Bill 250954

..Title Authorizing the City Treasurer, on behalf of the City, to enter into a provider agreement with Citizens Bank National Association for provision of payroll banking services to the City, under certain terms and conditions. ..Body THE COUNCIL OF THE CITY OF PHILADELPHIA HEREBY ORDAINS: SECTION 1. The Office of the City Treasurer, on behalf of the City, is hereby authorized to enter into a provider agreement (the "Provider Agreement") with Citizens Bank National Association ("Citizens Bank"), substantially in the form set forth in Exhibit A, pursuant to which Citizens Bank shall to provide payroll banking services to the City, under certain terms and conditions. SECTION 2. The City Solicitor shall include in said Provider Agreement such terms and conditions as she may deem necessary to protect the interests of the City. SECTION 3. In accordance with Section 19-201(8)(c)(.2) of the Philadelphia Code, Citizen Bank's updated fair lending plan is attached to this Ordinance as Exhibit B. SECTION 4. The Chief Clerk shall keep on file Exhibits A and B and shall make them available for inspection by the public during regular office hours. EXHIBIT A PROVIDER AGREEMENT Contract Number 2620459 July 2025, DG/bl City of Philadelphia City Treasurer's Office PROVIDER AGREEMENT General Consultant Services \cc-s\ THIS PROVIDER AGREEMENT is executed on\cc-d\ , and effective January 1, 2026, between The City of Philadelphia (the "City"), through its City Treasurer's Office (the "Department"), and Citizens Bank National Association ("Provider"). BACKGROUND This agreement is for Provider to provide general consultant services to the City in accordance with the provisions of this Provider Agreement, the City of Philadelphia Professional Services Contract General Provisions for General Consultant Services, as revised July 2025 (the "General Provisions"), and all of the other documents and exhibits that constitute the Contract Documents and the Contract as those terms are defined in the General Provisions. A copy of the General Provisions is attached and incorporated in the Contract by reference. Accordingly, intending to be legally bound, the City and Provider agree as follows: ARTICLE I: GENERAL TERMS 1.1 Incorporation of Background. The Background is incorporated by reference. 1.2 Definitions. Capitalized terms have the meanings assigned to them in the General Provisions. ARTICLE II: TERM 2.1 Initial Term. The Initial Term of this Contract starts January 1, 2026, and expires June 30, 2026. 2.2 Additional Term(s). The City may amend this Contract in its sole discretion in accordance with Section 2.2 (Additional Terms) of the General Provisions. The terms and conditions applicable during the Initial Term shall be applicable during any Additional Term. ARTICLE III: SERVICES AND MATERIALS 3.1 Services and Materials. Provider shall perform the Services and provide the Materials as described in the exhibits listed below, which are attached and incorporated by reference: Exhibit PA-1: Scope of Services ARTICLE IV: COMPENSATION 4.1 Compensation. (a) As compensation for the Services and Materials being provided, the City shall pay Provider in accordance with the following exhibit listed below, which is attached and incorporated by reference, subject to all limitations on the allowability of cost items imposed by the City of Philadelphia Contract Cost Principles and Guidelines: Exhibit PA-1: Scope of Services (b) Notwithstanding anything in this Contract to the contrary, the Office of the Director of Finance may not certify payments under the Contract that in total exceed $0.00 4.2 Manner of Payment. (a) Payment shall be made after Provider's timely submission of invoices to the Responsible Official, in the number, form, and content acceptable to the Responsible Official, accompanied by such additional supporting data and documentation as the Responsible Official may require. All payments to Provider are contingent upon satisfactory performance of the terms and conditions of this Contract. Provider shall submit its final invoice not more than sixty (60) days from completion of the Services and delivery of Materials. (b) All payments to Provider shall be by deposits into Provider's designated bank account by electronic means, unless the City, in its sole discretion, makes payment by check. Provider agrees that the City need not make payment until Provider has completed and submitted to the City the appropriate electronic payment processing enrollment form at https://vendor-payments.phila.gov/login. Only the individuals identified by Provider as authorized to execute contracts and change financial and banking information on behalf of Provider will be eligible to receive passwords, which shall be in Provider's sole control. Provider must immediately confirm all changes to banking information by emailing voucherverification@phila.gov and the Department and by giving notice to the Department. The City may delay new payments until the Department has confirmed the validity of the change. Provider, and not the City, shall be solely responsible for any City payment following the unauthorized use of a Provider password. (c) The City reserves the right to withhold or offset against any funds payable to Provider for any invoice for which the Responsible Official asserts a discrepancy exists or for Provider's failure to satisfactorily perform the terms of the Contract, as determined solely by the City. ARTICLE V: MISCELLANEOUS PROVISIONS 5.1 Notice. The addresses and email addresses for the City and the Provider are as follows: IF TO THE CITY: Attn.: Jesse Elliott Conformance Manager 1401 JFK Blvd., Ste. 640 Philadelphia, PA 19102 Jesse.Elliott@phila.gov IF TO PROVIDER: Attn.: Kim Little Senior Vice President 1 Citizens Plaza Providence, RI 02903 Tania.Kinniry@USBank.com 5.2 Acknowledgement of the General Provisions. Provider acknowledges that it has read and understands the terms and conditions contained in the General Provisions and that it is legally bound by all of the terms of this Contract, including those set forth in the General Provisions. 5.3 Electronic Signatures. The Parties agree to execute this Provider Agreement electronically using the means of electronic signature provided below. IN WITNESS OF THEIR AGREEMENT TO THE PROVISIONS ABOVE, the Parties have caused this Provider Agreement to be executed and delivered by their respective duly authorized officers as of the first date in the preamble of this Provider Agreement. APPROVED AS TO FORM THE CITY OF PHILADELPHIA RENEE GARCIA, CITY SOLICITOR Through: City Treasurer's Office Per:\a-s\ By:\d-s\ Name:\a-n\ Name:\d-n\ Title:\a-t\ Title:\d-t\ CITIZENS BANK NATIONAL ASSOCIATION By:\s1\ Name:\s1-n\ Title:\s1-t\ ATTEST By:\s2\ Name:\s2-n\ Title:\s2-t\ EXHIBIT B FAIR LENDING PLAN ..End