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HomeMy WebLinkAbout05214 - PALM DESERT NATIONAL BANK ATM LICENSE AT AIRPORT CONSENT TO ASSIGNMENT CITY OF PALM SPRINGS THIS CONSENT TO ASSIGNMENT(this "Consent") is made and entered into as of the date set forth below,by City of Palms Springs("Customer"). RECITALS: A. Palm Desert National Bank, a national banking association ("Assignor"), and Customer have executed that certain License Agreement for Automated Teller Machine (Palm Springs International Airport), dated February 21, 2006 and as may be amended from time to time (the "Agreement"). B. Assignor and U.S. Bank National Association, a national banking association ("Assi,nnce"), have executed that certain Asset Purchase and Sale Agreement, dated August 5, 2008 (the "Asset Purchase Agreement"). C. In accordance with the terms and conditions set forth in the Asset Purchase Agreement: (i) Assignor has agreed to sell, assign and transfer, and Assignee has agreed to buy, acquire and assume, certain of Assignor's assets and liabilities, including all of Assignor's right, title and interest in and to the Agreement (the "Assignment and Assumption"); and (ii) the Assignment and Assumption shall be effective as of the closing of the transactions set forth in the Asset Purchase Agreement (the "Effective Date"). D. Customer desires to consent to the Assignment and Assumption upon the terms and conditions set forth in this Consent. CONSENT: NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Customer hereby agrees as follows: 1. Consent to Assignment. In accordance with the terms and conditions set forth in the Agreement, Customer hereby consents and agrees to the assignment and transfer to Assignee of: (a) all of Assignor's right, title and interest in and to the Agreement (including all of Assignor's rights and liabilities thereunder) upon the Effective Date in accordance with the terms of the Asset Purchase Agreement; and (b) all of Assignor's rights and privileges to draft or debit any and all accounts of Customer that are maintained at Assignor for the purpose of providing security for the transactions and arrangements set forth in the Agreement, including, without limitation, Assignor's rights and privileges under any existing pre-authorized bank draft or electronic funds transfer arrangements between Assignor and Customer. 2. Limitation of Consent. This Consent shall not be deemed to be a consent to any further or subsequent assignment of the Agreement, and any further assignment of the Agreement shall require the prior written consent of Customer in accordance with the terms and conditions set forth in the Agreement. 3. Release. Customer hereby (a) releases and discharges Assignor from any and all obligations and liabilities arising under the Agreement after the Effective Date and (b) agrees to look solely to Assignee for payment and performance of any and all obligations and liabilities under the Agreement arising after the Effective Date. Nothing set forth herein shall be deemed to extinguish, limit, or otherwise modify, Assignor's liability for any obligation or liability under the Agreement arising prior to the Effective Date. (signature page follows) IN WITNESS WIIERI;oT, Customer has executed this Consent as of the date set forth below. Dated: Au -_ 2008. CITY OF PALM SPRINGS Name: David H. eady fly Attorney gg Title: City Manager APPROVED BY CITY COUNCIL EST; f rty Clerk • Pb�Z��z'dOS .GM AMENDMENT NO. 1 TO LICENSE AGREEMENT FOR AUTOMATED TELLER MACHINE (Palm Springs International Airport) THIS AMENDMENT NO. 1 TO LICENSE AGREEMENT FOR AUTOMATED TELLER MACHINE at the Palm Springs Inte ational Airport, A Bement No. A5214 ("Amendment" is made and entered into on this day of (�]c�b2�!_�, 2008, by and between the CITY OF PALM SPRINGS (" ity") and PALM DESERT NATIONAL BANK, INC., ("Licensee"). RECITALS WHEREAS, City and the Licensee entered into the current License Agreement on January 11, 2006 whereby Licensee was granted an exclusive non-assignable license to install, maintain, and operate automated teller machines ("ATM") within the airport terminal; and WHEREAS, Licensee would like to assign all of its rights and obligations under the License Agreement to U.S. Bank National Association; and WHEREAS, the License Abreement will have to be amended to allow for such assignment; and WHEREAS, Licensee understands and acknowledges that this amendment shall not extend the term of the License Agreement and that the assignment to U.S. Bank National Association shall terminate with the License Agreement on January 3, 2009. NOW THEREFORE, in consideration of the mutual promises of the parties hereto and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, City and Licensee agree as follows: 1. Subsection 4.3 of the License Agreement shall be amended in its entirety to read as follows, with all other provisions of the License Agreement remaining in full force and effect. "43 Assignment of License. This license shall only be assigned with the express written consent of the City. Licensee's requested assignment to U.S. Bank National Association is approved. Any attempt to otherwise assign this license without the City's express written consent shall be void and unenforceable and shall operate to immediately terminate this License Agreement." 2. Due Execution. The person(s) executing this Amendment on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment, such party is formally bound to the provisions of this Amendment, and (iv) the entering into this Amendment does not violate any provision of any other agreement to which said parry is bound. 3. Full Force and Effect.The parties further agree that, except as specifically provided in this Amendment, the terms of the License Agreement shall remain unchanged and in fu11 force and effect. [EXECUTION PAGE FOLLOWS] IN WITNESS WHEREOF, the parties have executed and entered into this Amendment as of the date first written above. ATTEST: CITY OF PALM SPRING a municipal�corpyoratio By. By: City Clerk i of z 7f Z00� Ci ger APPROVED AS FO ] APPROVED 6Y CITY COUNCIL r By: ii, d�•`�•a)() �r{mil .✓+ l�.� GilyAttarney G NTRACTOR: Check one. Individual Partnership „•Corporation Corporations require two notarized signatures: One from each of the following! A. Chairman of Board, President, or any Vice President: AND B. Secretary, Assistant Secretary, Treasurer, Assistant Treasurer, or Chief Financial Officer- Signature (notarized) Si pature(notarized) Name: Randal D. Miller Name, Shona Moreno Title: Pre5ident/C00 Title, Secretary State of C A • ^» State of �j l/1� "N / L County of wee/� ( ppy County of'�/ `(�y 1 - On{C� I' before mmet%IA A kLL'� CIJt.1 On k� C)'�before cmci)'�`` 1n rV.6 U c7MilAI personally appeared`�tLUlllf>L�0•W14�pU✓ personally appeared.J'rl�l, �tllltoyph1_ > who proved to me on the basis of satisfactory who proved to me on basis of satisfactory evidence to be the personKwhose name(aj evidence to be the person(tywhose name(_%}- is/are subscribed to the within in trument is/ace subscribed to the within instrn ant and acknowledged t _a�that ie_ hefHtey and acknowledged to me that be/Vtbey executed the same I eir authorized executed the same in his/yO. tWr authorized capacity(ies),and tha y I I #r heir signatureQsj— capacity(Itzs),and that by his/hgtheir signature( on the instrument the personKor the entity upon an the instrument the person(sT or the entity upon behalf of which the person(a)i-acted,executed the behalf of which the person(; acted, executed the instrument. instrument. I certify under PENALTY OF PERJURY I certify under PENALTY OF PERJURY under the laws of the State of California that under the laws of the State of California that the foregoing paragraph is true and correct. the foregoing paragraph is true and correct- rnt WITNESS myhand and,offi - ea. WITNESS my hand and off ' al Notary Signatur - Notary Signat '�t Notary Seal: Notary Seal: JILL RODHOLM JILL RODHOLM Comrnlulan 4F 1724964 9 CWnmlulon Iy 1734964 Notary Iubllc-California Notary Public-Callfornlo Rlveralcle County Riverside County 1. QhVCWMB0ftApr26.2DlI tti �W26.7011 Palm Desert National Bank ATM License at Airport AGREEMENT NO. A5214 MO 7798, 01-04-06 LICENSE AGREEMENT FOR — - --- — AUTOMATED TELLER MACHINE (Palm Springs International Airport) I j 4k THIP LICENSE AGREEMENT ("License') is made and entered into, to be effective the i 'day of 'P D b , 2006, by and between the CITY OF PALM SPRINGS, a charter city and California munici I corporation ("City"), and Palm Desert National Bank, Inc., a California corporation ("Licensee"). City and Licensee may hereinafter be referred to individually as a j "Party" and collectively as "Parties." RECITALS A. City is the fee owner of that real property known as the Palm Springs International Airport, located at 3400 East Tahquitz Canyon Way in the City of Palm Springs, California ("Property"). B. The Property consists of an international airport terminal and adjacent buildings. I C. City believes that travelers and visitors using the City's airport terminal and related facilities would benefit from the convenience and accessibility of automated teller machines (ATMs") located within the Property. D. Licensee is a federally insured bank desiring to operate two (2) ATMs within the Property. E. Pursuant to a request for proposals, City has selected Licensee to install, maintain, and operate ATMs, as described in the Scope of License (Exhibit 'A" to this License), within the airport terminal of the Property. NOW, THEREFORE, in consideration of the mutual covenants, promises and conditions set forth herein, the Parties hereto incorporate the recitals set forth above and further agree as follows: 1.0 SERVICES OF LICENSEE 1.1 Grant of Access. City hereby grants to Licensee, its employees and agents, a non-exclusive license and permission to enter upon and use a portion of the Property ("License Area") for the limited purposes of operating ATMs. A site plan for the Property depicting the License Areas, as well as the approximate location for the ATMs, is attached to this License as Exhibit"B". The License granted herein shall be valid for the term set forth below only. Licensee expressly acknowledges that this License is nonexclusive and nothing in this License shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 308a of the Federal Aviation Act of 1958 (49 U.S.C. 1349a). Licensee further acknowledges that the City operates a commercial and public airport on the Property, such that City's employees, agents, tenants, and the general public, including the traveling public and users of commercial airline services may also access the License Areas. For the purpose of this License, the term "Licensee" includes the heirs, representatives, successors in interest, and assigns of Licensee. 1.2 General Scope of Use. Pursuant to this License and for the term provided in this License, Licensee may use the License Areas to install, maintain, and operate a general ATM kiosk, as provided in the Scope of License. The final design of the ATM kiosk, the precise 204603 1 1 January 11,2p006 PIG; '.,.,A1.. 2)1 ANDI R A K_ W800�Iill location of the ATM kiosk, and manner in which the ATM kiosk will be installed and maintained are subject to the review and approval by the City's Director of Aviation prior to installation of the j ATM kiosk. Licensee may not use the ATMs to advertise for any businesses, including I Licensee, or events; however, Licensee may display its name and/or logo on the monitor screen of the ATMs. The ATMs shall not incorporate features to attract members of the public for I purposes other than the use of the ATMs. Nothing in this Subsection 1.2 shall be construed as prohibiting any minimum identification required by federal or State regulatory agencies. I 1.3 Preparation of the License Areas. i 1.3.1 Familiarity with Requirements. Licensee warrants that Licensee: (a) has i thoroughly investigated and considered the Scope of License and all work and requirements specified in the Scope of License and otherwise expected of the Licensee; (b) has carefully considered how the Scope of License and the work and requirements should be performed and provided; and (c) fully understands the facilities, difficulties, and restrictions (including but not limited to all requirements of the federal government) attending performance of the Scope of License and the work and requirements under this License. Licensee has fully investigated the License Areas and is fully acquainted with the conditions existing in the License Areas. Should the Licensee discover any latent or unknown conditions which will materially affect the performance of the Scope of License, Licensee shall immediately inform the City's Director of Aviation of such fact and shall not proceed except at Licensee's risk until written instructions are received from the City's Director of Aviation. 1.3.2 Installation. All costs of installation shall be borne by the Licensee and Licensee shall reimburse the City for any costs the City incurs in preparing the License Areas for use by the Licensee, including any arrangement or work performed to provide electrical power and telephone service to the License Areas accessible to the ATM kiosk location. The ATM kiosk shall not be installed or placed into operation until the City has been fully reimbursed its costs as provided in this Subsection. 1.4 Regulations. Licensee shall ensure that the use of the License Areas by Licensee and its agents, officers, and employees (collectively "Licensee's Parties") during the Term comply with all federal, state, and local laws and ordinances. 1.5 Licenses, Permits, Fees, and Assessments. Licensee shall obtain, at its sole cost and expense, such licenses, permits, and approvals as may be required by law for the performance of the services required by this License. Licensee shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Licensee's performance of the services required by this License, and shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes, penalties, or interest levied, assessed, or imposed against City hereunder. 1.5.1 Sales and Use Tax. Licensee shall be solely responsible for the payment of all sales and use taxes relating to any taxable transactions in connection with the operation of the ATMs. 1.5.2 Real Property Taxes. The parties expressly acknowledge that, as a result of this License, the License Areas may become subject to real property taxes and that, in addition to the License Fee, Licensee shall pay any and all annual real estate taxes and assessments levied upon the License Areas (including any possessory interest taxes), as well as taxes of every kind and nature levied and assessed in lieu of, in 104603 1 2 January 11,2006 substitution for, or in addition to, existing real property taxes. Such amount shall be paid on the date that is twenty (20) days prior to the delinquent date or, if City receives the tax bill, ten (10) days after Licensee's receipt of a copy of the tax bill from City, whichever is later. 1.6 Licensee's Proposal. The Scope of License shall include the Licensee's proposal, "Exhibit C" to this Agreement. In the event of any inconsistency between the terms of such proposal and this License, the terms of this License shall govern. In the event of any inconsistency with the terms of Exhibit"C" and Exhibit"A", the terms of Exhibit "A" shall govern. 1.7 Security. 1.7.1 General. The parties acknowledge that the security of the public, the License Areas, and the ATMs is a priority. For this reason, Licensee shall implement safeguards to minimize security breaches. The ATMs shall be appropriately affixed to the floor of the License Areas in the manner provided in the Scope of License. An internal camera in the ATMs shall capture the physical image of all ATMs users, which may be used in the event of a dispute, theft, or fraud. 1.7.2 Armored Courier. At all times during the term of this License, Licensee shall maintain an agreement with an armored and bonded courier to provide service to the ATMs for cash fills, balancing, supply replenishment, and similar matters. Licensee shall schedule cash fills either weekly or bi-weekly, depending upon the need for cash. Licensee shall be responsible for securing such security clearances as the federal government may require for such courier to have access to the License Areas. 1.7.3. Additional Security. Licensee shall be solely responsible for the cost of any additional security deemed necessary in connection with the ATMs. 1.8 Maintenance. Licensee shall maintain the ATMs and all utilities providing services to the ATMs in a first class condition, as needed or as may be directed by the City's Director of Aviation, at Licensee's sole cost and expense. When utility maintenance is required, Licensee shall so notify the City's Director of Aviation and City shall, in conjunction with any applicable utility company, make the necessary repairs. Any costs incurred by City in connection with such repair of utilities for the ATMs shall be reimbursed by Licensee. As further discussed in Subsection 5.2, Licensee shall have the sole obligation to maintain the License Areas and adjacent property free from waste, such as ATMs receipts, which may be generated in connection with the use of the ATMs. 1.9 Free From Liens. Licensee shall keep the Property and the License Areas free from any liens arising out of any work performed, material furnished, or obligation incurred by Licensee or alleged to have been incurred by Licensee. 2.0 COMPENSATION 2.1 License Fee. In exchange for the non-exclusive use of the License Areas pursuant to this License, Licensee shall pay the City, within the times and manner set forth herein; $1.10 per transaction for each transaction occurring at the ATMs installed on the Licensed Areas in 2006, $1.25 per transaction for each transaction occurring at the ATMs installed on the Licensed Areas in 2007, and $1.35 per transaction for each transaction occurring at the ATMs installed on the Licensed Areas in 2008. The Licensee shall pay the City $1.35 per transaction occurring at the ATMs installed on the Licensed Areas for any extension 204603 1 3 January 11,2006 i I I I i I i period exercised by the City. This license fee shall be paid from a portion of, not in addition to, any transaction convenience fee received by Licensee. However, should Licensee elect to not I charge a transaction fee to cardholders of Licensee's bank or any other customer(s) of the ATMs, Licensee will nonetheless pay City the license fee for each transaction conducted at the ATMs. i 2.2 Method of Payment. Licensee shall be solely responsible for collecting all compensation from ATMs customers or their respective financial institutions. By no later than i the twenty-fifth (25th) day of each month of the Term, including the twenty-fifth (251h) of the i month following termination of this License, Licensee shall pay to City all fees due City under Subsection 2.1 for the immediately preceding month, which payment shall be accompanied by an itemized statement showing the number of customer transactions completed from the ATMs. 2.3 Payment Reports. By no later than June 30`h of each year of the Term of this License, and including June 301h on the year following the termination of this License, Licensee shall provide audited financial statements, certified by an authorized officer of Licensee, confirming the number of transactions performed and fees generated from the ATMs under this License. Should the audited statements show any underpayment by Licensee to City, Licensee i shall pay such difference to City within ten (10) days of City's demand therefore plus three percent (3%) of such underpayment. Should the audited statements show any overpayment by Licensee to City, City shall reimburse Licensee for the actual amount of such overpayment as a credit to the following month's revenues due to City, provided such overpayment is confirmed by the City's Department of Finance. If an overpayment is discovered after termination of this License, City shall reimburse Licensee the amount of the overpayment within ten (10) business days of City's receipt of the audited statements. 2.4 Maximum Transaction Fee. Licensee may charge a transaction fee not to exceed two dollars and twenty-five cents ($2.25) to process a cash withdrawal of funds at the ATMs. Such convenience fee shall be payable from each cardholder's bank account. The transaction fee shall not assessed against or charged the City. 3.0 TERM Unless earlier terminated in accordance with Subsections 8.5 or 8.6 of this License, this License shall entitle Licensee to non-exclusive use of the License Areas for the limited purposes described herein from January 4, 2006 through January 3, 2009 ("Term"). The City Manager or his designee may extend the term of this License up to 2 times for additional 1-year periods with 30 days written notice prior to expiration of the then current term. At the conclusion of the Term, unless this License has been extended by the parties by pursuant to a written agreement or amendment to this License, Licensee must remove the ATMs and surrender the License Areas pursuant to Subsection 5.1. 4.0 COORDINATION OF WORK 4.1 Representative of Licensee. The following principal of Licensee is hereby designated as being the principal and representative of Licensee authorized to act on its behalf with respect to the work specified herein and make all decisions in connection therewith: Jim Tingey, Senior vice President, or his designee. It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principal was a substantial inducement for City to enter into this License. Therefore, the foregoing principal shall be responsible, during the term of this License, for directing all activities of Licensee with respect to the ATMs. For purposes of this License, the foregoing principal may not be replaced nor may his 204603A 4 January 11,2006 responsibilities be substantially reduced by Licensee without the express written approval of City. I 4.2 City's Director of Aviation. The City's Director of Aviation, or the Director's designee, shall be responsible for the management of this License on behalf of the City. It shall be the Licensee's responsibility to ensure that the City's Director of Aviation is kept informed of all matters relating to the ATMs and the Licensee shall refer any decisions which must be made by City to the City's Director of Aviation. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the City's Director of Aviation. The City's Director I of Aviation shall have authority to sign all documents on behalf of the City required hereunder to j carry out the terms of this License. I 4.3 License Not Assignable. This License shall become effective immediately and is personal to the Licensee and is not assignable. Any attempt by Licensee to assign this License shall terminate this License immediately. I 4.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the manner, mode, or means by which Licensee, its agents or employees, perform the services required herein, except as otherwise set forth in this License. City shall i have no voice in the selection, discharge, supervision, or control of Licensee's employees, servants, representatives or agents, or in fixing their number, compensation, or hours of service. Licensee shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Licensee shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Licensee in its business or otherwise or a joint venturer or a member of any joint enterprise with Licensee. 5.0 PROPERTY RELATED ISSUES 5.1 Waste Damage or Destruction: Surrender of Property. The Licensee shall not allow any waste, damage, or destruction to occur in or to the Property or the License Areas. When this License terminates, upon such termination. Licensee, as its sole cost and expense, shall repair any waste, damage, or destruction and shall restore the License Areas to that condition existing prior to Licensee's use of the License Areas Should Licensee fail to vacate the License Areas in a clean and undamaged condition, City may arrange for the cleaning and/or repair of the License Areas, the cost of which will be immediately reimbursed by Licensee, and Licensee will be additionally penalized ONE THOUSAND DOLLARS ($1,000) per day, or portion thereof, that the License Areas is unavailable for its normal use or for the commencement of replacement services. 5.2 Waste Receptacle and Waste Removal. Licensee shall be required to have one permanent waste receptacle on the License Areas at all times. This requirement may be satisfied with a waste receptacle that is incorporated into the ATMs itself, or the waste receptacle may be a separate free standing object. Licensee shall have the sole obligation to maintain the License Areas, and adjacent property, free from all waste, including but not limited to ATMs receipts, which is generated in connection with the use of the ATMs. This obligation shall require Licensee to ensure that the waste receptacle is emptied on a regular basis at sufficient intervals to allow the waste receptacle to retain capacity for the disposal of additional waste. 204603 1 5 January 11,2006 i 5.3 Customer Service Help Line. Should Licensee desire to install a customer service help line at the ATMs, Licensee shall have the sole financial responsibility to operate, install, and maintain a telephone line to establish the help line. If City's assistance is necessary for the installation or maintenance of such line, City's costs shall be reimbursed by Licensee. 5.5 Modification of License Area. Any future modification of the License Areas which is required by law shall be undertaken at Licensee's sole expense, subsequent to receipt of written approval by the City. 6.0 INSURANCE AND INDEMNIFICATION 6.1 Insurance. Prior to its ability to access the License Areas, Licensee will provide City with proof of insurance, at Licensee's sole cost and expense, to remain in full force and effect during the entire term of this License. The following policies of insurance shall be maintained: 6.1.1 Workers' Compensation Insurance. Workers' Compensation Insurance in an amount required by the laws of California and Employer's Liability Insurance in an amount not less that ONE MILLION DOLLARS ($1,000,000) combined single limit for all damages arising from each accident or occupational disease. 6.1.2 Commercial General Liability.Commercial General Liability Insurance written on a per-occurrence and not a claims-made basis with a combined single limit of at least ONE MILLION DOLLARS ($1,000,000) bodily injury and property damage including coverages for contractual liability, personal injury, independent contractors, broad form property damage, products and completed operations. 6.1.3 Automobile Liability Insurance. A policy of comprehensive automobile liability insurance written on a per-occurrence basis in an amount not less than ONE MILLION DOLLARS ($1,000,000) combined single limit covering all owned, non-owned, leased, and hired vehicles used in connection with operations occurring on the Property. 6.1.4 Other Insurance. Such other policies of insurance including, but not limited to, casualty insurance, business interruption insurance, and fidelity insurance, as may be required by the nature of operations. 6.1.5 General Provisions. All of the foregoing policies of insurance shall name the City as an additional insured and shall be primary insurance and any insurance maintained by City shall be excess and non-contributing. Each insurer of Licensee shall waive all rights of contribution and subrogation against City and its respective insurers. Each of such policies of insurance shall name City and its affiliated entities, and their respective officers, directors, agents, and employees (collectively, "City's Parties.") All policies of insurance required to be obtained by Licensee hereunder shall be issued by insurance companies authorized to do business in California and must be rated no less than A-, VII or better in Best's Insurance Guide. Prior to engaging in any operations hereunder, Licensee shall deliver to City certificate(s) of insurance evidencing the coverages specified above. Such policies shall not be cancelled or materially altered to the detriment of City or Licensee without the insurer providing City with thirty (30) days' written notice. 6.2 Indemnification by Licensee. Licensee shall indemnify, defend (with counsel designated by City), protect and hold harmless City, City's Parties and the Releasing Parties 704603 1 6 January 11,2006 from and against any and all claims, demands, judgments, actions, damages, losses, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees and court costs) arising at any time directly or indirectly from or in connection with (i) any default in the performance of any obligation by Licensee to be performed under the terms of this License, (ii) Licensee's use of the License Areas, or (iii) the conduct of Licensee's business or any activity, work or things done, permitted or suffered by Licensee in or about the Property, except to the extent caused by City's negligence or willful misconduct. The obligations of Licensee under this Article 6 shall survive the expiration or earlier termination of this License. Licensee, as a material part of the consideration to City, hereby assumes all risk of damage to the License Areas, including, without limitation, injury to persons in, upon or about the License Areas during Licensee's use of the License Areas, arising from any use of the ATMs or other activities of Licensee or Licensee's Parties on the License Areas. Licensee hereby waives all claims with respect thereof against City. City shall not be liable for any injury to the License Areas, ATMs, or injury to or death of any of Licensee's Parties, or injury to the ATMs, or injury to or death of any other person in or about the License Areas from any cause except to the extent caused by the negligence or willful misconduct of the City or the City's Parties. 6.3 Assumption of All Risks and Liabilities. Licensee assumes all risks and liabilities arising out of any and all use of the License Areas by Licensee or Licensee's Parties. 7.0 REPORTS AND RECORDS 7.1 Reports. Licensee shall periodically prepare and submit to the City's Director of Aviation such reports concerning the use of the ATMs as the City's Director of Aviation shall require. 7.2 Records. Licensee shall keep, and require subcontractors to keep, such books and records as shall be necessary to perform the services required by this License and enable the City's Director of Aviation to evaluate the performance of such services. The City's Director of Aviation shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. 7.3 Ownership of Documents. All drawings, specifications, reports, records, documents and other materials prepared by Licensee, its employees, subcontractors and agents in the performance of this License shall be the property of City and shall be delivered to City upon request of the City's Director of Aviation or upon the termination of this License, and Licensee shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Licensee will be at the City's sole risk and without liability to Licensee, and the City shall indemnify the Licensee for all damages resulting therefrom. Licensee may retain copies of such documents for its own use. Licensee shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Licensee fails to secure such assignment, Licensee shall indemnify City for all damages resulting therefrom. 204603.1 7 January 11,2006 7.4 Release of Documents. The drawings, specifications, reports, records, documents and other materials prepared by Licensee in the performance of services under this License shall not be released publicly without the prior written approval of the City's Director of Aviation. 8.0 ENFORCEMENT OF LICENSE 8.1 Governing Law. This License shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California. 8.2 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State, or local governmental agency having jurisdiction in effect at the time service is rendered. 8.3 Waiver. The waiver of any breach of any provision hereunder by City or Licensee shall not be deemed to be a waiver of any preceding or subsequent breach hereunder. No failure or delay of any Party in the exercise of any right given hereunder shall constitute a waiver thereof nor shall any partial exercise of any right preclude further exercise thereof. 8.4 Severability. If any paragraph, section, sentence, clause or phrase contained in this License shall becorne illegal, null or void, against public policy, or otherwise unenforceable, for any reason, or held by any court of competent jurisdiction to be illegal, null or void, against public policy, or otherwise unenforceable, the remaining paragraphs, sections, sentences, clauses or phrases contained in the License shall not be affected thereby. 8.5 Termination Prior to Expiration of Term. This Section shall govern any termination of this License. The City reserves the right to terminate this License at any time, with or without cause, upon thirty (30) days' written notice to Licensee, except that where termination is due to the fault of the Licensee, the period of notice may be such shorter time as may be determined by the City's Director of Aviation. The parties further agree that if Licensee: (i) files a petition in bankruptcy, (ii) is adjudicated bankrupt, (III) if a petition in bankruptcy is filed against Licensee and not discharged within thirty (30) days, (iv) if Licensee becomes insolvent or makes an assignment for the benefit of its creditors or an arrangement pursuant to any bankruptcy law, or (v) if a receiver is approached for Licensee or its business during the Term of this License, City may terminate this License upon twenty-four (24) hours' written notice to Licensee. In addition, Licensee reserves the right to terminate this License at any time, with or without cause, upon thirty (30) days' written notice to City. Upon receipt of any notice of termination during the Term, Licensee shall immediately cease the operation of the ATMs, and shall clean, repair and vacate the License Areas. 8.6 Termination for Default. If termination is due to the failure of Licensee to fulfill its obligations under this License, including but not limited to the provisions of Section 10 of this License, City may give Licensee thirty (30) days' written notice of the termination and the reasons therefore to Licensee. Licensee may be found to be in default for Licensee's failure to comply with any term or condition of this License, to acquire and maintain all required insurance policies, bonds, licenses, and permits, or failure to make satisfactory progress in performing under this License. Upon termination under this provision, all goods, materials, documents, data and reports prepared by Licensee under this License shall become the property and be delivered to the City on demand. The City may, upon termination of this License, procure, on terms and in the manner that it deems appropriate, materials or services to replace those under this License. 204603 1 8 January 11,2006 8.7 Attorneys Fees. If either party to this License is required to initiate or defend or made a party to any action or proceeding in any way connected with this License, the prevailing party in such action or proceeding in addition to any other relief which may be granted, shall be entitled to reasonable attorney's fees and costs. 9.0 CITY OFFICERS AND EMPLOYEES; NON-DISCRIMINATION 9.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Licensee, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Licensee or to its successor, or for breach of any obligation of the terms of this License. 9.2 Conflict of Interest. No officer or employee of the City shall have any financial interest, direct or indirect, in this License nor shall any such officer or employee participate in any decision relating to the License which effects his financial interest or the financial interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. Licensee warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this License. 9.3 Standard Covenant Against Discrimination. Licensee covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this License. Licensee shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, national origin, or ancestry. 9.4 Americans With Disabilities Act. In its operation and maintenance of the ATMs, Licensee shall comply with the Americans with Disabilities Act and all federal regulations applicable under the Act. 10.0 FAA REQUIRED PROVISIONS 10.1 Licensee, as a part of the consideration for this License, covenants and agrees "as a covenant running with its interest in property" that in the event facilities are constructed, maintained, or otherwise operated on the Property or the License Areas for a purpose for which a Department of Transportation ("DOT") program or activity is extended or for another purpose involving the provision of similar services or benefits, the Licensee shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to Title 49, Code of Federal Regulations DOT, Part 23, Nondiscrimination in Federally Assisted Programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, as such regulations may be amended from time to time. 10.2 This agreement is subject to the requirements of the U.S. Department of Transportation's regulations, 49 CFR part 23. The concessionaire or contractor agrees that it will not discriminate against any business owner because of the owner's race, color, national origin or sex in connection with the award or performance of any concession agreement, management contract, or subcontract, purchase or lease agreement or other agreement covered by 49 CFR part 23. 204603.1 9 January 11,2006 i i 10.3 The concessionaire or contractor agrees to include the above statements in any subsequent concession agreement or contract covered by 49 CFR part 23, that it enters and causes those businesses to similarly include the statements in further agreements. 10.4 In the event of a breach of the covenants specified in Subsection 10.1 and 10.2 of this License, City shall have the right to terminate the License and to reenter and repossess the License Areas and the facilities thereon and hold the same as if said License had never been made or issued. This provision does not become effective until the procedures of Title 49, Code of Federal Regulations, Part 23 are followed and completed, including the expiration of any appeal rights. 10.5 Licensee shall furnish its services on a fair, equal, and not unjustly discriminatory basis to all users thereof and it shall charge fair, reasonable, and not unjustly discriminatory prices for its services; provided that Licensee may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar type of price reductions to volume purchases or other rational, reasonable basis. Non-compliance with this provision shall constitute a material breach of this License and in the event of such non-compliance, City shall have the right to terminate this License and any interest in property created without liability or at the election of the City or the United States either or both Governments shall have the right to judicially enforce this provision. 10.6 Licensee agrees that it shall insert the above five provisions in any agreement or contract by which Licensee grants a right or privilege to any person, partnership, or corporation to render services to the public on the Lease Areas pursuant to this License. Nothing in this provision shall be construed as waiving any obligations or requirements of the Licensee pursuant to Subsection 4.3 of this License or abrogate the rights of the City pursuant to such subsection. 10.7 The License shall be subordinate to the provisions and requirements of any existing or future agreement between the City and the Untied States relative to the development, operation, or maintenance of the Property. 10.6 This License, and all provisions hereof, shall be subject to whatever right the United States Government now has or in the future may have or acquire, affecting the control, operation, regulation, and taking over of the Property or the exclusive or non-exclusive use of the Property by the United States during a time of war or national emergency. 11.0 MISCELLANEOUS PROVISIONS 11.1 Headings. The headings of this License are for purposes of reference only and shall not limit or define the meaning of the provisions of this License. 11.2 Counterparts. This License may be signed in any number of counterparts, each of which will be deemed to be an original, but all of which together will constitute one instrument. 11.3 Labor Disputes. Licensee shall give prompt notice to City of any actual or potential labor dispute which delays or may delay performance of this License. 11.4 California Law. This License shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this License shall be instituted in the Superior Court of the County of Riverside, State of California, or any 204603A 10 January 11,2006 other appropriate court in such county, and Licensee covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 11.5 Disputes. In the event of any dispute arising under this License, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefore. The injured party shall continue performing its obligations hereunder so long as the injuring party commences to cure such default within ten (10) days of service of such notice and completes the cure of such default within forty-five (45) days after service of the notice, or such longer period as may be permitted by the injured party; provided that if the default is an immediate danger to the health, safety and general welfare, such immediate action may be necessary. Compliance with the provisions of this Section shall be a condition precedent to termination of this License for cause and to any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's or the Licensee's right to terminate this License without cause pursuant to Subsection 8.5. 11.6 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this License, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 11.7 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this License, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this License. 11.8 Reservation of City Rights. City reserves the right, but shall not be obligated to Licensee, to maintain the and keep in good repair the Property or the Lease Areas. The City further reserves the right to direct and control all activities of Licensee consistent with the provisions of this License. 11.9 Interpretation. The terms of this License shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this License or any other rule of construction which might otherwise apply. 11.10 Integration; Amendment. It is understood that there are no oral agreements between the parties hereto affecting this License and this License supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this License. This License may be amended at any time by the mutual consent of the parties by an instrument in writing. 11.11 Corporate Authority. The persons executing this License on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this License on behalf of said party, (iii) by so executing this License, such party is formally bound to the provisions of this License, and (iv) the entering into this License does not violate any provision of any other License to which said party is bound. 11.12 Notice.Any notice required or permitted to be given hereunder shall be in writing and signed by the Party, officer or agent of the Party to whom it is to be sent, and shall be either: (1) personally delivered to the Party to whom it is to be sent, or (2) sent via overnight 204603 1 11 .January 11,2006 I I i courier services, or (3) sent via certified or registered mail, return receipt requested, postage prepaid to the respective addresses, or such other addresses as the Parties may specify in writing: To City: City of Palm Springs Department of Aviation Palm Springs International Airport 3400 East Tahquitz Canyon Way, Suite OFC Palm Springs, California 92262-6966 Attn: Director of Aviation To Licensee: Palm Desert National Bank 72-670 El Paseo Palm Desert, CA 92260 Attn: Jim Tingey 204603.1 12 January 11,2006 IN WITNESS WHEREOF,the parties have executed and entered into this Agreement as of the date first written above. CITY OF PALM SPRINGS - _ ATTEST: a municipal corporation By a J Byaa✓ �� a - : v� / -.. ,�t^ - - 6Cit)`'Clerk City Manager APPROVED A 'T PORM: APPROVE© BY UN COUNCIL By: City Atton y CONTRACTOR: Palm Desert National Bank Check one:_Individual_Partnership_Corporation 72-760 Et Pasco Palm Desert,CA 92260 Corporations require two.notarized signatures One from each of the following A Chairman of Board,President,or any Vice President AND B. See c(ary,Assist an r _icrary,Trpasurcr Assistant Treasurer,or Chief Financial Officer). B v ei ` ;."� By: NjAD.r()fP. ` k �,,.i /Ilialt '6 otarized) Signature(notarized) Name: � y Title ` State of State or C LA ozyy'A County of��Wtwyr,(.Q es County oQ'J fM1ZL_g(*Q�ss On �.17"' eforeme, —r_2�5;1 � before me, � v personally appeared J`V `\\ ) (14VQ rti personally appeared L��(_i 164 -ID personally personally known to me(or-proved-tome-on-thc-b srs- f-s - known to me(o�piave9_tp_LAe_oulhpy��u-otsahsfactaryevVdenco)�to be evidence.)to be the person(-yj whose name ' is/are-subscribed to the the person(}-whose namely is/are-subscribed to the within instrument and within instrument and acknowledged to me that he/she they executed acknowledged to me that is/she/they executed the same in-his/her/theirr the same in his/her/their authorized eapacity(iisA and that by authorized capacayoyi4, and that by.Ibisfhcrhheir signature(A on the his/her/their signture(p'f. on the instrument the persontil), or the instrument the persmr(s),or the entity upon behalf of which the person} entity upon behalf of which the person, acted, executed the acted,executed the instrument instrument WITNESS my hand and official seal. WITNESS my hand and official seal. l pp �I Notary Signature. \,('A�(�.'Vr� C 11 ° CL'V�'_ Notary Signatuic: Notary Seal: Notary Seal: TERsion#1 N s� Commission # 1505755 emy TERESA NiARIN -� Notary Public -California Commission # 1505755 Riverside County - Notary Public-California My Comm.Expires Sep 1,2008 Riverside County Comm.Expires Sep 1,2008 i ' 204603 1 13 January 11,2006 EXHIBIT "A" SCOPE OF LICENSE Licensee agrees to provide the following services: A. The Licensee shall be required to provide, install, operate, and continuously maintain in proper operating condition, at its own expense, two ATMs in the locations set forth in the attached Exhibit "B", the exact location of which will be subject to the approval of the City's Director of Aviation. B. An ATM is defined for purposes herein as an electro-mechanical device, owned, operated, and maintained by the Licensee, and used by its customers (cardholders having accounts with the Licensee or cardholders having accounts with other financial institutions which entitles them access) for the purpose of executing banking-related transactions solely between the Licensee and its customers on an automated basis. C. ATMs utilized by the Licensee during the term of the License must be new and shall present a "First-class" appearance, technologically state of the art upon introduction into service, and compatible with any space limitations of the Premises. Licensee is encouraged to propose utilization of equipment incorporating advanced design/customer service options (such as 24-hour customer service telephone, audible instructions, multi-lingual display, recessed keyboard, protruding writing ledge, camera providing photographic record of each transaction or constant monitoring, dial back-up, privacy screen, light compensating screen and touch-screen display). D. All ATMs must, at a minimum be: 1) affiliated either with one or more national ATM banking networks (such as CIRRUS, Plus, or Starr), and/or one or more regional ATM banking networks) and display all such affiliations on the exterior of the ATMs; 2) equipped with internal diagnostic equipment to electronically signal Licensee of malfunctions that have or may cause the ATMs to become inoperative (such as card jam, equipment failure, cash dispensing problems, possible vandalism, electrical overloads, communication breakdown, or an out-of-stock condition; 3) equipped with a placard providing telephone numbers of Licensee customer service department for use by card holders experiencing difficulty: 4) available for use and operational on a 24-hour per day basis throughout the term of the Agreement; 5) equipped with a paper waste receptacle; and 6) designed to minimize glare and allow the user a feeling of privacy. E. Licensee shall have the nonexclusive right, privilege and obligation to install, operate and maintain (within the Airport) ATMs. F. For the purpose of operating the License as described herein, and for no other purpose, the City will allow the selected Licensee, its employees, subcontractors, suppliers, service persons, licensees, guests, patrons, and invitees the right to use the areas of the Airport specified herein, including the necessary rights of access and ingress and egress from the Premises. 204603 1 14 January 11,2006 G. Title to the ATMs equipment shall remain with the selected Licensee. H. Licensee shall perform all alteration work necessary for the installation of its ATMs at no cost to the City and subject to the indemnification clause at Article 6.0. I. The City will pay all utility costs related to the services provided Licensee by under the License except telephone or any other telecommunications charges in connection with operation of the ATMs. J. Service and maintenance of the ATMs are as follows: (i) Any and all first line maintenance to be provided at Bank's sole expense. (ii) Cash replenishment to be provided by Bank on an as-needed basis. (iii) ATMs hardware maintenance to be supplied by Bank at Bank's sole expense. (iv) City shall provide for required electrical power lines and usage, as well as telephone line and usage for ATMs. K. Bank agrees to provide normal and reasonable maintenance to the equipment provided for in this License. Bank agrees to take reasonable steps to repair malfunction(s) within 24 hours. L. In the event the City requires the ATMs to be moved after the initial installation, all costs associated with such move shall be paid by the City. M. By no later than June, 30 of each year of the term of this License, and including June 30 on the year following the termination of this License, Licensee shall provide a financial statement audited and certified by an authorized officer of Licensee, confirming the number of transactions performed and fees generated from the ATMs under this Agreement. Should the audited statements show any underpayment by Licensee to City, Licensee shall pay such difference to City within ten (10) days of City's demand therefore plus three percent (3%) of such underpayment. Should the audited statements show any overpayment by Licensee to City, City shall reimburse Licensee for the actual amount of such overpayment as a credit to the following month's revenues due to City, provided such overpayment in confirmed by the Director of Aviation. N. Criminal History Records Check (CHRC): The Licensee will be required to submit to the AIRPORT, prior to commencing work in accordance with this License, a letter authorizing specific Licensee representatives to approve the issuance of Airport Identification badges and the processing of a fingerprint based Criminal History Records Check (CHRC) and/or an employment history verification. Each of the Licensee's employees or representatives requiring unescorted access to restricted areas of the Airport will be required 204603.1 15 January 11,2006 to successfully complete a Criminal History Records Check (CHRC) in accordance with 49 CFR Part 1542. Employment history verification records and/or CHRC results must be made available to the AIRPORT, the Transportation Security Administration (TSA) and/or Federal Aviation Administration (FAA) immediately upon request. 1. Under certain circumstances, and out of control of the Airport, security measures may change on short notice. No deviations from any security measure shall be allowed at any time. 2. All Licensee personnel requiring unescorted access to restricted areas of the Airport, prior to the issuance of an Airport Identification badge, must successfully complete a fingerprint based Criminal History Records Check (CHRC). In accordance with CFR 49 1542.209, the CHRC must disclose that the applicant has not been convicted, or found not guilty by reason of insanity, of any of the disqualifying crimes listed below or as stated in 49 CFR 1542.209, during the 10 years before the date of the individual's application for unescorted access authority, or while the individual has unescorted access authority. The disqualifying criminal offenses are as follows: a. Forgery of certificates, false marking of aircraft, and other aircraft registration violation; 49 U.S.C. 46306. b. Interference with air navigation; 49 U.S.C. 46308. G. Improper transportation of a hazardous material; 49 U.S.C. 46312. d. Aircraft piracy; 49 U.S.C. 46502. e. Interference with flight crew members or flight attendants; 49 U.S.C. 46504. f. Commission of certain crimes aboard aircraft in flight; 49 U.S.C. 46506. g. Carrying a weapon or explosive aboard aircraft; 49 U.S.C. 46505. h. Conveying false information and threats; 49 U.S.C. 46507. I. Aircraft piracy outside the special aircraft jurisdiction of the United States; 49 U.S.C. 46502(b). j. Lighting violations involving transporting controlled substances; 49 U.S.C. 46315. k. Unlawful entry into an aircraft or airport area that serves air carriers or foreign air carriers contrary to established security requirements; 49 U.S.C. 46314. I. Destruction of an aircraft or aircraft facility; 18 U.S.C. 32. M. Murder. n. Assault with intent to murder. o. Espionage. P. Sedition. q. Kidnapping or hostage taking. r. Treason. S. Rape or aggravated sexual abuse. t. Unlawful possession, use, sale, distribution, or manufacture of an explosive or weapon. U. Extortion. 204603 1 16 January 11,2006 V. Armed or felony unarmed robbery. W. Distribution of, or intent to distribute, a controlled substance. X. Felony arson. Y. Felony involving a threat. Z. Felony involving— (1) Willful destruction of property; (2) Importation or manufacture of a controlled substance; (3) Burglary; (4) Theft; (5) Dishonesty, fraud, or misrepresentation; (6) Possession or distribution of stolen property; (7) Aggravated assault; (8) Bribery; or (9) Ilegal possession of a controlled substance punishable by a maximum term of imprisonment of more than 1 year. aa. Violence at international airports; 18 U.S.C. 37. bb. Conspiracy or attempt to commit any of the criminal acts listed in this paragraph (d). 3. The AIRPORT utilizes an electronic fingerprint machine, which will be utilized for the taking and submission of fingerprints. 4. Generally, CHRC results are returned to the AIRPORT from the TSA within 3-5 business days. O. Employee Security Badges 1. All Licensee personnel who will be performing guard services must obtain, and conspicuously display on their person at all times when they are on duty, an Airport issued security identification badge. 2, The appropriate badge may be obtained at the Airport Operations Center located in the terminal building. The cost for each identification badge, CHRC and stolen and/or lost identification badges are delineated in the City's Comprehensive Fee Schedule. 3. All badges are to be returned to the Airport when the services are no longer required. 4. In order to obtain a Secured Area identification badge, each Licensee employee must have satisfactorily completed the aforementioned CHRC and successfully completed a required 2 hour training class on airport security. Attendance of the class and subsequent issuance of the security identification badge may take longer than 3 hours per person. a. SIDA training will be provided by the Airport and will be scheduled at a mutually agreeable time to the Licensee and the Airport. P. Armored Car Service 204603.1 17 January 11,2006 1. The Licensee armored car service will be required to submit to the AIRPORT, prior to commencing work in accordance with this License, a Representative Identification List of all armed couriers and maintenance technicians that will need access to a restricted area. Armed personnel will be escorted by an Airport Law Enforcement Officer at all times they are in an Airport restricted area. 2. The Licensee's armored car service will be required to submit to the AIRPORT, prior to commencing work in accordance with this agreement, a copy of the service's current Firearms Policy. Said policy shall be approved by the Airport prior to the start-up of service. 3. The Licensee's armored car service shall comply, at all times, with the service's Firearms Policy, all local rules and regulations, and all federal guidelines and regulations regarding the carrying of firearms at the Airport. Q. Installation of both ATMs shall be completed within 30 days of the effective date of this License. At least three (3) days before Licensee installs the ATMs, Licensee shall first contact the City's Director of Aviation to coordinate a convenient time and date install the machines. Licensee warrants that the installation of the ATMs shall be performed in no more than two (2) consecutive days. Licensee shall assure that all such work is performed in a manner so as to minimize any disruptions or interference of Airport operations, including but not limited to, Airport pedestrian traffic. Licensee shall further assure that any work performed hereunder shall be in a competent, professional and clean manner. Licensee shall completely clean all construction equipment and materials upon completion of the work. Service and maintenance of the ATMs shall be conducted on an as-needed basis. 204603 1 18 January 11,2006 EXHIBIT "B" SITE PLAN AND DEPICTION OF LICENSE AREA GATE 11 �,i C) GATE 10 4cu� GATE GAif 9 : GATE 7�- i GATE 6 GATE 4 LOCATION 2 - ,1` 6AT GATE 2 GATE 1 ; _i �� GATE 1 OUTDOOR PAIR)AREA V v O — LOCATION 1 \� � (Existing) 204603.1 19 January 11,2006 EXHIBIT "C" LICENSEE'S PROPOSAL . 204603.1 20 January 11,2006 E i. - i ecv' m 1 aloetrooicbanlon solOons !y C 1 Prepared for . PALM SPRINGS INTERNATIONAL AIRPORT November 15; 2005 ti'v? 'Ap 'fb ); Cyr+.... r^1C� yv 'llzm C e vv F c l` zcv S ' UM" C ' 4q �y �E`���vy� - ---------- PROPOSALFORM FOR THE PROVISION OF AUTOMATED TELLER MACHINE SERVICES AT PALM SPRINGS INTERNATIONAL AIRPORT TO: City of Paim Springs Department of Procurement and Contracting $200 East Tahquitz Canyon Way Palm Springs, CA 02262 Pursuant to your Request for Proposals for the right and privilege of operating an Automated Teller Machine(ATM)Concession at Palm Springs International Airport,the undersigned hereby submits a proposal for the operation of such concession based on and subject to the terms, provisions, and conditions contained in the referenced RFP, which document has been read by the undersigned and to which the undersigned agrees. Based upon terms, provisions,and conditions of said document,the undersigned hereby agrees to pay to the City for the right and privilege of operating said ATM Concession the following fee per surcharge cash withdrawal transaction,in accordance with said Request for Proposal, on a monthly basis,for each year of the Agreement: Year Transaction Fee Proposed 2006 1.10 2007 1.25 2008 1.35 Transaction fee proposal shall be based upon a minimum of two ATM locations. Based upon the terms,provisions and conditions of said document,the undersigned further agrees to a maximum surcharge fee to the ATM customer of$_Z.25 per cash withdrawal transaction. PROPOSER BY: Jim Tingey Signatur Title: Senior Vice President,Administration Date: Fib Address: Palm Desert National Bank 72-760 El Pasec; Palm Desert,CA 92260 Telephone: (760)340-11145 it . . i i Proposal for Automated Teller Machine Services to be provided at Palm Springs International Airport i Proposer: Palm Desert National Bank(PDNB) A Nationally Chartered Financial Institution,Member FDIC 72-760 ElPaseo Valor Desert, CA 92260' (760)340-1145 I Key Individuals Responsible for the Concession: j Kevin McGuire Chairman of the Board Sandra K.Hartfleld President and CEO,,Electronic Banking Solutions Jim Tingey Senior Vice President,Administration D.J.Perera ATM Installation Manager i Current ATM Profile: PDNB's Electronic Banking Solutions division currently owns,operates, and/or manages over 17.500 ATMs and Advanced Function Kiosks on behalf of the bank and clients throughoutthe nation. t. . Client Reference List: Client Contact Name Contact Phone Contract Date Bank of America Paul Mooney (617)434-6809' �., Cardtronics Mike Keller (800).786-9666 ' Travelex Lynn early (516)663-5208 Palm Springs International Airport. Barry Griffith (760)318-3800' ( Wells Fargo Darlene Esquerra (213)614-2201 �..' Nd agreements for the deployment,operation:or management of ATMs or Kiosks have been L. terminated, voluntarily or involuntarily,prior to the expiration of their terms,within the past five(6)', .years. �. . i I r ' i t.. 'Proposed ATM Concession: PDNB proposes to install,operate and maintain at its own expense two(2)new,free-standing ATMs in the Palm Springs International Airport, in the locations identified in Exhibit"A"of the Request for Proposals provided by the City. Palm Desert National Bank is not only established and authorized to operate ATMs in the State of California, but is considered the ATM industh/s leading provider of vault cash,cash management . and terminal management services since 1094. Our Electronic Banking Solutions division operates and/or manages over 17,500 ATMs nationwide and our clientele includes some of the largest ATM deployment corrrpanies in the country: We manage in excess of$800 million in vault cash provided to ATMs and are trusted partners with Bank of America and Wells Fargo;among other major providers'of ATM Vault Cash'. . " As part of this proposal,please find'a functional.overview and organizational charts for the EBS division,showing the services we currently perform for customers and the managerial structure of our division. Managerial'oversight for the operation of the ATM Concession at the Palm Springs International Airport will be assigned to D.J.Pereira,ATM Installation Manager. Mr.Perera will direct the t - installation,of each terminal and coordinate all service calls and machine maintenance. Terminal and Services Asa leader in the Retail ATM market;-Tranax is known for reliability and t. - %'•r:' innovation. PDNB proposes to use the new advanced designed Mini Bank 2500 by Tranax with its PC-based,Windows XP operating system.This enables 114e h convergence of traditional ATM functionality and self-service functionality info a single machine, providing the flexibility to develop and integrate software applications which expands the machines functionality from an ATM into a full Self-Service Terminal. The communication platform supports both 56k dial-up and a TCP/IP LAN environment and allows for 24 hour remote and diagnostic monitoring and fault notifications of the terminal. (_ Tranax Mini Bank 2500 uses a card-swipe reader and therefore eliminates the concern or threat of the cardholder's card being taken by the ATM. l,. The Mini-Bank 2500 with its"first-class"appearance is Triple DES compliant with a Visa certified Encrypting PIN Pad(EPP),guaranteeing the highest level of security. It also includes a voice guidance system to meet ADA,(Americans with Disabilities Act)requirements and the ability.io („ support.muitiple languages. �• The Mini-Bank 2500 comes standard with full Macromedia®flash®Animation Video graphics ( providing increased'branding opportunities and the ability to customize the User Interface screens much more easily and effectively. Incorporating a large,high+resolution, high brightness, 10.4" SVGA Color LCD screen, the Mini-Bank 2600 provides'the highest visibility of any machine in its /C. . class. - .. Network Affiliation and Cardholder Access As a member of most major credit and debit networks,PDNB is able to offer the widest possible network affiliations for all its terminals.Terminals at the Palm Springs International Airport will be able to accept cards on any of the following networks:Visa,Plus,MasterCard, Cirrus,STAR, American Expressi Discover,Pulse',Shazam,JCB and the Armed Forces Financial Network (AFFN).These networks will be,prominently displayed,along with our 24 hour customer service and support 800 number. With such widespread coverage,there is virtually no major financial institution in the U.S,whose . C cardholders will not have access to the ATMs. Because we have access to the major Credit card t , networks,most foreign visitors will also be able to perform transactions at the Airport terminals. Cardholders.will be able to withdraw a maximum of$500 in any twenty-four(24)hour period, (this is managed and controlled by the cardholder's bank).The domestic cardholder will be charged a competitive surcharge fee of$2.25 per cash withdrawal transaction. Per the current network regulations,foreign cardholders are exempt and therefore will be able'to withdraw funds from the ATM without being charged.the surcharge fee.., Each ATM is capable of dispensing up to$100,0. 00 in a twenty-four hour period,although our, prior experience with the Palm Springs International Airport location indicates the average daily dispensed amount for a single terminal is approximately$3,000-5,000,with an average transaction volume of 900 transactions per month. PDNB will monitor each ATM 24 hours a day and open any necessary service calls.As part of our monitoring functions, PDNB will also be able to request emergency cash refills in the event a terminal experiences heavier than normal volume of withdrawals. Routine cash fills will be made bl-weekly,with all cash being supplied by Palm Desert National �..' Bank and.delivered by Premium Armored Services.Premium will also be responsible for first line C maintenance on the,terminals, Including replacing receipt tape and.maintaining the appearances of the ATMs, Efmark,a division of Premium Armored,will be the service provider for second line maintenance'and major repairs. We are committed to a maintenance response time from Efmark of 2-3 hours'.'Since Mr.Perera is a certified ATM technician,he will be readily available for all service calls(except cash replenishment)in the unlikely.event that Premium or Efmark cannot guarantee our normal service �. response. Timetable: PDNB can begin installation and operation of the new ATMs for the Palm Springs �. Intemational Airport within 30 days of receiving the Notice to Proceed. 1. • C " ' C !17111 Bd11�CrJ��Y4gx ., _ a3 u _ feA, x�::dsn' Aa£ " Ex '� v' '�':n.r��' T���'SaE'ay�x' ;-' i'h`N.yi a a��s�,C� #$T -1 'rw�4�.•y da��.� a � ,� r 'Pi �de _ - .ES � 'y ! ONE,! � �o- I =_ - f Q _ a ' ► d i\S i .�Ta ax makes vut ATSfmn 'llfPeitt cedes ersy isP�b[ r j4 <`w beat sa� M*Uattd roc n--W hma - y ya ag rd¢nis Ieln Ilat¢Mufesaml ab4 netor ho ATBa-Inslant¢lerts On)rourtRl T 0`�We aM- acne 1,ds wPl ai inbn¢acussla elnRroncl mat ecords allowyap tom Mtb_theh a1.l ofyWr AT!✓'3-0O WebgfhS'' f[paiez yanrAT!As Pl Cdnd lO�/MS yUW nPm40Qal cOsl S-- T FF5 sa sDflwa eadnllPtlDe t¢bttl d el*rthcaMfrty to mbn MyNn rnLr¢gI nM erx.Aie<tlyf nmaPC.ke4ae�es t bl{cbi t - dnd Vera(i+transdi[M tlald 8SN¢I�2i d0Aml¢an and 5:0 C PtCCU011 C JOlbeAT Ayilh s ISU gIVIi W eetadN ercor relelq, a _ t a15 f•i tlaGi Dhsthe bliy}toeFa 3s non lrant_cne�al sMl gran be AT:n,wlm YanWns you rdn vlarAely nlF t1 enTM. '.-tlm,IWJ AP SDfFi.•arc gaDag edvenrsemG li antic CM1<,c nn{nl fxltn s9l d IcT PCd tlnl toy Inbe N n ti Oyot"S[ ' 'rcpAdMNhrxxk to rMf¢vc 5[atiia?dlWr el - _ _ ` Trawx Ext¢nd off¢rs AlM1fdmers Tvrarry r Veslmelil Yn¢ mnm ATM hefmnd th dard mare fan rt s•Tfanty If xoDiTyaPeni af,s•. rATlhtioverYJ lmtle FxMndn nneed nfmD rT na aVll.darymatl/911p 'o r5wdrl4P5 raFlacemen pact tWc•lxrge._ F _ vJunw hev IHm,eufn.nx�n tl'm vnW.•f q Ie YemN•MAYSa yRn an -- I '� - ;' .. n. /'�, ram;!�. r� r~ �`.,./•-,!�, f'•� (' � r �. � •-1 TkANA}Cy MONMOR. - srm:coo FIC,. alm, CARDREADER :.,. , . -t,{• TECHN019GYPIATFOU -J .' ? .<.dl'WiMLn:^`rP pl:bhlcE beyond EOB OMIZED GRAPHICS ;If' #s 24*crre: 1n54:t^.hin<1RrMlm's L x„ 1\•OSG-YFt[9'Inl.,% `•[M1 wn I, 3 � - f P<`Ca{CL'KLIIgN'e Jjrv[f�'rR5 ✓',E,y .k fr '"CPFON", la'H PcY Jr,r,tnnE<Ltl .tl Li"+ v+� .. - I !q� 1.s Ti 2tv ems J,ble ea n..s KEYPAD s - PRINTER 1atpmlun.<z x)n<E ..... :�A. _ 'J'.a 0ano-svVrm;L ,LILa - - - 46 1:q.]d TJE;1n.nVl.mc 1'Y 'HSa fcUter.4'N L1mtUess Expansion C5pabi0ans. � � _ .Pm+ertH!PGba:eb>ystom CASH DISPENSER m,Fe�r:.:i_ ....... .windows XP np.azmzrwem ADA • Halawara e:Pandabihty nsr;p[c+t s.'Jvs pxxl(� etY:ervlce M,xm.xnwiAbLtc,Lti2S Irt16U/I •S=amtml softvwe inteppda. <NINISv:;:oOuglay aORl' C<n<i I •SefFsen"ce l.ranzl`uncionaGq [. SECURITY' Increased YsiblUty and Banding - a.All W."'m„Inez sate-a<.r 'P Advan,i grauhia cnPabibty .Macromedla Flas;a MIME('=Video - .Fu!ly cmLornm1ble User fimerface(Ul) . Hign'resn'.u[;on,13.4`SVGA Calorl.CD COMMUNICATION R On-seem a:d cwpon Pesed aA'+er,Bir.� -- C�SEITE Ssnw.em k;'ala:.<p '1P lO l VCn CifAR<f,n:r.t .wA TC'rjp.;C :<[I :IA':emui:TCn3 CotrlPLlence Standard Es„se carom ar 2.wj nrrs a ,xn .Tnpte DES comutiznl - m:znunr;tew�:r a'<,¢m as SOFTWARE :.ADA cmnpJam wn¢e Aida nce A Easily Modifiable textta s0ilech technnlogy r WOSt.:%FS camotiancc - - .CxPahillty inr thod'party sofroa.+e da'elgp:nent ri: -'xl v.•ari3;`�V.`9:Rrtk'12d;43'�aY-��v'--rz:`=:,5'-S'4'. . - "`Y Ab .i3'1o.5S-u[:�',',f;nivtR �C-^[s+.Y.tN.:aFnSt-,"`1.ynN<i.ih@VIXtiyYlrY ,•ul i.thYM1=FA�LlYIiY, I i electronic banking solutions A Division.of Palm Desert National Bank RMF ® ® 1 INd e • a ® • a a i Providing_ Customized Solutions to the ATM and Kiosk Industry Sm' ce 1994 electronic banking solutions National Banking Association • Assets. Exceeding $350 Million • Managing ATMs Since 1994 electronickankingsolulions oil • Industry's Largest Provider of Vault Cash and Terminal Management Solutions - Nationwide • Providing Terminal Management Solutions for the Industry's Largest Deployers Operations Centers in California and Louisiana j dnh electroniekenkingsoluutions As of October 31, 2005 PDNB Supplies Terminal Management and/or Vault Cash for 17;500 Terminals • .Supplies and/or Manages Vault Cash Totaling More than.. $800;oo0;000.00 efectronicbankingsolu6ons I A Primary Enabler.in the Industry Offering: ■ ATM Vault Cash ■ Comprehensive Terminal Management Solutions Network Sponsorship ACH Debit and Credit Origination • Stored Value Debit Card Programs elecfranicbankingsolu6ons i • Cardtronies Bank of America • IBM ■ Global Cash Access. Travelex • Lynk Systems • Wells Fargo electronic bankingsofrtions i I To Be the Cash Management Outsource Solution for the EFT Industry. PtrcnrcbankingsclNiors r • PDNB is the largest supplier of Vault Cash to the ISO retail ATM market M PDNB can service any size Vault Cash need, but focuses primarily on opportunities .over 75 ATMs or $2mm outstanding (monthly) ■. Vault Cash can take the form of cash dispensing or cash accepting, at a retail ATM/Kiosk • When supplying Vault Cash, PDNB requires cash reconciliation throughout the funds cycle . Pelactronicbankingsoftruou i -�.�`:, /\ ,-•. /-•,r-,!?.ram:�, !`. /-:.'r`. r'-:!'� t�`, ^r'. �. /�`: ('.:;-: .�. :,_. �. .r, �-. ,� , - - . . PDNB can manage any back a.ffice .ATM/Kiosk operation i whether using a client 's cash on PDNIB cash Comprehensive. Cash Management can include: Terminal Reconciliation - Individual ATM level accounting of cash inflows/outflows • Vault Reconciliation - Balancing of funds-flow at individual armored servicer • Correspondent Bank:Reconciliation - Balancing:of funds at the first dispersal point in the cash distribution,process ■ Processing of Settlement Managizig the.end point of funds flow and balancing of bank account elecironicbankingsolitions i � ./^•. ^� ram. / ,�i`. /l /\ ram,, /"� � r.: -„_i-.. _ _ _ _ _ __. Fes.�' . . (^` l - /� (-\. , �` r '�. ^, i-. . /'. .^ _ .. " • _ _ /-. - - ■ Dispute Resolution Management of Regulation E Consumer Claim_ s and shortage resolution with armored servicers ■ Armored Carrier Coordination Management of entire armored involvement in ATM/Kiosk servicing Cash F'ot�ecasting, Ordering & Customized Reporting via proprietary Trakker� software • Terminal-Cash Level Monitoring . Cash Insurance Risk of Loss Coverage - j (required if using PDNB,Cash) electronic bankingsolutlons -,,i-, .-, ;�, �.r--, r� ram.i-:,r-.. �.;�-..�• ram._ r-, �..ram. r--.. �-. I--;,�-. .!- .r-. �.. ,-. i-. ,-.. i- - -. - - - ■ ATM Reconciliation • Vault and. Correspondent Bank Reconcilement • , Settlement Account Reconciliation ■ Cash Forecasting ■ Cash Ordering • Armored Carrier Management ■ Reg E, Armored, Processor Claims . ACH electronicbankingsolufons Organizational Structure Enables Verifiable Checks and Balances along with Processing Efficiency Accourrt Unit ■ ATM Setup . Correspondent Bank.Coordination ■ Armored Carrier Coordination •. Customer Relationship Management Operations Unit ■ ATM Cash Management and Cash Ordering ATM Vault Reconciliation ■ ATM Terminal Reconciliation electronicbanlangsoluGons i i Organizational Structure Enables Verifiable Checks and Balances along with Processing Efficiency S ystems Unit ■ Daily Downloading of Processor`Files ■ Settlement Accounts Reconciliation ■ Processor :Claims and Adjustments ■ ACH Activity Internal Audit Unit • Internal Audits.and Armored Carrier Vault Audits Certifies Accuracy of Work Performed with Division electranic6ankmgsolufinns i l r e ; Minimize Risk and Maximize Return ■ Comprehensive Vault Cash Capabilities ■ Industry Unique End-to-End Cash Management solution . Armored Carrier Certification Industry Unique Funds Flow Balancing . Industry Leading Proprietary TrakkerTM.Software Ability to provide Advanced Functionality Back Office Services (cellular top-offs, check cashing, money orders, P2P transfers; stored value debit cards, etc.) dnb eisctronicbankingsolutions I - �3� e �- "z- �� ° �-s G California. Louisiana Operations Center Operations Center. Correspondent Bank Reconciliation Cash Forecasting Implementation Unit Cash Ordering Customer Management —ATM Reconcilement Project Management Vault Reconcilement Settlement Reg E Claims Information Systems Armored Carrier Claims Administration i i 1". r-. �^,/-'. �, /�. 7-•.!^ l�.. r>,.�. /`.. /r. �l �' !�._r. fir... � �--, /-,. /'` %-' .. � I ■ Experienced Leadership and Staff • Good employment markets ■ New -facilities in CA and LA ■ Trakker System ■ interfaces with Processors and Armored Carriers Large Conversion Experience lectro*banwngsclulions i i i i I Our Unwavering Focus We Focus Solely on ATM Vault Cash and Terminal Management Solutions • Our Unfnatched Industry Experience Managing Off:Premise ATMs Since 1994 Servicing Over 17,500 Terminals with Over $800 Million ■ Our Unique Staff Highly. Qualified and Experienced Staff Superior Customer Service ■ Our Industry Leading Technology Custom-Developed TrakkerT Softwarednh pefacironicbankingsofutons ...... ....... MW= PDNB'Sproprietary Terminal Management Software -TRAKKERTM Custom Integration .....Next Generation Automation electronic banking solutions ��F p�tM Sally is C,�U FOAN�r i To: Office of City Clerk From: Office of Procurement& Contracting Subject: Palm Desert National Bank Date: December 28, 2005 Attached are the following documents: 2 sets of License Agreements executed by Contractor and notarized V Certificate of hsurance and confirmation of status of insurance companies V� Proposal from Contractor N/A. Performance Bonds N/A Original Payment Bonds N/A. Confirmation of status of surety company N/A, Original Bid N/A. Copy of bid bond I rand Gloria G Gloria PRESIDENT,Grand DIRECTOR ■/1/� 7&76g El Pasco nb Palm Desert,California 92280 electronic 6anlnngsoluuons Dvect Tel/Fax 760-674-1432 Cell 768-880-6832 emad ggrandetalRb Com i 1 H:\USERS\WPPUBLIC\CONTRACT PROCESSING\Clerk transmittal Earth Systems.wpd H I..UITU Yam: �-Fl h IL-rI ' I; r1L M I I\ i..Tll i'l v rtil4'r rrt wt r`C 2108/O/0 06 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION HRH of San Diego I ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Insurance Services HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 9339 Genesee Avenue, Suite 300 San Dieglo, CA 92121 JIN SURERS AFFORDING COVERAGE NAIC# INSURED a aul Mercury Insurance Company 24791 Palm Desert National Bank clnsure 18538 73-745 EI Paseo CERTIFICATE CANCELS Palm Desert, CA 92260 EPLACES CERTIFICATE UED 12/28/05 COVERAGES • THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS IN R D ' TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR NSR DATE MMIDDIVY DATE MMIODIYY A GENERAL LIABILITY FS06303746 08/01/05 08/01/06 EACH OCCURRENCE S1000000 ;K COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $100 000 CLAIMS MADE a OCCUR MED EXP(Any one person) $5 000 PERSONAL 8 ADV INJURY $1 00O O00 GENERAL AGGREGATE $2 00O 000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OP AGE $2000000 POLICY PRO- JECT LOC A AUTOMOBILE LIABILITY FS06303746 08/01/05 08/01/06 COMBINED SINGLE LIMIT s1,000,000 ]K ANY AUTO (Ea acc,dene ALL OWNED AUTOS BODILY INJURY 5 SCHEDULED AUTOS (Per person) ;K HIRED AUTOS BODILY INJURY $ ;K NON-OWNEDAUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT S ANY AUTO OTHER THAN EA ACC $ AUTO ONLY AGG $ A EXCESSIUMBRELLA LIABILITY FS06303746 08/01/05 08/01/06 EACH OCCURRENCE $10 000 000 X1 OCCUR ❑CLAIMS MADE AGGREGATE S10,000,000 S DEDUCTIBLE 5 X RETENTION $1 O 000 $ B WORKERS COMPENSATION AND WCVOO11O08 08/01/05 08/01/06 X WcsTATU- oTH OR_LM EMPLOYERS'LIABILITY ANY PROPRIETORIPARTNEMEXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICERIMEMBER EXCLUDED' EL DISEASE-EAEMPLOYEE $1,000,000 If yes,describe under SPECIAL PROVISIONS net., El DISEASE-POLICY LIMIT $1,000,DDD OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Re:2 Triton Terminal ATM'S at the Palm Springs Airport. Certificate Holder is named Additional Protected person as respect to the general liability per attached endorsement.Waiver of subrogation applies per policy form. (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION City of Palm Springs,Office of the Clerk DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL In* WRITTEN Attn: Patricia Sanders NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL 3200 Tahquitz Canyon Way IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR Palm Springs, CA 92262 REPRESENTATIVES. AUTHORIZED REPRESENTATIVE I;,AI ACORD 25(2001108) 1 of 3 #S460042/M460040 3MTAL © ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED,the pohcy(ies)must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. i I I i i i i i i i ACORC 25-S(2001108) 2 of 3 #S460042IM460040 Luer POLICY CHANGE ENDDRSEMENT Stl�ui Tns endorsement summarize= the changes to your policy. All other terms of your policy not affected by these changes remain the same. j How Your Policy Is Changed I GENERAL LIABILITY l ----------------- Form Information: I I The Endorsement(s) Named Below Is Added: Described Person Or Organization Endorsement - Additional Protected Persons i i i 1 1 Premium Change Which Is Due Now Additional premium $0.00 Returned Premium $0.00 If issued after the date your policy Policy issued to begins,these spaces must be completed PALM ➢ESERT NATIONAL BANK, and our representative must sign below, PALM DESERT INVESTMENTS, PALM DESERT MORTGAGE, PALM DESERT INVESTMENTS CAPITAL TRUST, Authorized representative Endorsement takes effect Policy Number IIJ15105 FS06303746 Processing Date: 02/03/06 13:48 006 40704 Ed.E-84 Printed in U.S.A. Endorsement mSt.Paul Fire and Marine Insurance Co,1984 All Rights Reserved Page 1 COPY COMMERCIAL GENERAL LIABILITY PROTECTION "°STF8U1 COVERAGE SUMMARY This Coverage Summary shows the limits of coverage that apply to your Commercial General Liability Protection It also lists those endorsements, if any, that must have certain information shown for them to apply. Limits Of Coverage General total limit. $ 2,000,000 Products and completed work total limit, $ 2,000,000 Personal injury each person limit $ 1,000,000 Advertising injury each person limit. $ 1,000,000 Each event limit $ 1,000,000 Premises damage limit, $ 100,000 /IAedical expenses limit, $ 5,000 Named Endorsement Table Important Note: Only endorsements that must have certain information shown for them to apply are named in this table. The required information follows the name of each such endorsement. Other endorsements may apply too. If so, they're listed on the Policy Forms List. Described Person or Organization Endorsement — Addl Prot Persons Person or Organization City of Palm Springs 3200 E Tahquit2 Canyon Way Palm Springs, CA 92263-2743 Name of Insured Policy NumberFS06303746 Effective Date11/15/05 PALM DESERT NATIONAL BANK, Processing Date 02/03/06 13:48 006 47110 Rev, 1-96 Printed in U.S.A. Coverage Summary o5t.Paul Fire and Marine Insurance Co.1996 All Rights Reserved Page 1 DESCRIBED PERSON OR ORGANIZATION ENDORSEMENT - neWhul I ADDITIONAL PROTECTED PERSONS This endorsement changes your Commercial General Liability Protection. ' Blow Coverage Is Changed We explain what we mean by your work in the Products and completed work total limit 'The following is added to the Who Is Protected section. Under This Agreement section.This change adds certain protected persons and limits their protection. Other Terms Described person or organization, The person or All other terms of your policy remain the same. organization shown in the Coverage Summary as a described person or organization is a protected person. But only for covered injury or damage that results from; *premises you own, rent or lease; or .your work. 43356 Ed.7-85 Printed in U.S.A. Endorsement oSt.Peul Fire and Marine Insurance Co_1gB5 Page 1 of 1 S:N: TOTRL PgiF O.d 9:x: Best's Rating Center - Search Results Page 1 Page 1 of 1 .....MWiu....,..'.,, . _ ,.-i ��"' 2b' M I 1 tout�..4 r I 4` I nter i View Ratings:Financial Stream Issuer Credit Securities Ativanced Search Other Web centers: Select one I Search Results Page 1 of 1 I 1 Rated and non-Rated companies found, results sorted by Company Name ' Criteria Used: Company Name: Company names starting with St Paul Mercury To refine your search, please use our Advanced Search or view our Online Help for more information. I I Newsearen St.Pam Mercury View results starting with: A B C D E F G H I J K L M N O P Q R S T U V W X Company Information Financial Strength Ratings Issuer Credit Ratings a Outlook/ Outlook/ y # AMB# ; Company Name " Rating + Implication •' Long-Term + Implication ^' Short-Term T Dc 02453 St Paul Mercury Insurance Company A+ Stable aa- Stable US (Property/Casualty-Insurance Company) Note:Financial Strength Ratings as of 0211612006 02:34 PM E.S.T. Financial Strength Ratings (FSR) are sometimes assigned to Property/Casualty-A.M. Best Consolidated Gl note that Life/Health -A.M. Best Consolidated Groups and Company Consolidated Financial Statements are FSR ratings. * Denotes Under Review Best's Ratlnas Visit Best's Rating Center for a complete overview of our rating process and methodologies. Important Notice:Best's Ratings reflect our independent opinion,based on a comprehensive quantitative and qualitative evaluation of a company' strength,operating performance and business profile.These ratings are neither a warranty of a company's financial strength nor its ability to meet i obligations,including those to policyholders.View our entire notice for complete details. Customer Service I Product Support I Member Center I Contact Info I Careers About A.M. Best I Site Map I Priv_ac�r Policy I Secures I Terms of Use I Legal&Licensing Copyright©2006 A.M.Best Company,Inc.All rights reserved. A.M.Best Worldwide Headquarters,Ambest Road,Oldwick,New Jersey,08858,Us A http://www3.ambest.com/ratings/RatingsSearch.asp?AltSrc=9 2/16/2006 Best's Rating Center- Search Results Page 1 Page 1 of 1 df �a6� RatA Whter m i View Ratings:Financial Stre min Issuer Credit Securities Adv need Search Other Web Centers. Select One - i Search Results page 1 of 1 t 1 Rated and non-Rated companies found, results sorted by Company Name Criteria Used: Company Name: Company names starting with Bancinsure To refine your search, please use our Advanced Search or view our Online Help for more information. i New searcn Banrusure View results starting with: A B C D E F G H I J K L M N O P Q R S T U V W X Company Information Financial Strength Ratings Issuer Credit Ratings i Outlook/ Outlook/ T AMB# T Company Name T Rating �'+' Implication T Long-Term T Implication T' Short-Term T Dc 00113 Banclnsure Inc A. Stable US (Property/Casualty-Insurance Company) -/ 1 Note:Financial Strength Ratings as of 0211612006 02:34 PM E.S.T. Financial Strength Ratings (FSR) are sometimes assigned to Property/Casualty-A.M. Best Consolidated GI note that Life/Health -A.M. Best Consolidated Groups and Company Consolidated Financial Statements are FSR ratings. * Denotes Under Review Best's Ratings Visit Best's Rating Center for a complete overview of our rating process and methodologies. Important Notice:Best's Ratings reflect our independent opinion,based on a comprehensive quantitative and qualitative evaluation of a company' strength,operating performance and business profile These ratings are neither a warranty of a company's financial strength nor its ability to meet 1 obligations,including those to policyholders.View our entire notice for complete details. Customer Service I Product Support I Member Center 1 Contact Info I Careers About A M Best I Site Map I Privacy Policy I Security I Terms of Use I Legal&Licensing Copyright©2006 A.M.Best Company,Inc.All rights reserved A M Best Worldwide Headquarters,Ambest Road,Oldwick,New Jersey,08868,U.S.A. http://www3.ambest.coin/ratings/RatingsSearch.asp?AltSrc=9 2/16/2006 CONTRACT ABSTRACT Contract Company Name: Palm Desert National Bank Company Contact: Gloria Grand Summary of Services: ATM at PSP Contract Price: None- Revenue Generating Funding Source: N/A Contract Term: January 4, 2006 through January 3, 2009. (2 one year extensions) Contract Administration Lead Department: Aviation Contract Administrator: Steve Zehr Contract Approvals ' Council/ Community Redevelopment Agency Approval Date: Minute Order/ Resolution Number: Agreement No: Pa�� Contract Compliance Exhibits: Attached Signatures: complete Insurance: Attached Bonds: N/A Contract prepared by: Procurement & Contracting Submitted on: 2/16/06 By: Mari Lynn Boswell OF PMlni S hq � 2 v' " M E M O R A N D U M TO: Mari Lynn Boswell Procurement FROM: Kathie Hart, CMC Chief Deputy City Clerk DATE: February 21, 2003 SUBJECT: Palm Desert National Bank A5214 (ATM License Agreement) cc: File Attached is a duplicate original of the above referenced agreement for your distribution and records. We have retained the original for our files. Please feel free to contact me if there are any questions, ext. 8206. /kdh Attach.