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HomeMy WebLinkAbout05035 - CANYON NATIONAL BANK AUTOMATED TELLER LICENSE AGREEMENT Page 1 of 1 Kathie Hart From: Jennifer Henning Sent: August 09, 2012 4:16 PM To: Kathie Hart Cc: Jay Thompson Subject: RE: A5035 -Canyon National Bank- License agreement for Downtown ATM Kathie, Good afternoon! That agreement may be closed. Thank you! Jeri Jennifer Henning Public Arts&Special Projects Coordinator Community&Economic Development/Office of Sustainability \� City of Palm Springs Tel:760.778.8408 Fax:760.322.8325 www.paimsprings-ca.gov PLEASE NOTE: City Hall is open 8:OOam -6:OOpm Monday-Thursday and closed every Friday. From: Kathie Hart Sent: Wednesday, August 08, 2012 11:41 AM To: Jennifer Henning Cc: 'Jay Thompson' Subject: A5035 - Canyon National Bank - License agreement for Downtown ATM Jennifer: The above agreement expired last year. May I close it? FYI - The insurance docs on file have expired, if the ATM is still there we will need to pursue getting updated insurance documents. Please advise. Thx! Kathie Hart, CMC Chief Deputy City Clerk City of Palm Springs (760)323-8206 3200 E. Tohquitz Canyon Way u (760)322-8332 Palm Springs, CA 92262 10Kathie.HartCRPa1mAgKtZ sCA.gov Please note that City Hall is open 8 a.m. to 6 p.m.Monday through Thursday,and closed on Fridays at this time. 08/09/12 LICENSE AGREEMENT FOR AUTOMATED TELLER MACHINE (Downtown Village Green Location Canyon National Bank) THIS LICENSE AGREEMENT F A�ITOMATED TELLER MACHINE("License") is made and entered into day of I , 2010, by and between the COMMUNITY REDEVLOPMEN GENCY OF THE TY OF PALM SPRINGS, a municipal corporation (referred to variously as "Licensor" or "Agency"), and CANYON NATIONAL BANK ("Licensee"). Licensor and Licensee may hereinafter be referred to individually as a "Party" and collectively as "Parties." RECITALS A. Licensor is the fee owner of that real property located at 211 South Palm Canyon Drive in the Licensor of Palm Springs, California ("Property"). B. The Property consists of a building, which is currently occupied by Heminger's Fudge and Chocolates ("Tenant") and an adjacent sidewalk area; and C. Licensor believes that travelers and visitors in its downtown area would benefit from the convenience and accessibility of an automated teller machine("ATM")located within the Property; and D. Licensee is a federally insured bank desiring to operate an ATM on the Property; and E. Pursuant to a request for proposals, Licensor has selected Licensee to install, maintain, and operate ATM, as described in the Scope of License(Exhibit"A"to this License),on a portion of the sidewalk area of the Property; and 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. Licensor 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 ATM.A site plan for the Property depicting the License Area, as well as the approximate location for the ATM, 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 grantor authorize the granting of an exclusive right to use. Licensee further acknowledges that the Licensor owns the Property, such that Licensor's employees, agents, tenants, and the general public, may also access the License Area. 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 Area 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 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 Licensor. Licensee may have one sign on the ATM identifying Licensee as the operator of the ATM.The ATM shall not incorporate features to attract members of the public for purposes other than the use of the ATM. Page 1 1.3 Preparation of the License_Area. 1.3.1 Familiarity with Requirements. Licensee warrants that Licensee: (a) has 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 attending performance of the Scope of License and the work and requirements under this License. Licensee has fully investigated the License Area and is fully acquainted with the conditions existing in the License Area. 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 Licensor's Director of such fact and shall not proceed except at Licensee's risk until written instructions are received from the Licensor's Director. 1.3.2 Installation. All costs of installation shall be borne by the Licensee and Licensee shall reimburse the Licensor for any costs the Licensor incurs in preparing the License Area for use by the Licensee, including any arrangement or work performed to provide electrical power and telephone service to the License Area accessible to the ATM kiosk location. The ATM kiosk shall not be installed or placed into operation until the Licensor has been fully reimbursed its costs as provided in this Subsection. 1.4 Regulations. Licensee shall ensure that the use of the License Area 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 Licensor against any such fees, assessments, taxes, penalties, or interest levied, assessed, or imposed against Licensor 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 ATM. 1.5.2 Real Property Taxes. The parties expressly acknowledge that, as a result of this License, the License Area 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 Area (including any possessory interest taxes), as well as taxes of every kind and nature levied and assessed in lieu of, in 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 Licensor receives the tax bill, ten (10) days after Licensee's receipt of a copy of the tax bill from Licensor, 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. Page 2 1.7.1 General. The parties acknowledge that the security of the public,the License Area, and the ATM is a priority. For this reason, Licensee shall implement safeguards to minimize security breaches. The ATM shall be appropriately affixed to the floor of the License Area in the manner provided in the Scope of License. An internal camera in the ATM shall capture the physical image of all ATM 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 ATM 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 Area. 1.7.3. Additional Security. Licensee shall be solely responsible for the cost of any additional security deemed necessary in connection with the ATM. 1.8 Maintenance. Licensee shall maintain the ATM and all utilities providing services to the ATM in a first class condition, as needed or as may be directed by the Licensor's Director, at Licensee's sole cost and expense. When utility maintenance is required, Licensee shall so notify the Licenser's Director and Licensor shall, in conjunction with any applicable utility company, make the necessary repairs.Any costs incurred by Licensor in connection with such repair of utilities for the ATM shall be reimbursed by Licensee. As further discussed in Subsection 5.2, Licensee shall have the sole obligation to maintain the License Area and adjacent property free from waste, such as ATM receipts, which may be generated in connection with the use of the ATM. 1.9 Free From Liens. Licensee shall keep the Property and the License Area 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 Licensee's Compensation. In exchange for the non-exclusive use of the License Area pursuant to this License, Licensee shall be entitled to receive a convenience fee of one dollar and ninety-five cents ($1.95) per non-Licensee cardholder to process a cash withdrawal, which compensation shall be payable from each cardholders bank account for each transaction occurring at the ATM installed on the License Area. 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 charge a transaction fee to cardholders of Licensee's bank or any other customer(s) of the ATM, Licensee will nonetheless pay Licensor the amount set forth in Section 2.2 as a License Fee. "Transaction" herein is defined as any withdrawal or any other surchargable transaction. 2.2 License Fee. In exchange for the non-exclusive use of the License Area pursuant to the License, Licensee shall pay the Licensor, within the times and manner set forth herein, the greater amount of Two Hundred Fifty Dollars($250.00)per month or Twenty Five Cents($0.25)per surchargeable transaction for each transaction occurring at the ATM installed on the Licensed Area. This license fee shall be paid from a portion of, not in addition to, the $1.95 per transaction convenience fee received by Licensee. 2.3 Method of Payment. Licensee shall be solely responsible for collecting all compensation from ATM customers or their respective financial institutions. By no later than the twentieth (201h) day of each month of the Term, including the twenty-fifth (25th) of the month following termination of this License, Licensee shall pay to Licensor all fees due Licensor under Page 3 2.4 Payment Reports. By no later than April 30th of each year of the Term of this License, and including April 30th 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 ATM under this License for the previous agreement year. Should the audited statements show any underpayment by Licensee to Licensor, Licensee shall pay such difference to Licensor within ten(10)days of Licenser's demand therefore plus three percent(3%)of such underpayment. Should the audited statements show any overpayment by Licensee to Licensor, Licensor shall reimburse Licensee for the actual amount of such overpayment as a credit to the following month's revenues due to Licensor, provided such overpayment is confirmed by the Licensors Department of Finance. If an overpayment is discovered after termination of this License, Licensor shall reimburse Licensee the amount of the overpayment within ten (10) business days of Licensor's receipt of the audited statements. 3.0 TERM Unless earlier terminated in accordance with Subsections 8.5 of this License, this License shall entitle Licensee to non-exclusive use of the License Area for the limited purposes described herein from the execution date of the agreement through July 31, 2011 ("Term"). At the sole discretion of the Licensor, this agreement may be extended for additional period of time as agreed upon by both parties. At the conclusion of this Term, unless this License has been extended by the parties by pursuant to a written agreement Licensee must remove the ATM and surrender the License Area pursuant to Subsection 5.1. 4.0 COORDINATION OF WORK 4.1 Re resentative 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: Valerie Van Winkle, Senior Vice President. It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principal was a substantial inducement for Licensor 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 ATM. For purposes of this License, the foregoing principal may not be replaced nor may his responsibilities be substantially reduced by Licensee without the express written approval of Licensor. 4.2 License Officer. The Licensor's Director, or the Director's designee, shall be responsible for the management of this License on behalf of the Licensor. It shall be the Licensee's responsibility to ensure that the Licensor's Director is kept informed of all matters relating to the ATM and the Licensee shall refer any decisions which must be made by Licensor to the Licensor's Director. Unless otherwise specified herein,any approval of Licensor required hereunder shall mean the approval of the Licensor's Director. The Licensor's Director shall have authority to sign all documents on behalf of the Licensor required hereunder to carry out the terms of this License. 4.3 License is Assignable. This License shall become effective immediately and is personal to the Licensee and may only be assigned with the express written consent of the Licensor. Any attempt to otherwise assign this license without the Licensor's express written consent shall be void and unenforceable and shall operate to immediately terminate this License Agreement. 4.4 Inde endent Contractor. Neither the Licensor 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. Licensor shall have no voice in the selection, discharge, supervision, or control of Licensee's employees, servants, Page 4 4.4 Independent Contractor. Neither the Licensor 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. Licensor shall 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 Licensor and shall remain at all times as to Licensor 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 Licensor. Licensor 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 Area. 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 Area to that condition existing prior to Licensee's use of the License Area Should Licensee fail to vacate the License Area in a clean and undamaged condition, Licensor may arrange for the cleaning and/or repair of the License Area, 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 Area 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 Area at all times. This requirement may be satisfied with a waste receptacle that is incorporated into the ATM itself, or the waste receptacle may be a separate free standing object. Licensee shall have the sole obligation to maintain the License Area, and adjacent property, free from all waste, including but not limited to ATM receipts, which is generated in connection with the use of the ATM. 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 capable Licensor for the disposal of additional waste. 5.3 Customer Service Help Line. Should Licensee desire to install a customer service help line at the ATM, Licensee shall have the sole financial responsibility to operate, install, and maintain a telephone line to establish the help line. If Licensor's assistance is necessary for the installation or maintenance of such line, Licensor's costs shall be reimbursed by Licensee. 5.5 Modification of License Area. Any future modification of the License Area which is required by law shall be undertaken at Licensee's sole expense, subsequent to receipt of written approval by the Licensor. 6.0 INSURANCE AND INDEMNIFICATION 6.1 Insurance. Prior to its ability to access the License Area, Licensee will provide Licensor 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. Page 5 6.1.2 Commercial General Liability.Commercial General Liability Insurance written on a per-occurrence and not a claims-made or modified occurrence 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.The policy must include Standard ISO CG0001 0196 Contractual Liability coverage, or its equivalent, and a Separation of Insured's clause. There shall be no exclusions for continuing or progressive losses not known by Licensee to exist prior to the policy inception. The policy may not contain any SIR/deductible exceeding $25,000 and the policy must permit satisfaction of the SIR/deductible by Licensor or its related entities. Licensee agrees to maintain this coverage for a minimum of ten (10) years following termination of this License. 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, property 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 Licensor and its affiliated entities, and their respective officers, directors, agents, and employees (collectively, "Licensor's Parties.")as an Additional Insured and shall be primary insurance and any insurance maintained by Licensor shall be excess and non-contributing. Each insurer of Licensee shall waive all rights of contribution and subrogation against Licensor's Parties and its respective insurers. Each of such policies of insurance shall name Licensor'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 Licensor certificate(s) of insurance with the required endorsements evidencing the coverages specified above. Such policies shall not be cancelled or materially altered to the detriment of Licensor or Licensee without the insurer providing Licensor with thirty (30) days' advance written notice. Licensor reserves the right, in its sole discretion, to require higher limits of liability coverage if, in Licensor's opinion, operations by or on behalf of Licensee create higher than normal hazards and risks, and, to require Licensee to name additional parties in interest to be Additional Insured's. Nothing in this Section shall reduce Licensee's obligations as set forth in the Indemnity provisions of this License. 6.1.6 Waiver of Subrogation. Licensee hereby waives all rights of recovery by subrogation. This waiver includes but is not limited to deductible or self-insured retention clauses, inadequacy of limits of any insurance policy, limitations or exclusions of coverage, against Licensor, and its elected officials, officers, directors, agents, and employees, in connection with any matters that are the subject of the License. 6.2 Indemnification by Licensee. Licensee shall indemnify, defend (with counsel designated by Licensor), protect and hold harmless Licensor, Licensor's Parties and the Releasing Parties 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 Area, or(iii)the conduct of Licensee's business or any activity,work Page 6 or things done, permitted or suffered by Licensee in or about the Property, except to the extent caused by Licensor'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 Licensor, hereby assumes all risk of damage to the License Area, including, without limitation, injury to persons in, upon or about the License Area during Licensee's use of the License Area, arising from any use of the ATM or other activities of Licensee or Licensee's Parties on the License Area. Licensee hereby waives all claims with respect thereof against Licensor. Licensor shall not be liable for any injury to the License Area, ATM, or injury to or death of any of Licensee's Parties, or injury to the ATM, or injury to or death of any other person in or about the License Area from any cause except to the extent caused by the negligence or willful misconduct of the Licensor or the Licensor'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 Area by Licensee or Licensee's Parties. 7.0 REPORTS AND RECORDS 7.1 Reports. Licensee shall periodically prepare and submit to the Licensor's Director such reports concerning the use of the ATM as the Licensor's Director 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 Licenser's Director to evaluate the performance of such services.The Licensor's Director shall have full and free access to such books and records at all times during normal business hours of Licensor, 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 Licensor 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 Licensor and shall be delivered to Licensor upon request of the Licensor's Director 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 Licensor 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 Licensor's sole risk and without liability to Licensee, and the Licensor 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 Licensor of any documents or materials prepared by them, and in the event Licensee fails to secure such assignment, Licensee shall indemnify Licensor for all damages resulting therefrom. 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 Licenser's Director. &0 ENFORCEMENT OF LICENSE 8.1 Governinq Law. This License shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California. Page 7 8.2 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions,statutes, rules, and regulations of the Licensor 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 Licensor 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 become 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 Licensor 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 Licensor's Director.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, Licensor 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 Licensor. Upon receipt of any notice of termination during the Term, Licensee shall immediately cease the operation of the ATM, and shall clean, repair and vacate the License Area. 8.6 Attorne 's 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 LICENSOR OFFICERS AND EMPLOYEES; NON-DISCRIMINATION 9.1 Non-liability of Licensor Officers and Employees. No officer or employee of the Licensor shall be personally liable to the Licensee, or any successor in interest, in the event of any default or breach by the Licensor 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 Licensor 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 Page 8 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, ancestry, or sexual orientation 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, ancestry, or sexual orientation. 9.4 Americans With Disabilities Act. In its operation and maintenance of the ATM, Licensee shall comply with the Americans with Disabilities Act and all federal regulations applicable under the Act. 10.0 MISCELLANEOUS PROVISIONS 10.1 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. 10.2 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. 10.3 Labor Disputes. Licensee shall give prompt notice to Licensor of any actual or potential labor dispute which delays or may delay performance of this License. 10.4 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 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. 10.5 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 Licensor's or the Licensee's right to terminate this License without cause pursuant to Subsection 8.5. 10.6 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. 10.7 Le al 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. 10. Reservation_ of Licensor Rights. Licensor reserves the right, but shall not be Page 9 obligated to Licensee, to maintain and keep in good repair the Property or the Lease Area. The Licensor further reserves the right to direct and control all activities of Licensee consistent with the provisions of this License. 109 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. 10.0 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. 10.1 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. 10.2 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 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 Licensor: Community Redevelopment Agency City of Palm Springs Executive Director 3200 East Tahquitz Canyon Way Palm Springs, CA 92264 To Licensee: Canyon National Bank Attn: President/CEO P.O. Box 2777 Palm Springs, CA 92263 [SIGNATURE PAGE FOLLOWS] Page 10 IN WITNESS WHEREOF,the parties have executed and entered into this Agreement as of the date first written above. ATTEST: COMMUNITY REDEVELOPMENT AGENCY OF THE LICENSOR OF PALM SPRINGS, a corporate body politic AgengSecretary i 11�4 Executive Direct APPROVED AS TO FORM: APPROVED BY By' Agency Coun LICENSEE: Check one: Individual Partnership ZCorporation Corporations require two notarized signatures: One from each of the following: A. Chairman of Board, President, or any Vice President:AND B. S retary,Assistant Secretary, Treasurer,Assistant Treasurer, or Chief Fin i Off ce�r. By: �. By: Signature(nota zed) nature(notariz d) Name: Mark A. Gustafson Name: J athan J. Wick Title: President & CEO Title: Execu a VP & CFO +ww++++e+w+**+ww***www wwwxwwxxwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwwww+wr } State of i`��a l l [k f►'�l a State of _.....{fit l f of VIM County of 1�1 y�'V �lC�C, ...,.---•--•-- County of 1 V P r�Cd C.; On `befo e me, �� G . VCO�A' On�u� Z`� 2olb �1 r�Et�rc- ��efore me, �&-o personal) appeared personally appeared n�_�GuIL j�:.��i.i�>'1 fit: Y who proved to me on the basis of satisfactory who proved to me on basis of satisfactory evidence to be the person(*whose name(o) evidence to be the person(%)whose name(9) is/amsubscribed to the within instrument and is/arid subscribed to the within instrument and acknowledged to me that he/siaeAhW and acknowledged to me that he/sp� executed the same in his/her,hai-authorized executed the same in his/hiaftheis authorized capacity(ira), and that by his1heW0► 4r-signature(&) capacity(), and that by his/haprlheir signature(s) on the instrument the person(*, or the entity upon on the instrument the person(*or the entity upon behalf of which the person(a) acted,executed the behalf of which the person(o 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. WITNESS my hand and officials I. WITNESS my hand Md official se Ir Notary Signatur Notary Signature: Notary Seal: Notary Seal: MEGAN G.MCINTOSH fie MEGAN G.MCINTOSH 530 Commission* 1869630 Commission is C8fi orni Notary Public-California Notary Public-California A � Riverside County Riverside County M Comm.Ex ires Nov 25 13 Comm.Expires Nov 25,2013 Page 11 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, one (1) ATM at the location set forth in the attached Exhibit "B", the exact location of which will be subject to the approval of the Licensor's Director, or the Director's designee. 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. ATM 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. ATM 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 ATM; 2) equipped with internal diagnostic equipment to electronically signal Licensee of malfunctions that have or may cause the ATM 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's 24 hour 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 the ATM. F. For the purpose of operating the License as described herein, and for no other purpose, the Licensor will allow the selected Licensee, its employees, subcontractors, suppliers, service persons, licensees,guests, patrons, and invitees the right to use the area of property specified herein, including the necessary rights of access and ingress and egress from the Premises. Page 12 G. Title to the ATM equipment shall remain with the selected Licensee. H. Licensee shall perform all alteration work necessary for the installation of its ATM at no cost to the Licensor and subject to the indemnification clause at Article 6.0. I. The Licensor 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 ATM. J. Service and maintenance of the ATM 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) ATM hardware maintenance to be supplied by Bank at Bank's sole expense. 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 Licensor requires the ATM to be moved after the initial installation, all costs associated with such move shall be paid by the Licensor. M. By no later than April 30th 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 ATM under this Agreement. Should the audited statements show any underpayment by Licensee to Licensor, Licensee shall pay such difference to Licensor within ten (10) days of Licensor's demand therefore plus three percent(3%)of such underpayment. Should the audited statements show any overpayment by Licensee to Licensor, Licensor shall reimburse Licensee for the actual amount of such overpayment as a credit to the following month's revenues due to Licensor, provided such overpayment in confirmed by the Licensor's Director, or the Director's designee. Page 13 EXHIBIT "B" DEPICTION OF LICENSE AREA ei mu i Page 14 EXHIBIT "C" LICENSEE'S PROPOSAL Page 15 , ly OOC N 20OS-04OS204 05/20/2005 0a:00A Fee:NC Page i of 22 Recorded in Official Records ` REQUESTED BY: Country of Riverside RECORDING RE Q Larry W. Ward CITY OF PALM SPRINGS Assessor, County Clerk & Recorder , IIIIII IIIII I III I III IIIII IIII IIIIII III II II IIII IIII � AND WHEN RECORDED MAIL TO: City of Palm Springs _�— P. O. Box 2743 M S U PAGE SIZE ON POOR NOCOR MF Mlsc Palm Springs, CA 92263 2 r Attn: City Clerk V I-)- - A R L COPY LONG REFUND NCHG EXAM Canyon National Bank, License Agr for Automated Teller Machine AGREEMENT #5035 MO 7628, 2-2-05 LICENSE AGREEMENT FOR AUTOMATED TELLER MACHINE Canyon National Bank Title of Document ✓U THIS AREA FOR RECORDERS' USE ONLY THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ($3.00 Additional Recording Fee Applies) H:\USERS\C-CLK\RECORDER\RECORD.REQ RECORDING REQUESTED BY ) AND WHEN RECORDED, MAIL TO: ) CITY CLERK ) City of Palm Springs ) P.O. Box 2743 ) Palm Springs, CA 92263 ) (Space Above 17us Line for Recorder's Office Use Only) (Exempt from Recording Fee per Gov.Code§6103) LICENSE AGREEMENT FOR AUTOMATED TELLER MACHINE THIS L CENSE AGREEMENT ("License") is made and entered into, to be effective the day of �ftt A'N , 2005, by and between the CITY OF PALM SPRINGS, a charter city ("City"), and CANYON NATIONAL BANK ("Licensee"). City and Licensee may hereinafter be referred to individually as a"Party" and collectively as "Parties." RECITALS WHEREAS, City is the fee owner of that real property located at 211 South Pahn Canyon in the City of Palm Springs, California ("Property"); and WHEREAS, the Property consists of a building, which is currently occupied by Heminger's Fudge & Chocolates ("Tenant"), an adjacent sidewalk area; and WHEREAS, City believes that the businesses in its downtown area would benefit from the addition of an automated teller machine ("ATM"); and WHEREAS, Licensee is a federally insured bank desiring to operate an ATM on the Property; and WHEREAS, pursuant to a request for proposals, City has selected Licensee to install, maintain and operate the ATM, as described in Licensee's proposal, on a portion of the sidewalk area 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, agents and guests, a non-exclusive license and permission to enter upon and use a portion of the Property ("License Area") for the limited purposes of operating an ATM. A site plan for the Property depicting the License Area, as well as the approximate location for the ATM, is attached hereto and incorporated herein by this reference as Exhibit "A". The License granted herein shall be valid for the term set forth below only. ORIGINAL SIO 2005-0405204 AND/OR AGREEMENT 01003/0001l27771.05 III IIII I I II IIIIII IIIII II II II 111111111 III BS120/20o0�22 00F Licensee expressly acknowledges that this License is nonexclusive and that Tenant operates a commercial establishment on the Property, such that Tenant's employees, agents and guests, as well as members of the public, may also access the License Area. 1.2 Scope of Use. Pursuant to this License and for the term provided herein, Licensee may use the License Area to maintain and operate a general ATM kiosk, which shall be a 10751X Diebold model as set forth in Licensee's proposal which is attached hereto and incorporated herein by this reference as Exhibit `B". The design of the kiosk is subject to approval by the City. Licensee may use the ATM to advertise City events and services. Licensee may not use the ATM to advertise other businesses or events. However, Licensee may have one sign on the ATM identifying Licensee as the operator of the ATM. Said sign shall comply with the City's sign ordinance. The ATM shall not incorporate features to attract members of the public for purposes other than the use of the ATM. 1.3 Preparation of the License Area. 1.3.1 Slab. The ATM must be installed upon and anchored to a concrete slab. The concrete slab shall be constricted by the City, but shall be constructed at the sole cost of Licensee. The City shall bill Licensee for the actual cost to construct the slab, which is anticipated to be approximately Eight Hundred Dollars ($800), which amount shall be paid to City prior to the actual construction of the slab. Any refund or additional payment in connection with the installation of the slab shall be paid by the applicable Party within ten(10)business days. 1.3.2 Utilities. 1.3.2.1 Electrical. The Parties acknowledge that it is not feasible for Southern California Edison to install a separate electricity meter for the ATM. Accordingly, the City will arrange for electricity to be made available for the operation of the ATM in the License Area. The time and materials necessary for the City to bring the trenched electricity line to the License Area will be approximately Two Hundred Fifty Dollars ($250), which amount shall be paid to the City prior to the actual performance of the work. Any refund or additional payment in connection with the installation of the electrical line shall be paid by the applicable Party within ten(10)business days. 1.3.2.2 Telephone. The operation of the ATM requires the installation of a telephone line to the License Area. The telephone line shall be installed by the telephone company at the Agua Caliente Museum building, at the rear of the Property, as indicated on Exhibit "A". Once the new telephone line has been installed, the City will bring the trenched new line to the License Area to be accessed by Licensee for the ATM. The installation of a new telephone line, which will be approximately Two Hundred Dollars ($200.00), as well as all monthly telephone charges, shall be at the sole cost of the Licensee and shall be paid directly to the telephone company. The cost for the City to bring the telephone line to the License Area will be approximately Ninety Dollars ($90), which amount shall be paid to City prior to actual performance of the work. Any refund or additional payment in connection with the installation of the telephone line shall be paid by the applicable Party within ten(10)business days. 01003/0001/27771.05 2 IIII IIII I IIII I III IIII IIII I III II (IIII I I IIII 0S 200300f 22000R 1.3.2.3 ATM. Licensee shall be solely responsible for any and all additional costs incurred in connection with the purchase and installation of the ATM. Licensee expressly acknowledges that all plans relating to the ATM must be submitted to the City for approval before the ATM may be installed. 1.4 Regulations. Licensee shall ensure that the use of the License Area by Licensee and its agents, officers, employees and guests (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 specifically acknowledges that a land use permit is required by the City. 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 ATM. 1.5.2 Real Property Taxes. The parties expressly acknowledge that, as a result of this License, the License Area 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 Area (including any possessory interest taxes), as well as taxes of every kind and nature levied and assessed in lieu of, in 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 services provided by Licensee shall include the Licensee's proposal, "Exhibit B". In the event of any inconsistency between the terms of such proposal and this License, the terms of this License shall govern. 1.7 Securit . The parties acknowledge that the security of the public, the License Area and the ATM is a priority. For this reason, Licensee shall implement safeguards to minimize security breaches. The ATM shall be bolted to the concrete slab. An internal camera in the ATM shall capture the physical image of all ATM users, which may be used in the event of a dispute, theft or fraud. At all times during the term of this License, Licensee shall maintain an agreement with an armored courier to provide service to the ATM 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, 0 1 0 03/0001/277 7 1.05 3 III IIII IIII I II IIII IIII IIII II III III III 95 2904 0£@22�00R Licensee shall be solely responsible for the cost of any additional reasonable security deemed necessary in connection with the ATM. 1.8 Maintenance. Licensee shall have the sole financial obligation to maintain the ATM and all utilities providing services to the ATM, as needed. When utility maintenance is required, Licensee shall so notify the City 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 ATM shall be reimbursed by Licensee. As further discussed in Section 5,2, Licensee shall have the sole obligation to maintain the License Area and adjacent property free from waste, such as ATM receipts, which is generated in connection with the use of the ATM. 1.9 Free From Liens. Licensee shall keep the Property and the License Area free from any liens arising out of any work performed, material famished, or obligation incurred by Licensee or alleged to have been incurred by Licensee. 2.0 COMPENSATION 2.1 Licensee's Compensation - Per Transaction Fee. For the services rendered pursuant to this License, Licensee shall be entitled to receive a convenience fee of One Dollar and Ninety-Five Cents ($1.95)per non-Licensee cardholder to process a cash withdrawal, which compensation shall be payable from each cardholder's bank accotmt. The 1.95 transaction charge shall not be paid by City. Any increase in said convenience fee during the term hereof shall be stipulated in writing and agreed to by both parties; however, notwithstanding the forgoing, Licensee shall be entitled to increase the convenience fee collected at the ATM, by an amount deemed reasonable by industry standards, if Licensee concurrently increases the convenience fees it charges at all of its other automated teller machines that are not located on Licensee's bank premises by the same amount. 2.2 License Fee. In exchange for the non-exclusive use of the License Area pursuant to this License, Licensee shall pay the City, within the times and manner set forth herein, the greater amotmt of Two Hundred Dollars ($200.00) per month or Twenty Cents ($0.20) per surchargeable transaction for each transaction occurring at the ATM installed on the Licensed Area. This license fee shall be paid from a portion of, not in addition to, the 1.95 per transaction convenience fee received by Licensee. 2.3 Method of Pavrnent. Licensee shall be solely responsible for collecting all compensation from ATM customers or their respective financial institutions. By no later than the twenty-fifth (25th) day of each month of the term, including the twenty-fifth (25th) of the month following termination of this License, Licensee shall pay to City all fees due City under Section 2.2 for the immediately preceding month, which payment shall be accompanied by an itemized statement showing the number of customer transactions completed from the ATM. 2.4 Pavinent Reports. By no later than June 30, including June 30 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 ATM wider this License for the previous fiscal year end. Should the 4 IIIIIIIIIIIIIIIIIIIIIIII�IIIIII Jill as 0 ss 0f22R0R 01003/000v27771.05 o 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 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. 3.0 TERM Unless earlier terminated in accordance with Sections 8.5 or 8.6 of this License, this License shall entitle Licensee to non-exclusive use of the License Area from the date of execution of this License through June 30, 2009. At the conclusion of this period of use, unless this License has been extended by the parties by pursuant to a written agreement, Licensee must remove the ATM and surrender the License Area pursuant to Section 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 in its behalf with respect to the work specified herein and make all decisions in connection therewith: Valerie Van Winkle. 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, dining the term of this License, for directing all activities of Licensee with respect to the ATM. For purposes of this License, the foregoing principal may not be replaced nor may his responsibilities be substantially reduced by Licensee without the express written approval of City. 4.2 License Officer. The License Officer shall be such person as may be designated by the City Manager of City. It shall be the Licensee's responsibility to assure that the License Officer is kept informed of matters relating to the ATM and the Licensee shall refer any decisions which must be made by City to the License Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the License Officer. The License Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the terms of this License. 4.3 License Not Assignable. This License shall become effective immediately and is personal to the Licensee and is not assignable; however, the sale of all or substantially all of Licensee's assets is not an assignment under the terms of this License. Any attempt by Licensee to assign this License shall terminate this License immediately. 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 herein. City shall have no voice in the selection, discharge, supervision or control of Licensee's employees, servants, representatives or agents, or in fixing their munber, compensation or hours of service. Licensee shall perform all 01003/0001/27771.05 5 111111111111111111111111111111111111111111111111111111111111 05 20�600£022200R 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 License Area or within a reasonable adjacent perimeter thereto. When this License terminates, upon such termination, Licensee, as its sole expense, shall repair any waste, damage or destruction and shall restore the License Area to that condition existing prior to Licensee's use of the License Area. Should Licensee fail to vacate the License Area in a clean and undamaged condition, City may arrange for the cleating and/or repair of the License Area, 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 Area 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 Area at all times. This requirement may be satisfied with a waste receptacle that is incorporated into the ATM itself, or the waste receptacle may be a separate free standing object. Licensee shall have the sole obligation to maintain the License Area, and adjacent property, free from all waste, including but not limited to ATM receipts, which is generated in connection with the use of the ATM. 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. 5.3 Parkine. Licensee shall obtain all parking permits and/or decals that may be necessary for Licensee while performing work in connection with the installation, operation and maintenance of the ATM. To obtain such materials, Licensee shall contact the City's parking division at City Hall. 5.4 Customer Service Help Line. Should Licensee desire to install a customer service help line at the ATM, 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 Area 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 Insurance. Prior to its ability to access the License Area, 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: 01003/0001/27771.05 6 I EIIIII IIIIIII IIII IIIIII IIII 1111111111111111111111 IIII 05 2007 of022�00R 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 Liabilitv. 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 Liabilitv 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 B+: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 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 Area, 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. 01003/0001/27771.05 7 III II I I I II II II III IN 111111111111111111 IN05/c002005008000f1 Licensee, as a material part of the consideration to City, hereby assumes all risk of damage to the License Area, including, without limitation, injury to persons in, upon or about the License Area during Licensee's use of the License Area, arising from any use of the ATM or other activities of Licensee or Licensee's Parties on the License Area. Licensee hereby waives all claims with respect thereof against City. City shall not be liable for any injury to the License Area, ATM, or injury to or death of any of Licensee's Parties, or injury to the ATM, or injury to or death of any other person in or about the License Area 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 Area by Licensee or Licensee's Parties. 7.0 REPORTS AND RECORDS 7.1 Reports. Licensee shall prepare and submit to the City a written monthly report concerning the use of the ATM. This report shall be in a format acceptable to the Contract Officer and shall be delivered to the City along with Licensee's monthly payments to City. 7.2 Records. Upon receipt of written notice from the City, Licensee shall use reasonable business efforts to provide City or City's designees with copies of books and records pertaining to Licensee's operation of the ATM. Said records and books shall be provided to City or City's designees at Licensee's Palm Springs branch during regular business hours. Licensee shall use reasonable business efforts to promptly provide the City with any additional information relevant hereto which is not specified in this Section. 7.3 Ownership of Documents. All reports, records, documents and other materials prepared by Licensee, its employees, subcontractors and agents in the performance of this License shall be reviewable by the City and copies of such materials shall be delivered to City upon request of the Contract Officer or upon the termination of this License, and Licensee shall have no claim for compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Notwithstanding anything to the contrary, before providing copies of such materials to the City, Licensee shall redact all confidential information necessary to protect the privacy rights of the customers of the ATM. Moreover, Licensee shall not be required to disclose any information concerning the customers of the ATM, Licensee's customers or Licensee's depositors which disclosure is restricted or prohibited by federal, state or local law or regulation or policy, including, but not limited to, restrictions and prohibitions contained in the Gramm Leach Bliley Act. 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 Contract Officer. 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. 01003/0001/27771.05 $ I IIIIII IIIIIII IIIIIIIIII IIIII IIII,IIIII III IIII IIIIIIII 05 2009000R 8.2 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, riles, 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 become 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 tennination of this License. Either party may terminate this License at any time, with or without cause, upon thirty (30) days' written notice to the other party, 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 License Officer. Notwithstanding the preceding sentence, the parties expressly 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. Upon receipt of any notice of termination during the Tenn, Licensee shall, within the applicable time frame, cease the operation of the ATM, and shall clean, repair and vacate the License Area. 8.4 Termination for Default. If termination is due to the failure of Licensee to fulfill its obligations under 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 tern 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 the Agreement. 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. 8.5 Atoorney's 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. 01003/0001/27771.05 9 I IIII IIIIIII IIII II I III III II III IIIIII II II 0�I100450 08 05 2 00F 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 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 ATM, Licensee shall comply with the Americans with Disabilities Act and all federal regulations applicable under the Act. 10.0 MISCELLANEOUS PROVISIONS 10.1 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. 10.2 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. 10.3 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. 10.4 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 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. 10.5 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 0100310001/27771.05 10 IIIIIII IIIIIIIIIII IIIIII IIIIIlil III II 111111111 II 05 0020005f022 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 Section 8.5. 10.6 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. 10.7 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. 10.8 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. 10.9 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. 10.10 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. 10.11 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 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 3200 East Tahquitz Canyon Way Palm Springs, California 92262 Attn: Director of Downtown Development 2054 01003/0001/27771.05 11 1111111111111111111111111111111111111111111111111111111 05 200 12 of 200¢508 OF) w To Licensee: Canyon National Bank P. O. Box 2777 Palm Springs, California 92263 Attn: President/CEO IN WITNESS WHEREOF, City and Licensee have executed this License as of the date as indicated by the signatures below. LICENSEE: CANYON NATIONAL BANK Date: 162—1 7 — 20t B , ' �1 ; tephen G. HVann Y� r 'd'e /CEO By: Valerie Van Winkle, Senior Vice President Approved as to Form By: By: Counsel for Licensee CITY: CITY OF PALM SPRINGS Date: hn,"W , CITY ATTEST: APPROVIEU BY THE CITY COUNCIL � By: '►tip 8.2.05 � �,� City Clerk A proved as to Form By: Alesl"rc& W BY: City Attorney 01003/0001127771.05 12 III II I II I II III II I II I III I II II II II 05 200 13 2 09 0 2000E JURAT Q � State of C QI t �DM i-Q/ l County of .4 t Ve(5.LYC ( ss. J Subscribed and sworn to (or affirmed) before me this 17 day of >Cetn bPC Z pQ , by Dale Month Year INNNININIt►NttNt (f) S}e �Ohen C• HD4rr)alnn t11 ..IN DANIELLE BROMLttEY Name of,Sig1ner(s) COMM. #1437444 0 (2) vgI eC lC `1Gn W If1 ��� 2 .m .a NOTARY PUBLIC-CALIFORNIA RIVERSIDE COUNTY Name of Signer(s) }zj MY Comm.Exp.Sept.2,2007 ♦NNNNN/NIIIItt ttt11t1t11tt/ttt/� Signature of ata Public OPTIONAL Though the information in this section is not required by law,it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Top of thumb here Top of thumb here Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: ©1999 National Notary Association•9350 De Solo Ave.,P.O Box 2402•Chatsworth,CA 91313-2402 Prod.No 5914 Reunion Call Toll-Free 1-800-B76-6B27 III II IIII I II IIII IIIII II I IIIII III IIII I III III 05 200 14 of 22 1. I Gci-L/A 1L 5;-'- it Til T) Ii ,Avt I0 ,Fniti Y d,I�int�wNa�"aUT � I(.I�j: m SEE h1ANUFACTURER'5 DETAILS MFR-4.0 - MFR-4.1 FOR m d ADDITIONAL INFORMATION Um© ?II m a~ MM fl. Project No: 9719 Data: 04Mk'(41e� PARTIAL ELEVATION , 1/4"=1'-01" shoetNO: w l FF. Re-roorof The fudge Factory(village Orem) INTERACTIVE DESIGN CORPORATION for CITY OF PALM SPRINGS NEW an Pal Springg, z Canyon Way,Suitc 104 Polin Springs,California XXQ Palm springs,California 92262 2 . 0 I A�� T:7G6/323,:,4,99.0 r:7G0/32Y5308 E:iJcurch aDix.natcom.com ^'II �sr;" rx I� 4u j jai rl WJM MIN I. i_ {r r t - � u n. 1 {i }{{rsta , �Fu,Z1 I s nd i l, h�411f 1u d,r � H���l�t>✓ �F�NEp'L�.In r 77,%4t � � �[ t. EVI `-a }�� u " r� ✓`{l��Y li} {� �rr ili h �wljr' I Ali Ili i 4� R` p.:.�,1 x ,� �'f"YiM: df f+�{ i:nu r2.i 3 dI Y .fig IE I ✓a s s t 'J{i u v l i t it r. 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'jay r t hi,xw Ir}r ilu 1$il Alul u�Yr rP�'ll,"`v�d Vil{Jy r�I tlJi9iI 1�� I. re r,�,I �f�IVy�15'�r}h Y `r�„v�rr t�m.r {lr F ���l l it { I i�d�„�I l Y v u I I vll I S I3O Pill -.� to I��y >,:y'' s ��n.`Ili�F r�t�� �r�4 Y �7>• �-�I �'.I�IPh�Y: k 3 I00 80S00zl0zl50 IIII III IIIIII III IIIIIIIIII IIIII IIIIIIIIIIIIIIIIIIIIIII I Attachment A b0�S0tr0-S00� Tuesday,January,1 4,2003' Diebold-ATMs- 1075ix page PPMMA�qMg._sq_; Ho n :ATMs:models: 1075ir 1(ryy�,I' YYpp{� :4FS'14� 9.V �la_J �ta NA p TM and 5 . -�K,,M , F; Vr _-_-. ._ utWs • iuke what's mews self-service terminals dMeboW direct 1075ix Exterior Walk-Up Cash s Dispenser �'�'G ��rs aaFR:` 4�?k'n 8Cn A� 5 ata'd US The rugged, freestanding, go-anywhere cash ' r x dispenser that easily handles medium to high search transaction volumes with proven ix Serieso performance.A Diebold exclusive. home This highly secure, weather-resistant cash dispenser is perfect for off-premises, outside deployment-- anywhere 24-hour operation is desirable and medium to high transaction volumes are expected. Its four dispense cassettes, proven Diebold ix software and the full range of ix Series printers and displays let You take advantage of coupon printing and dispensing, screen advertising, 111111111 IN 05 z00 z?eo�e22 .r Tuesday,January 14,2003 Diebold-ATMs-1075ix Page: • Integrated camera provision • Fast-action universal card reader: • Motorized operation:Magnetic stripe, Smart card • Optional dip card reader • Proven multimedia dispenser with presenter and divert cassette • Large multimedia capability with two to four dispense cassettes--each holds approximately 2,700 notes(345 met capacity) • UL-listed Level 11 safe, certified in the U.S. • Easy-to-use telephone style tactile Braille keypad or optiona116-key keypad Security options. • Locking currency cassettes • Digital electronic locks • Heat/thereto detection • Seismic detection • Anti-ambush • Consumer Awareness MonitorTM Dimensions. • Height:66.25 in. (1683 mm) • Width:31.5 in. (800 mm) • Depth:38 in. (965 mm) • Weight:3000 lbs. (1364 kg) approx. Operating environment. 1111111111111 HIM III IN 65 200 2 0of' 82 R Introduction Overview Palm Springs' only locally owned and managed financial institution, Canyon National Bank opened its doors July 10, 1998 to offer superior customer service and to fulfill the needs of local businesses. It is unique in banking circles in that it is one of a few nationally chartered banks with a major investment by an Indian Tribe, the Agua Caliente Band of Cahuilla Indians. In less than five years, the bank has successfully demonstrated growth in market share, strength in overall financial performance, and commitment to our community. The bank is comprised of two offices: the main branch in the Smoketree Shopping Center in Palm Springs and a smaller storefront branch in Palm Desert which will be replaced by a full service branch at the corner of Portola and Country Club Drive to be completed later this year. For the year ended December 31, 2002, Canyon National Bank reported net income of$1,355,000 and total assets of$132.3 million. In its second year of eligibility,the bank was awarded the classification of Super Premiere Performance by The Findley Reports and,in 1999, received an outstanding rating for community reinvestment by its regulator, the Office of the Comptroller of the Currency. Qualifications Canyon National Bank is qualified to enter into a contractual agreement to provide ATM services to the City of Palm Springs as defined: A. Bank is a nationally chartered financial institution and is regulated by the Office of the Comptroller of the Currency B. Bank is a member of the Federal Reserve System and has access to all of its services C. A fiill-service financial institution, bank is in good standing with its regulatory agencies and with its peer group D. Locally owned and managed, Bank's main office is located in the City of Palm Springs E. With a portfolio in excess of 50 ATMs (including three bank-owned units), Bank has the experience to provide ATM services CANYON 3 _ national bank. HAxA�[ III II IIIIIII IIII IIIIII IIIII IIII IIIIII ICI IIIIII III IIII 05 20�19 200O500822WS Installation Equipment Canyon National Baiilc chooses Diebold products because the company has consistently provided reliable,technology-based equipment and dependable customer service. For an exterior placement in downtown Palm Springs, the bank would purchase a 1075ix model. It meets guidelines for the American with Disabilities ACT for height and access, and is a secure, weather-resistant unit ideal for off-premise locations. A brochure for this model is included as Attachment B. Installation is typically scheduled six to eight weeks from the original order date. A member of the bank's staff will be on hand with the Diebold installation team to ensure successful communication with the bank's network provider. Sponsorship Canyon National Bank's network provider, Fifth Third Processing, offers regional and national network access including Star, Plus, Citrus, Visa, MasterCard, American Express, Discover & Fifth Third Sponsored PLUS. All cardholders with these network symbols printed on the back of their cards, regardless of financial institution, would be able to access cash from this machine. Daily withdrawal limits are determined by the cardholder's bank. Electrical/Telecommunication Access Access to a standard 120 volt electrical outlet and telephone line would be required. A four-plug face plate would provide an outlet for the machine, the modem and a lighted sign, surround or topper unit. On the bank's behalf, Fifth Third would contact the local telephone service provider to order the telephone line. Telephone line orders may take up to six weeks to secure. Security The security of the equipment, the site, and the public is a priority. Canyon National Bank will implement safeguards to minimize the opportunity for an unforhmate event to occur. The machine will be bolted to the ground. An internal camera will capture the physical description of users which may be used in the event of a dispute, theft, or fraud. An armored courier will be contracted to provide any service to the ATM including cash fills, balancing, or supply replenishment. If available, the additional security of a city-owned camera at or near the ATM could provide reinforcement in the event of an incident. MCA _4_ national bank. MNA{If0 11111111 III II 1 III 05 z0�2a of z�00R Operations Firstline Maintenance Canyon National Bank will contract with an armored courier to provide firstline maintenance services. Firstline maintenance includes cash fills, balancing, clearing jammed bills, and supply replenishment. The bank will determine the most cost efficient utilization of services and schedule cash fills either weekly or bi-weekly, depending upon the need for cash. Seconclline Maintenance The bank will contract with Diebold to provide equipment maintenance to include hardware or software repair, as needed. Insurance Canyon National Bank contracts with Financial Guaranty to provide liability insurance and currently maintains the minimum coverage for Worker's Compensation and Business Automobile insurance as outlined in the RFP. The bank will secure a Commercial General Liability Insurance Policy with minimum coverage as outlined in the RFP, naming the City of Palm Springs as an additional insured. Copies of these policies will be made available upon notification that Canyon National Bank has been selected to provide the ATM services requested in this RFP. Reporting The bank has online, real-time access to transaction activity for monitoring purposes. The network provides daily reports with regards to transaction and settlement data which is subsequently used for balancing. Claims The bank is subject to compliance with Regulation E, as mandated by the Office of the Comptroller of the Currency (OCC), which dictates the time, manner and method in which customer claims for non-receipt of finds are handled. These claims are routinely handled by the operations staff. To ensure ongoing compliance, the OCC conducts an annual audit of the bank's handling of Regulation E claims. CANYON national bank, IIIIII IIII��I II I�III�I IIIII IIII IIIIII�II IIIIIII II IIII 05 200 2 0of 22 } Financials Expense Canyon National Bank has committed to fimding the costs to install and operate the proposed ATM in downtown Palm Springs. The initial investment of the ATM and a surround will be in excess of$30,000. Monthly operating costs including processing fees, insurance, firstline and secondline maintenance, telecommunication charges, depreciation, and cost of cash are estimated to be between $1500-$1800 per month. Income To cover interchange expenses, a surcharge amount of$1.50 will be assessed to non- Canyon National Bank cardholders to process a cash withdrawal. During the course of this contract, Canyon National Bank may consider to increase or decrease this charge based upon market and economic factors. Revenue Sharing Because it will probably take three-six months before the public is aware of the ATM availability, it is estimated that this machine will initially process between 500— 1000 transactions per month. It will take twelve months of operation to ascertain transactional demand and, consequently, how the surcharge revenue will offset the capital investment and on-going operating expenses. Therefore, Canyon National Bank proposes a revenue sharing program that will compensate the City of Palm Springs in the form of a rental payment for the space used. The proposed monthly payment is as follows: Minimum Maximum Transaction Fee Payment Payment Years I —3 $0.20 per surchargable $200 $500 Years 4—5 $0.20 per surchargable $250 $550 Because settlement of the bank's interchange income for the previous month isn't received until the middle of the following month, the payment to the City will be made on or before the 25`h of each month for the preceding month's activity. CANYON 6_ national bank. IIII IIII III IIII III IIII II IIIII III esree02 eof 2 GQA 2