REQUEST FOR PROPOSALS FOR PROFESSIONAL …

1 State of Delaware 1 TRE18101-BANKINGSVC REQUEST FOR PROPOSALS FOR PROFESSIONAL SERVICES (BANKING) ISSUED BY THE OFFICE OF THE STATE TREASURER CONTRACT NUMBER: TRE18101-BANKINGSVC I. Overview The Office of the State Treasurer ( OST ), the Department of Finance ( DOF ) and the Office of Management and Budget ( OMB ) (collectively, the State ), on behalf of the Cash Management Policy Board (the CMPB ) and the Government Efficiency and Accountability Board (the GEAR Board ) (collectively, the Boards ), are seeking PROPOSALS from qualified firms ( Vendors ) interested in providing banking services to the State as detailed in Appendix A. The selected Vendors collectively will manage the State s banking needs (referred to as the banking architecture ) in accordance with the guidelines approved by the CMPB and directives provided by the GEAR Board.

2 This REQUEST for proposal ( RFP ) is issued pursuant to 29 Del. C. 6981, 6982 and 6986. In order to facilitate the evaluation of PROPOSALS , the services have been divided into five (5) components as listed below. Vendors may submit PROPOSALS covering one or more components. The State intends to select one or more Vendors to provide the required services. Depending on the PROPOSALS received and the evaluation process, the State reserves the right to select multiple Vendors for each component. Check Printing Services is not a standalone component, as such, Vendors proposing for Component 5, must also submit a proposal for either Component 1 or Component 3. A description of each component can be found in Section III.

3 Component 1: General Banking Component 2: Lockbox Processing Services Component 3: Purchasing/Virtual Card & ePayables Component 4: Stored Value Card Component 5: Check Printing Services Vendors should clearly identify the component(s) covered by their proposal in the required Transmittal Letter referenced in Section A. Timetable The tentative timetable for this RFP process is as follows: EVENT DATE RFP published June 13, 2018 Notice of Intent to Respond due June 22, 2018 Deadline for Vendor questions June 22, 2018 Deadline for State responses Q&A closed & Published July 6, 2018 Pre- proposal Conference July 10, 2018 Q&A from Pre- proposal Conference Published July 13, 2018 Deadline for Vendor proposal submission August 3, 2018 Finalist presentations Week of September 17, 2018 Finalist Selected / Begin Contract Negotiations October 12, 2018 Complete Contract Negotiations November 9, 2018 Estimated Award Notification (Board Approval) November 14, 2018 Implementation Schedule To be determined The State reserves the right to cancel and/or modify the RFP dates at any time.

4 State of Delaware 2 TRE18101-BANKINGSVC Vendors are expected to fully inform themselves as to the Vendors conditions, requirements, and specifications before submitting PROPOSALS . Failure to do so will be at Vendors own risk. They cannot secure relief on plea of error. B. Consultant To assist with RFP evaluation efforts, the State has selected a third-party consultant, PFM Asset Management LLC ( Consultant ). The Consultant will advise the State on industry best practices with regard to the proposed service delivery model, vendor selection, and other activities as needed with vendor, product, or service transition. C. Intent to Respond Prospective Vendors that are interested in receiving addenda to this RFP, including responses to submitted questions from all participating Vendors, should complete the Notice of Intent to Respond and submit it to by the date specified above.

5 This will allow OST and Consultant to provide timely information to interested parties. All addenda relating to this RFP, including the responses to questions, will be exclusively placed on Submitting the Notice of Intent to Respond does not obligate the prospective Vendor in any way. The effect of all addenda to the RFP documents shall be considered in the proposal , and said addenda shall be made part of the RFP documents. Before submitting a proposal , each shall ascertain whether any addenda have been issued. Failure to include information provided on any such addenda in a proposal may render the proposal invalid and result in its rejection. D. proposal to Remain Open Vendors that submit a proposal in response to this RFP shall be deemed automatically to have consented and irrevocably agreed to keep any such proposal open for twelve (12) months after the deadline for Vendor proposal submission, or for such additional period as the State and Vendor may agree upon.

6 E. Contract Term The term of the contract between each successful Vendor and the State shall be three (3) years with an option for a maximum of two (2) extensions for a period of two (2) years each. Vendors must agree to fix contract fees for at least the first three (3) years. If the Vendor intends to revise its fee schedule after the initial period, it must give written notice to the State at least 90 days in advance of any proposed fee change. Fees may be changed only on the contract anniversary date. These fees are subject to negotiation and approval by the State and may not exceed the annual consumer price index-urban (CPI-U) for the most recently available 12-month trailing period. F. Designated Contacts: This RFP process will be managed by the Deputy State Treasurer and the Director of Debt and Cash Management ( Designated Contacts ): Name: Nohora Gonzalez Title: Deputy State Treasurer Address: 820 Silver Lake Boulevard, Suite 100 City/State: Dover, DE ZIP: 19904 Email: Phone: (302) 672-6703 State of Delaware 3 TRE18101-BANKINGSVC Name: Joshua Berkow Title: Director of Debt and Cash Management Address: 820 Silver Lake Boulevard, Suite 100 City/State: Dover, DE ZIP: 19904 Email: Phone: (302) 672-6728 G.

7 Submission of Written Questions All questions about the RFP shall be submitted to the Designated Contacts listed above via e-mail by 4:00 Eastern Time (ET) on or before June 22, 2018. Questions should be directly tied to the RFP and asked in consecutive order, from beginning to end, following the organization of the RFP. Each question should begin by referencing the RFP page number and subject number to which it relates. The State will provide written responses to questions from prospective Vendors no later than July 6, 2018. The State will not give oral responses to questions except at the pre- proposal conference. H. Pre- proposal Conference The State will hold a pre- proposal conference on July 10, 2018 at 10:00 ET at the following location: Carvel Building Main Auditorium, 820 North French Street, Mezzanine, Wilmington, DE 19801.

8 The State will answer any additional follow up questions at this time. No questions or inquiries will be allowed beyond the pre- proposal conference. Any unauthorized contact with any State official or employee in connection with this RFP is prohibited and shall be cause for disqualification of the Vendor. Attendance at the pre- proposal conference is not mandatory, but is recommended. Participation in pre- proposal conference will be in-person only; no teleconference will be available. If necessary, a supplemental set of responses from the pre- proposal conference will be provided no later than July 13, 2018. II. Background The CMPB establishes the policies for the investment of all money belonging to the State or on deposit from its political subdivisions (except money deposited in any State Pension Fund or the State Deferred Compensation Program), and approves banking and investment contracts for the State.

9 The CMPB is comprised of Delaware volunteer citizens (financial professionals) appointed by the Governor and confirmed by the Delaware General Assembly and ex-officiate government officials (including the State Treasurer). The policies promulgated by the CMPB are set out in the Cash Management Policy Board Statement of Objectives and Guidelines for the Investment of State of Delaware Funds ( Guidelines ) govern Delaware s bank accounts and investment portfolios. The Guidelines are provided for reference in Appendix B. OST provides to the State transaction and cash management services ensuring sound fiscal stewardship over financial assets, systems, and processes. OST s Banking Services Unit ( BSU ) is responsible for the design, implementation, management, and continuous evolution of the State s banking architecture.

10 BSU performs comprehensive assessments to categorize needs from agency clients, selects strategic partners, deploys innovative solutions, secures adequate infrastructures for information exchange and transaction processing, and implements performance standards and benchmarks for increased responsiveness and improved accountability. Generally, banking services are made available to all branches of state government including the Chief Executive Officer and its sixteen cabinet departments; other elected offices including the Lieutenant Governor, the Auditor of Accounts, the Insurance Commissioner, and the Attorney General; the General Assembly, a bicameral legislature composed of the Senate and the House of Representatives; the Judicial branch composed of the Supreme Court, Court of Chancery, Superior Court, Family Court, Court of State of Delaware 4 TRE18101-BANKINGSVC Common Pleas, Justice of the Peace Court, Administrative Office of the Courts, and all other related agencies.