of types of declining balance; relocation cards card, meeting card, project card, department card) Cash Advance Fee 2.5% ($2.50 minimum) .. _-......_ _ -- - ...___..._ __...,..,.._.._.__.......... ................. Standard Card Replacement _......_ ...._ ......._............ . _...._........ _.._..._.... ...__.. _ _._. $0.00 per card Emergency (rush) Card Replacement $25.00 per card if affected through Bank, If affected through the Association, client shall pay any fees charged by the Association Return Check (payment) $15,00 per return ACH Return $20,00 per return Document Retrieval Dispute -related: $0.00 Non -dispute -related: first (3) copy requests are free then $5 per copy request Duplicate Statement $5.00 per statement Currency Conversion Fee ...__...__._..�-____.__....._._.__.___.-•-----.-•-----_-_-- I% surcharge (association pass through) -- _ ._ _ �._ _.._.__._....._._....... ...__._....._._.. _._.....,..__...._-- PAST DUE FEES Late Fee Delinquency Fee CARD DESIGN Basic Plastic Client Logo Plastic Customized Plastic TRAINING AND CONSULTING J.P. Morgan Internet Webinar Training at your site(s) nmendrm=.doe Central Bill: 1% of unpaid balance at cycle; charged on cycle date Central Travel Account and Compal Bill/Company Pay, I% late fee on unpaid balance at cycle Travel Individual Bill/Individual Pa and nd Individual BilUCompany Pay: $10,00 late fee at cycle 2.5% of the full amount past due (30- & 60 -day +) at cycle _ and each cycle thereafter; charged on cycle date. Central Travel Account (CTA) and Company Bill/Company Pay and Individual Bill/Individual Pay and Individual Bill/Company Pay. 2.5% delinquency fee at 60 days and every 30 days thereafter $0,00 $500.00 per logo — Hot Stamp — One Color Logo $1.00 per card, subject to a 1,000 card minirnum $0.D0 $0.00 for first session; additional sessions@ $950.00/day TECHNOLOGY SERVICES PaymentNet set up fee Waived EDI set up/transmission Pass-through on all set up and development costs --......----..._...__._.. _... -- _.....__.._.__. - ........ Paper Statements $0.00 Custom reporting/mapper $250.00 per hour ($1,000.00 minimum) programm ing/post- loader OPTIONAL PROGRAM/TECHNOLOGY SERVICES File Transfer using FTP Daily—$500.00/month Weekly— S250.00/month Bi-weekly—$125.00/month Monthly—$75.00/month Should Client or Participant request services not in this schedule, Client or Participant agrees to pay the fee associated with such service, 9 wimdrm2_duc