readand finallypassed this 19l1' dayoffebruary2007

c

THE CORPORATION OF THE

TOWNSHIP OF GEORGIAN BAY

BY-LAW NO. 2007-23

BEING a by-law to authorize the Execution of an agreement with the

Toronto Dominion Bank for the supply of Banking Services

WHEREAS section S ofthe Municipal Act, 2001, c 25, as amended provides that a municipality

has the capacity, rights, powers and privileges of a natural person for the purpose of exercises it

authority under this or any other Act.

AND WHEREAS Council deems it necessary and expedient to enter into an agreement with the

Toronto Dominion Bank for the supply of Banking Services;

NOW THEREFORE the Council ofThe Corporation ofthe Township ofGeorgian Bay enacts

the following:

1. That the Mayor and Treasurer are hereby authorized to execute the agreements attached

hereto as Schedule "A" and Schedule l"B" and forming part of this By-law;

2. That By-law 2001-254 is deemed repealed.

3. This By-law shall come into full force and effect on the date of final passing.

READ and finally passed this 19l1' day of February 2007

JIM WALDEN-MAYOR

SUSAN BOONSTRA-CLERK

Schedule"A"

This Agreement Made On the lsi Day of March, 2007 by and Between:

The Toronto Dominion Bank

Hereinafter Called the "Contractor"

And

The Corporation of the Township Of Georgian Bay

Hereinafter Called the "Coqioration"

Witnesses: That the parties agree as follows;

The Contractor Shall:

1. Perform the work require by the attached documents and

dated as below, for the supply ofBanking Services, which

have been signed by the Contractor and the Corporation;

2. Fulfill the terms indicated in this agreement and;

3. Commence the Work on March 1, 2007 and continue the

work to the Corporation's satisfaction until the 28" Day

ofFebruan/2010.

Signed and sealed thisJ T

.day of __, 2007.

'&$&3f*4JIM WALDEN - MAYOR

/ SUSAN BOONSTRA-CLERK

Table of Contents:

Executive Summary , 2

Fraud Protection 2

Account Structure And Investment Management Services 2

Investment Management 3

"I Management Information And Control Systems 3

}■*•- Collection Services 4

Disbursement Services 5

Disbursement Services 5

Employee Services 6

Your TD Commercial Banking Team 7

About TD Bank Financial Group 8

Awards for Excellence in Service 8

Summary of Account Terms and Conditions , 9

Appendix: Cash Management Fee Schedules 10

Balance Reporting - Web Business Banking 10

Payments and Transfers - Web Business Banking 10

Electronic Funds Transfer (EFT) 1 ]

Tax Payment and Filing Service 11

Canadian Dollar Business Accounts 12

Commercial Banking

Executive Summary

Thank you for the opportunity to submit this confidential proposal. TD Commercial

Banking is proud of our banking relationship with The Township of Georgian Bay and

we trust this proposal highlights our strong desire to continue to partner with you. The

team of specialists identified within (his proposal would manage your account and this

team will provide for our mutual benefit, a cost effective banking arrangement that will

enable you to achieve productivity gains and meet your evolving needs.

Steve Scholte of TD Commercial Banking quarterbacks this relationship ensuring you

are always kept abreast of industry changes and new products/services that may be

appropriate for The Township of Georgian Bay.

Fraud Protection

24 Best Fraud Prevention Practices

We have identified the "Best Practices" our clients use to protect their financial

transactions and their dealings with us. This list will help you to determine how well

protected you are and will provide ideas to implement a fraud prevention plan. TD

Commercial Banking and The Township of Georgian Bay will start down this road

through review of TD's Cheque Reconciliation and Fraud Prevention Program for your

General Account.

In addition, The Township of Georgian Bay may wish to move towards increased use of

electronic bill payment options (EFT, Web Banking - Bill Payments), etc. and we

support this initiative as a means to reducing potential cheque fraud.

Account Structure And Investment Management Services

Business Account Fees and Interest:

Canadian DollarAccounts

General and other related accounts.

• Canadian Business Accounts will be subject to a flat fee of $0.00 per month.

• Canadian Business Accounts will earn interest at TD's Monthly Composite Prime

Rate less 1.900%.

The Township of Georgian Bay 2 TD Commercial Banking

Commercial Banking

Investment Management

TD Securities offers a comprehensive and competitive inventory of Money Market

Investments for The Township of Georgian Bay. TD's portfolio of low risk investments

includes Commercial Paper, Banker's Acceptance, Certificates of Deposit, Federal and

Provincial T-Bills, Government Bonds and Mortgage Backed Securities.

TD will provide a safekeeping service for The Township of Georgian Bay's MoneyMarket Investments free of charge.

Management Information And Control Systems

Web Business Banking

Web Business Banking provides you with the ability to submit and receive files for our

various disbursement and collection services, access to balance and transaction

information, the ability to transfer funds between accounts of the same currency andprocess wire payments.

Web Business Banking - Balance Reporting

This web-based service provides The Township of Georgian Bay with both real time

access and 65 day history to Canadian dollar accounts as well as your Operating Line of

Credit. Cheque numbers are shown on both the monthly paper statements and the

Balance Reporting reports. The Balance Reporting service also has advanced querying

abilities to generate custom reports containing only paid cheques or even searching for a

specific cheque by serial number. With a recent upgrade The Township of Georgian Bay

will also be able to download images of a paid cheque via any internet connection.

Web Business Banking - Payments and Transfers

This web-bascd service can instantaneously transfer funds between any of your same

currency TD Canada Trust business accounts. There is also the added ability to make

electronic bill payments online to over 4,000 merchants as well as lodge stop paymentsinstantly over the web.


Commercial Banking

Collection Services

Teller Deposits

Deposits may be made through tellers at the vast majority of our TD Canada Trust

branches. The Township of Georgian Bay's bank accounts arc domiciled at our TD

Canada Trust Branch located at 283 King Street Midland, Ontario. Deposit facilitieshave been established at our West Ridge Plaza Branch in Oillia.

Express Deposits

Our Express Deposit facility is a quicker alternative to in-branch teller based deposits.

Through the use of secure bags, you can place your deposits into a vault on the exterior

wall of our branches for next business day processing. Express Deposit facilities areavailable 24 hours a day.

TD Canada Trust Green Machine (ATM) Deposits

You may make business deposits, bill payments, and account enquiries, transfer funds

between accounts, and get a quick account update at any Green Machine. Deposits must

be less than half an inch thick, amount to less than 5100,000.00, and coin deposits are notpermitted.

Electronic Funds Transfer

Electronic Funds Transfer - Debits facilitates the collection of funds from bank accounts

at any financial institution within Canada for credit to The Township of Georgian Bay's

account, at TD Canada Trust. TD offers a Web Based, File Transfer Service as well as

our EFT Data Base service. The former provides that you will hold the banking

information in your accounting system and create a file to TD specifications for

transmission to TD via Web Business Banking, File Transfer Service. The latter allows

The Township of Georgian Bay to house customer banking information directly within

our EFT software and transmit this information to TD via Internet connection.


Jf

Commercial Banking

Disbursement Services

Electronic Funds Transfer - Credits

EFT Credits is an electronic payment distribution service that saves you time and money

in making payments to customers' bank accounts at any financial institution within

Canada. The Township of Georgian Bay utilize this service for employee payroll direct

deposit wherein you create a file for transmission to TD via Web Business Banking, File

Transfer Service and TD will process the deposit of payroll into the specified employee

accounts.

If desired, we will work with The Township of Georgian Bay towards adding this service

to your payablcs module in order to allow for electronic payments to suppliers.

Fraud Prevention/Cheque Reconciliation Service

Cheque fraud is becoming increasingly prevalent as organized crime is using

sophisticated technology to perpetrate cheque fraud. Protect yourself with TD's Cheque

Reconciliation with Negative Pay service or our Cheque Reconciliation with Positive Pay

and Payee Match service, the most sophisticated form of cheque fraud prevention

currently available.

Cheque Image Retrieval Service

Our Cheque Image Retrieval Service (CIRS) uses the most efficient, flexible, and uscr-

fricndly cheque image retrieval software currently available. It can dramatically improve

cheque retrieval requirements thereby facilitating reconciliation and exception reporting.

TD Business Visa

In today's challenging economy, companies are striving to control costs. To this end, we

are proud to offer the TD Business Visa Card, an expense management system that workshard for you.

Tax Payment and Filing Service

Our Tax Payment and Filing Service allows you to pay and file payroll source

deductions, corporate income tax, GST, PST, HST, Federal, and Provincial businesstaxes via the Internet.

The Township of Georgian Bay TD Commercial Banking

Commercial Banking

Employee Services

c

Future Builder Group Savings Plan

TD Future Builder Group Savings Plan is a group savings plan that allows companies to

offer registered (RRSP) and non-registered investments to employees. Contributions are

automatically deducted from employee pay cheques and invested in TD Future Builder

accounts.


Commercial Banking

About TD Bank Financial Group. _ .

Corporate Profile

Headquartered in Toronto, Canada, with more than 51,000 employees in offices around

the world, The Toronto-Dominion Bank and its subsidiaries are collectively known as TD

Bank Financial Group (TDBFG). TD Bank Financial Group offers a full range of

financial products and services to approximately 13 million customers worldwide throughthree key business lines:

• Personal and Commercial Banking including TD Canada Trust

• Wealth Management including the global operations of TD Waterhouse

• Wholesale Banking through TD Securities

As at Juiy 31, 2003, TD Bank Financial Group was Canada's third largest bank in terms

of market capitalization and had more than CDNS302 billion in assets. TD Bank

Financial Group ranks as one of the top on-line financial services providers in the world

with more than 4.5 million on-line clients. The Toronto-Dominion Bank trades on the

Toronto and New York stock exchanges under the symbol "TD".

The Toronto-Dominion Bank is a chartered bank subject to the provisions of the Bank

Act (Canada). It was formed on February 1, 1955 through the amalgamation of The

Bank of Toronto, chartered in 1855, and The Dominion Bank, chartered in 1869.

On February 1, 2000, TD Bank announced the completion of its $8 billion acquisition of

CT Financial Services Inc., the parent company for the group of entities operating under

the name "Canada Trust," moving it from the fifth-largest Canadian bank to a marketleader in Canada.

Awards for Excellence in Service

Global Finance Magazine

S TD Canada Trust has been named the Best Consumer Internet Bank in Canada forthe third straight year by Global Finance, an international financial magazine.

^ TD Commercial Bank rated as Best Corporate/Institutional Internet Bank inCanada in Sept 2006 issue of Global Finance.

Forrester Research Inc.

S TD Canada Trust rated "highest ranking bank site" in the following two

categories: "Canadian Bank Public Web Site Rankings" & "Canadian BankSecure Web Site Rankings"

Service Quality Management

•/ TD Canada Trust rated "#1 in Customer Satisfaction in Web banking" and in twoother categories among the big 5 banks in 2005.


Commercial Banking

Your TD Commercial Banking Team

While the overall responsibility to ensure you receive a superior level of service will rest

with the team identified below, other specialists within TD Bank Financial Group maycontact you Tor your specific requirements.

|Contact Contact Numbers ResponsibilitiesSteve Sciiolte

Relationship Manager

JohnTyrrell

Analyst

Brenda Hilton

Customer Service Officer

Gary Charters

Manager Business

Banking Services

Lee-Anne Whittaker

Assistant Manager

Business Banking Services

Tel: (705)549-7485x1234

Fax: (705)549-5051

Cell: (705)734-7285

Email: [email protected]

Tel: (705) 726-3479

Fax: (705)726-3532


Tel: (705) 726-3406

Fax: (705) 726-3532


Tel: (705) 727-4720

Fax: (705) 726-3532


Tel: (705)726-3189

Fax: (705)726-3532

Small; leeanne.whittaker

@td.com

Your Relationship Manager is the first

point of contact with respect to the account.

Key responsibilities include increasing

customer satisfaction, maximizing revenue

and profit as well as managing risk.

Focuses on risk management of a portfolio

ofmid-market accounts. This includes

monitoring financial reporting and

generating credit reviews.

Supports the credit relationship

management learn in their efforts.

Responsible for handling the majority of

administrative fundions

Manages the cash management team.

Structures competitive cash management

solutions to meet customer needs. Manages

risk by assessing applications to determine

financial, management, technological, and

operating risks. Assesses relationship

profitability by assessing risk/return and

compensation by way of fees, and future

consideration.

Assists the Manager Business Banking

Services in the resolution of customer

questions and concerns. Assists in the

preparation, follow-up and tracking of

ippropriatc documentation to support

mplementation of cash management and

account compensation services.


Commercial Banking

Summary of Account Terms and Conditions

Period of Service: Subject to the terms set out herein, this commitment shall remain in

effect for 3 years, commencing March 1, 2007 and expiring March 31, 2010. Provided

no changes to the Fees, Services provided, Interest Compensation or Conditions are

made, extensions to the term of these arrangements may be granted at our sole discretion

without corresponding with you.

Interest Rates: Interest rates are subject to change monthly and without notice. Any

other notice provided for herein will be faxed to you or mailed to you and the notice of

change shall be deemed accepted by you the business day afler faxing or 10 days after

mailing unless otherwise agreed.

Proposal Expiry Date: This offering wil

time this offer will expire.

remain valid until April 1, 2007 at which

Disclaimer: This document contains confidential information regarding our proprietary

products and services. The information provided herein is for the express purpose of

evaluating our capabilities as a potential supplier and this document is intended solely for

use in such evaluation. You are respectfully reminded to treat all enclosed information as

"Proprietary and Confidential" and with the same degree of care you treat your own

confidential information, but with no less a reasonable degree of care. This information

is not to be duplicated, published, or otherwise disclosed, in any form or manner, in

whole or in part, to any party for any reason whatsoever, except to employees, agents,

and consullants who are required to have the information in order to review and evaluate

this proposal, without our prior written consent.

Termination Clause: Either party may terminate the banking arrangement upon 120

days' written notice.

General Conditions: The products and services outlined in this proposal comply with

the Bank Act of Canada and the Canadian Payments Association, and are subject to

change from time to time.

Pricing: Pricing identified herein is based on current business and activity volumes. Our

standard policy is to complete an analysis of business and activity volumes and account

balances annually. Should actual business and activity volumes and account balances

fluctuate by plus or minus 10% from current volumes; we reserve the right to reopen

discussions with you with a view to negotiating alternative compensation arrangements.

Any pricing changes would be reviewed and mutually agreed to by us prior to their

implementation.


JP

Commercial Banking

Appendix: Cash Management Fee Schedules

Balance Reporting - Web Business Banking

Fees for Standard Service

Set-Up Fee

Maintenance Fee (effective from registration) S—^80-per month Waived

Includes: 2 accounts (any combination ofTD personal or business deposit accounts or operating

loan accounts);

Deposit Account History of 65 Calendar days.

Fees For Other Services

Additional Accounts

Deposit Account History of 120 Calendar Days

S 15.00 per

account/month

S 1.00 per

account/month

Balance Reporting Service Fees are in addition lo regular account service charges.

Please Note: Customers are responsible for (heir own Internet Service Provider charges.

Payments and Transfers - Web Business Banking

Fees for Standard Service

Set-Up Fee

Account Fee

SU nn on

ilt /menth

Waived

Waived

Fees For Other Services

Customer Initiated Transfer

Authentication Device (s)

Bill Payments

Stop Payments

•" Plus G.S.T.

-Waked per transfer

S 50.00 per device'*'

S—0.79 Waived per payment

S 5.00 full detail

$ 9.00 partial detail

Customer Initialed Transfer .Service Fees are in addition to regular account service charges. Please Note: Customers arc responsiblefor their own Internet Service Provider charges,


Commercial Banking

Electronic Funds Transfer (EFT)

General Service

DescriptionSet-up Fee

Monthly Service

File Submission

Price

Per Unit

S 25.00

waived

S 8.00 perfite

DescriptionInitial feu to set-up and test each Originator ID.

Effective with the first production file or 2

months after set-up (whichever occurs first).

This price schedule applies to transmissionswithin Canada.

** Prices may vary outside Canada.

Items (Volume)

Based on Cumulative

Monthly Volumes1 - 1,000

1,001 -2,500

2,501 - 5,000

5,001 - 10,000

Price Per

Unit

S 0.06 Per item

S O.OCi Per Hem

S 0-06 Per Hem

$ 0.0G Per Hem

Other Services

Delete entire flic

Delete or Recall individual item

from within TD Bank

Delete or Recall individual item

from outside TD Bank

Relumed Items

Re-Prcsentmcnt

Item Trace

Electronic or Fax Report

Delivery by courier

Authentication Device

Notice of Change

• Plus Applicable Taxes

Price Per

Unit

S 50.00 perfile

S 7.00 per Hem

S 14.00 per item

S 2.50 per item

S 1.00 per item

S 10.00 per item

S 0.25 perpage

S 10.00 (plus courier

charges)

S 100.00 per device*

S 0.25 per notice

Description

Same day deletion of file received.

Same day deletion of item at TD Bank.

Same day deletion of item not at TD Bank.

Returned Iiems that could not be processed (i eNSF).

NSF and Funds on Hold items to be reprocessed.

No charge if found to be a Bank error.

Electronic Report delivery available to

mainframe Web Business Banking and Business

Window for Windows customers. Fax reportsare also available.

Per occurrence plus courier charges.

Security Device.

Notice of changes to payee/payor banking

information in electronic format.

Tax Payment and Filing Service

'ayment / Filing FeeS2.00 / Payment Charged to specified TD customer account at (he

beginning of each month for Ihc previous month'sactivity.

The Township of Georgian Bay II TD Commercial Banking

Commercial Banking

Canadian Dollar Business Accounts

One Time Charges

Nol Applicable;

Fees For Basic Service

Fixed Monthly Fee

Standard Service Charges

Other Charges

NIL

Interest Compensation

Rate

Conditions

Initial Term ofCommitment

Renewal Option

Includes

Deposits and Deposit Currency and Coin

Content Supplied by TD

Month End Bank Express (Night)

Statements Deposit Bags

SO.OO

Not Applicable

Prime Less 1.900%

3 Yeats

Prime = TD Composite Prime Rate

2 years subject to Mutual

Agreement

Cheques uncl Debit

Entries

Teller Processing

of Deposits OR

Express (Night)

Deposit

Processing

Certified Cheques Manual Stop Chargebacks

Payments

Green Machine

Deposit Processing

Subject to

Processing

Restrictions

Includes

ATS, CTS Fees,


readand finallypassed this 19l1' dayoffebruary2007

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