HomeMy WebLinkAboutC-3422 - License Agreement for Automated Teller Machine Location - ATM at Newport Pier Kiosk (Lease)City of Newport Beach License Agreement
For Automated Teller Machine Location
This license agreement ( "License ") for an Automated Teller Machine is entered
into this a 3 , day of May, 2001 by the CITY OF NEWPORT BEACH, a
Municipal Corporation (hereinafter referred to as "the City ") and Newport Beach
City Employees Federal Credit Union, a federally chartered Credit Union
(hereinafter referred to as "the Credit Union ").
Recitals
WHEREAS, the Credit Union was created by City employees, restricts
membership to City employees and retirees, and exists solely for the benefit of
City employees and retirees and their financial and credit needs; and
WHEREAS, the Credit Union has requested that the City place an Automated
Teller Machine ( "ATM ") at the Newport Pier at an existing change kiosk so that
City employees can have a convenient alternate location to access their funds
without paying non - Credit Union ATM surcharges; and
WHEREAS, the City and the Credit Union desire to enter into a License
Agreement which memorializes the manner in which the City and the Credit
Union will address issues arising from the operation of the ATM.
NOW THEREFORE, in consideration of the mutual understandings and
agreements set forth the City and the Credit Union agree as follows:
I. Definitions
"ATM" means an Automated Teller Machine.
"ATM site" means the City change machine kiosk located near the base of the
Newport Pier at McFadden Square as shown on Exhibit "A ".
"Service Charge" means a transaction fee, transaction charge, or other cost
levied by the Credit Union against an ATM transaction made at this ATM.
II. License to Install and Operate ATM
Grant of License. Subject of the terms and conditions of this License, the City of
Newport Beach, hereby grants the Credit Union the exclusive license and
authority to install and operate an ATM at the ATM site. The City agrees that the
Credit Union shall be permitted access to the ATM site. The Credit Union shall
seek and obtain initial access to any telephone lines, communications lines and
electrical facilities that will support the ATM. Once the ATM is installed and
• Newport Pier ATM
Credit Union — City License
May 22, 2001
Page 2
operating, the City agrees that the Credit Union shall have access to these lines
and facilities to the extent that the City controls access to these lines. In
consideration of the license granted by the City and under the terms and
conditions set forth in this License, the Credit Union agrees to install and operate
an Automated Teller Machine at the ATM site.
III. Installation and Operation of ATM
(a) The Credit Union shall be responsible for the complete installation of the
ATM. These responsibilities shall include but are not limited to the development
of plans, procurement of required permits and payment of permit fees, all
structural modifications to the existing kiosk structure, electrical, lighting, signage,
and communications connections and modifications, installation of air
conditioning unit, and repainting of the entire kiosk with colors approved by the
City. The Credit Union will be responsible for the installation of a single steel
service door and security hardware necessary to provide access for the
maintenance and operation of the ATM. The installation shall be designed and
completed in such a manner that it does not prohibit the City from any future
installation of equipment deemed necessary to provide information to the public.
A licensed and bonded contractor will perform all work. The Credit Union agrees
that it shall be responsible for continuously operating the ATM.
(b) The City hereby authorizes the Credit Union or its authorized agents to enter
the ATM site for the purposes of maintaining and operating the ATM. The Credit
Union shall be responsible to maintain the ATM in good and safe state of repair.
Whenever the ATM ceases to be operational for any reason, Credit Union shall
commence repairs within 24 hrs and diligently pursue repairs to assure
continuous operation of the ATM. Credit Union shall comply with all laws,
regulations and ordinances applicable to the installation, operation and security
of the ATM site. The Credit Union shall bear the cost for such modification to the
ATM site if the compliance with the laws, regulations and ordinances is solely
required for the ATM site and related to it specifically. The Credit Union shall
have the option to terminate this License if it chooses not to under take the
required modification.
(c) The City agrees not to install a competing ATM at the Kiosk at any time when
the Credit Union's ATM is in place.
IV. Rent
(a) On the 24"' month after the effective date of this License onward, rent paid to
the City shall be as follows:
• • Newport Pier ATM
Credit Union — City License
May 22, 2001
Page 3
(1) When the amount of monthly transactions subject to a service charge
exceeds 1,500 in any month, the Credit Union shall commence
payment to the City of $0.25 per transaction for all transactions subject
to a service charge over 1,500 transactions per month but less than
2,001 fee -based transactions per month; plus
(2) When the amount of monthly transactions subject to a service charge
exceeds 2,000 in any month, the Credit Union shall commence
payment to the City of $0.50 per transaction for all transactions subject
to a service charge over 2,000 transactions per month.
For example, if the ATM produces 2,205 transactions subject to a service charge
in any one month after May 2003, the City shall receive $227.50 (an amount
equal to $0.25 multiplied by 500 plus $0.50 multiplied by 205) in rent for that
month. The same formula shall apply to any month after May 2003 during the
term of this License where transactions subject to a service charge exceed 1,500
during that month.
(b) This section of the License may be renegotiated at either the City's request or
the Credit Union's request 36 months after the effective date of this License. If
either party seeks to renegotiate rent under this section, the City or the Credit
Union shall provide the other party with written notice of its intent to renegotiate
rent within thirty (30) days of the 36th month of this License.
V. Term and Termination
This License shall be effective as of the date first appearing above and shall
continue for a period of sixty months from such date. Thereafter, the term, of this
License shall be renewed automatically each year for a one (1) year period
unless either Party gives the other Party notice of its non - renewal in writing at
least thirty (30) days prior to the annual automatic renewal date. The Credit
Union may at its option, upon thirty- (30) days prior written notice to the City,
remove the ATM from the ATM site. Upon expiration or termination of the
License the Credit Union shall be responsible for the removal of the ATM and
shall be further responsible for any and all repairs or modifications necessary to
return the ATM site to its original state.
If during any 12 -month period the ATM is not operational for more than 30 days,
the City may terminate this License and Credit Union shall remove the ATM and
return the ATM site to its original condition.
Newport Pier ATM
Credit Union — City License
May 22, 2001
Page 4
VI. Hold Harmless
The Credit Union shall indemnify, defend and save and hold harmless the City,
its City Council, boards and commissions, officers and employees from and
against any and all loss, damages, liability, claims, allegations of liability, suits,
costs and expenses for damages of any nature whatsoever, including but not
limited to, bodily injury, death, personal injury, property damages, or any other
claims arising from any and all negligent acts or omissions of the Credit Union, its
employees, agents or subcontractors in the performance of services or work
conducted or performed pursuant to this License. This indemnity shall apply
even in the event of negligence of the City, or its employees or other contractors,
excepting only the sole negligence or willful conduct of the City, it officers or
employees and shall include attorney's fees and all other costs incurred in
defending any such claim. Nothing in this indemnity shall be construed as
authorizing, any award of attorney's fees and any action on or to enforce the
terms of this License.
VII. Representation
The undersigned Chairman of the Board of Directors hereby represents that the
Credit Union's Board of Directors has authorized him to sign and execute this
document on the Credit Union's behalf. The Chairman's signature on this
document binds the Credit Union to follow the terms and conditions of this
License.
IN WITNESS THEREOF, the parties have caused this License to be executed by
their duly authorized officers on the day and year first written above.
Newport Beach City Employees
Federal Credit Union
Michael Pisani
Chairman of the Board
Newport Beach City Employees
Federal Credit Union
425 Old Newport Blvd Suite A
Newport Beach, California 92663
City of Newport Beach
omer Blud u
City Manager
City of Newport Beach
3300 Newport Blvd
Newport Beach, California 92663
Attest:
(2�1 64xi qu- /?/) ZLI ILI
LaVonne Harkless
Citv Clerk
Newport Pier ATM
Credit Union — City License
May 22, 2001
Page 5
Approved as to Form
Robin Clauson
Assistant City Attorney
City of Newport Beach
• • Newport Pier ATM
Credit Union — City License
May 22, 2001
Page 6
Exhibit A
Diagram of the Newport Pier Kiosk Area