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HomeMy WebLinkAboutNational Link - 2009-08-17fit%.?a Tr ,�L Cap Tc= 1 Council/Agency Meeting Held: Deferred/Continued to: l Ap roved nditionall A roved ❑ Denied City I rk's nature Council Meeting Date: 8/17/2009 Department ID Number: ED 09-56 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY CO IL MEMBERS SUBMITTED BY: FRED A. WILSON, CITY ADMINIST R PREPARED BY: STANLEY SMALEWITZ, DIRECTOR ECONOMIC DEVELOPMENT,----., SHARI FREIDENRICH, CITY TREASU SUBJECT: APPROVAL OF LICENSE AGREEMENT WITH NATIONAL LINK FOR ATM SERVICES Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: The City Council is asked to approve a five (5) year License Agreement with National Link for ATM services at Pier Plaza, City Hall, Central Library and Meadowlark Golf Course. Funding Source: Not applicable. Recommended Action: Motion to: 1) Approve and authorize the Mayor and City Clerk to execute the License Agreement between the City of Huntington Beach and National Link for ATM services at Pier Plaza, City Hall, Central Library and Meadowlark Golf Course. 2) Delegate authority to City Administrator to increase or decrease locations for future ATM services. Alternative Action(s): Recommend staff to renegotiate the License Agreement or do not approve the License Agreement. REQUEST FOR CITY COUNCIL. ACTION MEETING DATE: 8/17/2009 DEPARTMENT ID NUMBER: ED 09-56 Analysis: On November 6, 2008,City staff released a Request for Proposal (RFP) requesting proposals from qualified institutions for the installation, operation,and maintenance of Automated Teller Machines (ATM) on City owned properties. The City had two former agreements for ATMs at Pier Plaza and Central Library which expired in 2008-2009. The locations proposed by staff to house an ATM are Pier Plaza, City Hall, Central Library and Meadowlark Golf Course. The Pier Plaza ATM would be located in the Huntington Beach Marketing and Visitor's Bureau Kiosk, which has been designed to house an ATM. The RFP was awarded to National Link, a California Corporation, headquartered in San Dimas that manages and processes over 7,000 ATM's and is the third largest operator of ATM machines in the United States. National Link will provide full service ATM services and placement at no cost to the City. Their scope of services includes new ATM equipment, installation, cash replenishment, complete network access (all cards accepted) and detailed monthly reports and statements. The proposed License Agreement is for a five (5) year term with one (1) additional five (5) year extension option. National Link has agreed to pay the City a rate based upon the monthly transaction volume at each ATM location. That fee schedule is as follows: Monthly Transaction Volume Base Monthly Rent Rates per Transaction Revenue Share 2001 -above $ 1,800 plus $ 1.00 1501 - 2000 $ 1,300 plus $ 0.90 1001 - 1500 $ 1,000 plus $ 0.80 751 - 1000 $ 750 plus $ 0.70 501 - 750 $ 500 plus $ 0.60 351 - 500 $ 250 plus $ 0.50 0 - 350 $ 150 plus $ - National Link currently operates four (4) ATM machines at the Santa Monica Pier and provides ATM services for special events for several Southern California cities. It is estimated that the Pier Plaza location can bring in, an average of. 1,800 transactions which would equal a monthly rent of $2,920. Additionally, the Central Library location is estimated to average 300 transactions a month which would equal a monthly rent of $150. New locations such as City Hall and Meadowlark do not currently house ATM machines, thus a revenue projection is difficult at these locations. It was intended for the institution which was awarded the RFP to have additional ATM location opportunities on City owned properties as needed in the future. For this reason, City staff is also asking City Council to delegate authority to the City Administrator to increase or decrease locations for ATM services. -2- 7/30/2009 1:23 PM REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 8/17/2009 DEPARTMENT ID NUMBER: ED 09-56 Strategic Plan Goal: Enhance Economic Development and Improve Internal and External Communication Environmental Status: N/A Attachment(s): -3- 7/31/2009 4:25 PM ATTACHMENT #1..., LICENSE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND NATIONAL LINK FOR ATM(s) SERVICES AT VARIOUS LOCATIONS IN THE CITY THIS LICENSE AGREEMENT is made and entered into by and between THE CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California (hereinafter referred to as "CITY"), and NATIONAL LINK, INC. a California corporation having a principal office and place of business in San Dimas, California, (hereinafter referred to as "LICENSEE") WHEREAS, CITY desires to provide ATM(s) services at various locations owned by CITY in the City of Huntington Beach known as Pier Plaza Kiosk, City Hall Police Station, Central Library and Meadowlark Golf Course (hereinafter referred to collectively as "Locations"), and LICENSEE is able to provide ATM(s) services as required by CITY, NOW, THEREFORE, the parties covenant and agree as follows: SECTION 1. DEFINITIONS For purposes of this License, the following terms shall have the following meanings: (a) "Automated Teller Machine" or "ATM(s)' shall mean an electronic information processing device which accepts or dispenses cash in connection with a credit or deposit account, but shall not include any device used solely to facilitate check guarantees or check authorizations or used in connection with the acceptance or dispensing of cash on a person -to -person basis, such as by a store cashier. (b) "Common Areas" shall mean (i) the areas within the City of Huntington Beach where residents and other visitors are permitted and (ii) and the parking areas, sidewalks, and other common facilities of the Locations. 09-2054.001/36286.DOC Page I of 30 (c) "Effective Date" shall mean the date of this License. (d) "Fee Commencement Date" shall mean that date the License Fee first becomes due and payable. The Fee Commencement Date shall occur on the date LICENSEE commences business in the City of Huntington Beach. (e) "License Fee" shall mean the fee set forth in Section 7 hereof with respect to the Basic Term or any of the Renewal Terms, as the case may be. The License Fee shall be payable without deduction, offset, abatement, notice, or demand except as otherwise expressly provided in this License. (f) "Locations" shall mean those Locations licensed hereunder attached hereto as Exhibit "A" and incorporated and incorporated herein by this reference. (g) "Property" shall mean certain real properties located at Pier Plaza, City Hall Police Station, Central Library and Meadowlark Golf Course which are owned by CITY as of the date of this License. SECTION 2. AGREEMENT OF THE PARTIES (a) CITY grants a License to LICENSEE, and LICENSEE's employees, agents, servants, licensees, customers, and invitees a limited, revocable license (the "License") to use the Locations, selected by the CITY and LICENSEE and shown on Exhibit "A" attached hereto for the installation, maintenance and use of an ATM(s) as provided in this License and a non- exclusive license to use the Common Areas in accordance with the terms and conditions set forth herein. LICENSEE agrees to furnish an ATM(s) for use at the Property, and to install, operate, maintain, service and repair the ATM(s) (including any replacement ATM(s)) as provided in this License, and to pay the fee provided. 09-2054.001/36286.DOC Page 2 of 30 (b) CITY may request and LICENSEE may acquiesce at its sole discretion additional ATM(s) machines for "one time events." All terms of this License shall apply to these "one time events." Rates for "one time events" shall be based on a per machine basis, as per the rate terms listed herein. SECTION 3. ORIGINAL TERM This License shall be for a term of five (5) years commencing at 12:01 A.M. on the effective date of this License Agreement, and ending at 12:01 A.M. five (5) years from this date, unless sooner terminated as herein provided. SECTION 4. EXTENSION (a) The term of this License may be extended for one additional five (5) year period with City and LICENSEE approval which may be withheld at either parry's sole and absolute discretion, on the same terms, covenants, and conditions and subject to the same exceptions and reservations contained in this License. (b) Notwithstanding any other provision of this License, if CITY elects not to extend the term of this License or this License is otherwise terminated for any reason, LICENSEE shall take prompt action to obtain all necessary regulatory approvals and provide any and all required notices to consumers for the closure or relocation of the ATM(s) and to proceed to close the ATM(s) and remove its improvements, signs, and personal property from the Locations. Until all such regulatory approvals are obtained and the ATM(s) are closed, this License may continue on a month -to -month basis on the same terms and conditions as contained herein and at the License Fee applicable to the period immediately preceding CITY's election not to extend this License or such other revocation shall apply. 09-2054.001/36286.DOC Page 3 of 30 SECTION 5. REVOCATION This License may be revoked under any of the following circumstances: (a) The parties agree that in the event the Fee Commencement Date has not occurred by one hundred eight (180) days from the Effective Date, then this License may be revoked by either party with ninety (90) days' prior written notice. If this License is revoked, each of the parties hereto shall be released from any further obligations hereunder, unless otherwise agreed by the parties in writing. (b) Upon expiration of the Term unless the Term shall have been extended by written agreement between the parties. (c) Ten (10) days after notice from LICENSEE to CITY that an agency of the United States or California government having authority over the banking operations of LICENSEE promulgates a rule or regulation prohibiting LICENSEE from providing the ATM(s) services contemplated by this License. (d) Notwithstanding any provision of this License CITY shall have the right to revoke this License in whole or any individual location any at its sole and absolute discretion, for any reason, upon ninety (90) days written notice to LICENSEE. In the event of revocation licensee shall be required to remove its machines as set forth herein. SECTION 6. HOLD OVER Should LICENSEE hold over and continue in possession of the Locations after expiration of the term of this License or any extension thereof, LICENSEE's continued occupancy of said Locations shall be considered a month -to -month license subject to all the terms and conditions of this License insofar as applicable to a month -to -month license. If, however, LICENSEE should remain in possession of the Locations after the expiration of the Term (including any Renewal 09-2054.001136286.DOC Page 4 of 30 Term) without the consent of CITY, LICENSEE shall pay CITY a License Fee during the holdover period of 125% of the License Fee payable to CITY for the month immediately preceding the holdover period. If LICENSEE fails to surrender the Locations upon the revocation of this License, LICENSEE shall indemnify and defend CITY against and hold CITY harmless from loss or liability resulting from such failure, including, without limitation, any claims made by any succeeding occupant of the Locations arising out of such failure and the legal costs to defend against such claims. SECTION 7. LICENSEE FEE (a) LICENSEE agrees to pay to CITY a License Fee at a rate, based upon the Monthly Transaction Volume at each individual ATM(s) machine as follows: Transaction Volume Base Monthly Rent Rates per Transaction Revenue Share*** 2001 - above 1,800 plus $1.00 1501 - above $1 300 plus $0.90 1001-1500 $1 000 plus 0.80 751 - 1000 750 plus $0.70 501 - 750 $ 500 plus $0.60 351 - 500 $ 250 plus $0.50 0 - 350 T 150 plus -- ***Cumulative from the 1s1 Transaction and from each approved surcharged withdrawal. The License Fee shall be payable in arrears on the twentieth (20th) day of each calendar month during the initial Term, or the first business day following the twentieth (20'') day if the twentieth (20t') day falls on a weekend, and any applicable Renewal Term for the prior calendar month. Payment shall be made payable to City of Huntington Beach, P.O. Box 711, Huntington Beach, CA 92648-0711, or at such other place or places as CITY may from time to time designate by written notice delivered to LICENSEE, within fifteen (15) days after the end of the calendar month during which the gross sales on which it was computed were made. A late charge equal to ten percent (10%) per month shall be added on the IOth day after any payment 09-2054.001/36286.DOC Page 5 of 30 hereunder is due, but unpaid. Any revenue from the use of the ATM(s) in excess of the License Fee shall be retained by LICENSEE. LICENSEE hereby acknowledges that late payment by LICENSEE to CITY of the License Fee or of any other sum due hereunder will cause CITY to incur costs not contemplated by this License, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges, and late charges which may be imposed upon CITY covering the Locations. The parties hereby agree that such late charges represent a fair and reasonable estimate of the cost that CITY will incur by reason of the late payment or delinquent statement by LICENSEE. Acceptance of such late charges by CITY shall in no event constitute a waiver of LICENSEE's default with respect to such overdue amount, nor prevent CITY from exercising any of its other rights and remedies granted hereunder. Unless otherwise specifically provided in this License, any sum accruing to CITY under this License which is not paid when due shall bear interest at the rate of eighteen percent (18%) or the maximum that may be charged under California usury law, whichever is less, from the date the sum becomes due until paid. LICENSEE's obligation to pay interest as set forth in the immediately preceding sentence shall be in addition, and not in lieu of, the late charge set forth in below. SECTION 8. RATE ADJUSTMENT Annually on every anniversary of this License Agreement, the monthly base rate shall increase by the Consumer Price Index (CPI) Los Angeles/Riverside/Orange County, CA All Urban Consumers, not to exceed 5% annually. The annual increase will not be less than 3% annually irrespective of CPI. 09-2054.001/36286,DOC Page 6 of 30 SECTION 9. BOOKS AND RECORDS LICENSEE shall at all times keep or cause to be kept a full, complete, and accurate records and books of account showing the total number of transactions as defined in Section 7 made each calendar month in, on, or from said Locations. LICENSEE agrees to maintain for a period of three (3) years following the close of each calendar month all records and books of account and all transaction records showing or in any way pertaining to the number of transactions made in, or from said Locations during such calendar month. SECTION 10. STATEMENT OF TRANSACTIONS At the time specified in Section 7 of this License for the payment of the License Fee, LICENSEE shall deliver to CITY a true and accurate statement signed by LICENSEE or by an authorized employee of LICENSEE showing the total volume, dollar amount and fees generated at each individual ATM(s) made during the preceding calendar month in, on, or from said Locations and the amount of License Fee then being paid calculated on such transactions pursuant to this License . CITY may at any time within two (2) years after receiving any such statement, at its own cost and expense, cause all books, records, and transaction receipts described in Section 9 of this License for the calendar month purportedly covered by the statement, to be audited by a public or certified public accountant selected by CITY. LICENSEE shall on receiving written notice of CITY's desires for such an audit deliver and make available all such books, records, and transaction receipts to the public or certified public accountant selected by CITY. Furthermore, LICENSEE shall promptly on demand reimburse CITY for the full cost and expense of the audit should the audit disclose that a statement misstated transactions or the License Fee payable because of gross sales by five (5) percent or more. 09-2054.001/36286.DOC Page 7 of 30 SECTION 11. PERMITTED USE (a) LICENSEE shall have the exclusive right to occupy and use the Locations for the construction, operation, maintenance, repair, and servicing of an ATM(s), but for no other use. LICENSEE may provide or promote all financial services which are transacted or conducted by LICENSEE in the operation of any of its facilities. LICENSEE's exclusive rights hereunder shall automatically be revoked if LICENSEE's ATM(s) is not open for business to the public for more than an aggregate of thirty (30) days in any six (6) calendar month period, for any reason other than the default of CITY under this License. (b) Each party shall conduct its business at all Locations in a first rate and proper manner. (c) Subject to "Force Majeure" (as the phrase is commonly defined) following the Effective Date, the ATM(s) shall be open for business at all times unless the property housing the ATM(s) is closed and the machine is not accessible to the public. (d) The prices for transaction shall be fixed by LICENSEE. (e) CITY acknowledges and agrees that LICENSEE's trademarks and tradenames are solely the property of LICENSEE, and that this License does not in any way grant CITY the right to use same. Full title and all rights with respect to such trademarks and tradenames shall be and remain the property of LICENSEE. SECTION 12. CONSTRUCTION/INSTALLATION (a) Construction. LICENSEE shall install its ATM including any modifications needed to appropriately secure the machine. Such modifications or construction of improvements, shall be in a manner consistent with the quality, design and aesthetics of the determined and approved jointly by LICENSEE and CITY as it may require for the proper and 09-2054.001/36286.DOC Page 8 of 30 appropriate operation and identification of its ATM(s). Improvements may include, but are not necessarily limited to, appropriate electrical power from the nearest appropriate subpanel and telephone line. (b) Fixture, Equipment and Furnishings. LICENSEE shall furnish all fixtures, equipment, and furnishings which it deems necessary or desirable for operation and identification of the ATM(s). Fixtures, equipment, and furnishings may include, but are not necessarily limited to, telephone, data, and security cabling and equipment to the Locations. (c) Site Preparation. CITY will provide the Location sites (including the surrounding area necessary for the construction of the ATM(s)) free and clear of merchandise, trade fixtures, equipment, etc. CITY will provide dedicated, isolated, grounded power circuit current as follows: 120V +/- 15%, 60HZ, 2.5 AMP. This current shall consist of "line," "neutral" and "ground" leads connected directly to the power distribution panel. Power outlets will be located within 2 feet of the ATM(s) at the time of installation. CITY will also provide a dedicated telephone line that will be a direct "tone" or "pulse" line installed with a standard RJ-11 wall jack. This line shall not be shared with any other equipment at the Locations. (d) ATM(s) !ype. The ATM(s) at Pier Plaza will be a front loading model. Access to the rear of the machine through any building at Pier Plaza is forbidden. All service and ATM(s) Locations will house appropriate model types. All ATM(s) must offer withdrawal of cash (cash dispensing) and balance inquiry services. No additional area for storage at any Location will be provided. 09-2054.001/36286.DOC Page 9 of 30 SECTION 14. OPERATION OF THE ATM(s) LICENSEE shall replenish cash as required by usage of the ATM(s) and shall provide receipt(s) and other forms for operation of the ATM(s) as necessary. CITY shall provide access to the Locations to LICENSEE during normal business hours so that it may carry out its operation, maintenance, and repair responsibilities. SECTION 15. PAYMENT OF UTILITY CHARGES LICENSEE shall provide "cut sheet" for each individual ATM to CITY in order to determine electric usage for each Location and pay, and hold CITY and the property of CITY free and harmless from, all charges for the furnishing of gas, water, electricity, telephone services, and other public utilities to the Locations during the term of this License or any extension thereof and for the removal of garbage and rubbish from said Locations during the term of this License or any extensions thereof. SECTION 16. PERSONAL PROPERTY TAXES LICENSEE shall pay before they become delinquent all taxes, assessments, or other charges levied or imposed by any governmental entity on the furniture, trade fixtures, appliances, and other personal property placed by LICENSEE in, on, or about said Locations / ATM(s) including, without limiting the generality of the other terms used in this section, any shelves, counters, vaults, vault doors, wall safes, partitions, fixtures, machinery, plant equipment, office equipment, television or radio antennas, or communication equipment brought on said Locations by LICENSEE. SECTION 17. REAL PROPERTY TAXES LICENSEE shall not be liable for any of the following taxes and/or assessments related to CITY's occupancy or us or ownership of the property: 09-2054.001/36286.DOC Page 10 of 30 CITY; (a) Personal property, fixtures, or equipment taxes assessed against CITY's property; (b) Franchise taxes assessed against CITY; (c) Taxes on CITY's gross rents or profits; (d) Inheritance, state, gift, income, transfer, or excess profits taxes assessed against (e) Sales taxes payable by CITY; or (f) Real property taxes and assessments, including, but not limited to, any fees, interest, and penalties from any such tax or assessment, assessed against all or any portion of the Property and the improvements thereon, including, but not limited to, any such taxes and assessments attributable to the Locations, except for any incremental increase in real property taxes and/or assessments attributable to the improvements installed in the Locations by or for LICENSEE or LICENSEE's use of the Locations. In the event that any unapportioned property tax is assessed against either party thereto and includes property owned by the other party hereto, CITY and LICENSEE agree to cooperate to have the portion of such tax that relates to property owned by such other party assessed to such other party. All real property taxes or possessory interest taxes and assessments levied or assessed against said Locations by any governmental entity, shall be paid, before they become delinquent by LICENSEE. SECTION 18. MAINTENANCE AND REPAIR (a) Obligations of LICENSEE. LICENSEE shall, at its sole cost and expense maintain its fixtures, equipment, and furnishings as follows: 09-2054.001/36286.DOC Page 11 of 30 (1) LICENSEE shall keep and maintain its fixtures, equipment, and furnishings in good order and repair, including all transmission lines used by LICENSEE for computer data and processing and transmission; (2) LICENSEE shall pay for telephone, data lines, or related services required for LICENSEE's operations; (3) Maintenance of the ATM(s) by LICENSEE will include but is not limited to repairing hardware, upgrading the software, replenishing cash, providing armored carrier service, paying for data transmission, marketing and other day to day utility costs. LICENSEE may, from time to time, alter the improvements or its fixtures, equipment, and furnishings when it deems it necessary in its sole discretion. If the scope of such alteration(s) requires an expansion or relocation and CITY and LICENSEE cannot agree upon plans that satisfy the required alterations, LICENSEE may terminate this License. SECTION 19. SECURITY (a) LICENSEE shall have the right, and CITY shall have no obligation, to provide security for ATM(s). LICENSEE shall have the right to have an unarmed security guard at the ATM(s) at all times and to employ a security service (which service may utilize armed guards) for armored transport deliveries to and from the Locations. Except as set forth in the immediately preceding sentence, LICENSEE may not utilize armed security guard services at the ATM(s). With CITY's prior written consent, which consent shall not be unreasonably withheld or delayed, LICENSEE may install such electronic surveillance equipment, security devices, gates, and other security equipment within the Locations as LICENSEE deems reasonably necessary 09-2054.001/36286.DOC Page 12 of 30 (b) LICENSEE hereby releases CITY from any claims, loss, or damage that LICENSEE might sustain by reason of a robbery of or theft or attempted theft from the Locations unless perpetrated by an employee or agent of CITY. CITY hereby releases LICENSEE from any claims, loss, or damage that CITY might sustain by reason of a robbery or attempted robbery of or theft or attempted theft from the Locations unless perpetrated by an employee or agent of LICENSEE. SECTION 20. CONFIDENTIALITY Each party acknowledges that in connection with this License or in the performance hereof, it has or will come into possession or knowledge of material and information which is proprietary to the other parry. Each party, therefore, agrees to hold such material and information in strictest confidence, not to make use thereof except in the performance of this License, and not to release or disclose it to any other party with the exception of the parties' parent companies, subsidiaries, affiliates, attorneys, auditors, and except as may be required by law. The obligations of each party under this Section shall survive the revocation or termination of this License. Number of transactions may be used by City for the purpose of obtaining bids for any new RFP. SECTION 21. INSPECTION BY CITY LICENSEE shall permit CITY or CITY's agents, representatives, or employees to enter upon the Locations at all reasonable times for the purpose of inspecting said Locations to determine whether LICENSEE is complying with the terms of this License and for the purpose of doing other lawful acts that may be necessary to protect CITY's interests in said Locations under this License or to perform CITY's duties under this License. 09-2054.001/36286.DOC Page 13 of 30 SECTION 22. SURRENDER OF LOCATIONS On expiration or sooner revocation or termination of this License, or any extensions or renewals of this License, LICENSEE shall promptly surrender and deliver said Locations to CITY in as good condition as they are now at the date of this License, reasonable wear and tear and repairs herein required to be made by CITY excepted. SECTION 23. INSTALLATION AND REMOVAL OF TRADE FIXTURES LICENSEE shall have the right at any time and from time to time during the term of this License and any renewal or extension of such term, at LICENSEE's sole cost and expense, to install and affix in, to, or on said Locations such items, herein called "trade fixture," for use in LICENSEE's trade or business as LICENSEE may, in its sole discretion, deem advisable. Any and all such trade fixtures that can be removed without structural damage to said Locations or any building or improvements on said Locations shall, subject to Section 25 of this License, remain the property of the LICENSEE and may be removed by LICENSEE at any time prior to the expiration or sooner revocation of this License . SECTION 24. TRADE FIXTURES AS SECURITY FOR LICENSE Ownership CITY acknowledges that the ATM(s) are the property of LICENSEE, and shall not be considered to be a fixture annexed to the Locations. CITY will execute any other documents reasonably requested by LICENSEE confirming that the ATM(s) remain the personal property of LICENSEE. LICENSEE may remove the ATM(s) for repairs and maintenance or replacement upon prior notice to CITY. LICENSEE shall repair any damage to the Locations resulting from removal or replacement of the ATM(s), as provided in the Section captioned "Removal of the 09-2054.001/36286.DOC Page 14 of 30 ATM(s)." CITY shall not move, remove, alter or tamper with the ATM(s) in any way except with the written permission of LICENSEE. Removal of the ATM(s) Upon revocation or termination of this License, LICENSEE shall remove the ATM(s) within thirty (30) business days. Removal of the ATM(s) shall be at the sole cost of LICENSEE. CITY shall instruct LICENSEE to stub telephone and electrical lines at a switch box or at the ATM(s) location and LICENSEE shall have no further responsibility with reference thereto. LICENSEE shall have no obligation to restore floor coverings or otherwise bring the ATM(s) location to its condition prior to installation, but shall, at its sole cost, repair any damage caused by the removal of the ATM(s). CITY reserves the right to remove any ATM(s) from any location with a written ninety (90) day notice to LICENSEE. SECTION 25. UNREMOVED TRADE FIXTURES Any trade fixtures described in this that are not removed from said Locations by LICENSEE within thirty (30) days after the expiration or sooner revocation or termination, regardless of cause, of this License shall be deemed abandoned by LICENSEE and shall automatically become the property of CITY as owner of the real property to which they are affixed and not simply because of the lien described in this License. SECTION 26. SIGNS LICENSEE shall not place nor maintain, nor permit any other person to place or maintain, on or in any exterior door, wall, or window of said Locations any sign, awning, canopy, marquee, or other advertising without the express written consent and approval of CITY which may be withheld at its sole discretion. Furthermore, LICENSEE shall not place any decoration, 09-2054.001/36286.DOC Page 15 of 30 lettering, or advertising matter on the glass of any interior or exterior shop window at the Locations without the written approval and consent of CITY which may be withheld at its sole discretion. Should CITY consent to any such sign, awning, canopy, marquee, decoration, or advertising matter, LICENSEE shall maintain it at all times during this License in good appearance and repair. On expiration or sooner revocation or termination of this License, any of the items mentioned in this section not removed from said Locations by LICENSEE on such expiration or revocation or termination of this License may, without damage or liability, be destroyed by CITY. This License is expressly contingent upon approval of all signs by both CITY and LICENSEE. SECTION 27. PARTIAL DESTRUCTION Should any of the building at the Locations be partially destroyed by any cause not the fault of LICENSEE or any person in or about the Locations with the consent, express or implied, of LICENSEE, this License shall continue in full force and effect and LICENSEE, at LICENSEE's own cost and expense, shall promptly commence and diligently continue and complete the work of repairing and restoring the Locations to their prior condition providing such work can be accomplished under all applicable governmental laws and regulations within one hundred eighty (180) working days; provided, however, LICENSEE may terminate this License if LICENSEE gives CITY written notice of LICENSEE's intention to do so within sixty (60) days following such a partial destruction. SECTION 28. TOTAL DESTRUCTION Should said Locations or buildings on said Locations be so far destroyed by any cause not the fault of LICENSEE or any person in or about said Locations with the consent, express or 09-2054.001/36286,DOC Page 16 of 30 implied, of LICENSEE that they cannot be repaired or restored to their former condition within one -hundred eighty (180) working days, LICENSEE may, at LICENSEE's option: (a) Continue this License in full force and effect by repairing and restoring, at LICENSEE's own cost and expense, said Locations to their former condition; or (b) Terminate this License by giving CITY written notice of such termination. SECTION 29. INSURANCE PROCEEDS Any insurance proceeds received by CITY because of the total or partial destruction of said Locations or buildings on said Locations shall be the sole property of CITY, except LICENSEE shall be compensated for loss to improvements and fixtures beyond any and all insurance proceeds including business interruption insurance which would ordinarily flow to the benefit of LICENSEE. SECTION 30. CONDEMNATION COMPENSATION All compensation and damages awarded for a total taking of the Property shall belong to and be the sole property of CITY, and LICENSEE shall have no claim to any amount or part of any award except, however, that LICENSEE shall be entitled to receive the portion of any award attributable to the taking of those improvements and fixtures that LICENSEE has the right to remove under this License but does not remove from the locations; or when LICENSEE does remove the fixtures or improvements, a reasonable amount for removal and relocation expenses, provided that amount does not exceed the market value of the improvements and fixtures. This License shall have no condemnation value to LICENSEE. SECTION 31. RELOCATION AND ASSISTANCE In the event this License is terminated or revoked for any reason by CITY, LICENSEE shall not be entitled to any relocation rights or benefits and expressly waives such benefits and 09-2054.001/36286.DOC Page 17 of 30 rights under City, State or Federal Relocation Assistance Plans. CITY shall make every effort possible to relocate LICENSEE to another available comparable site(s), however, if another comparable site is not available upon which to relocate LICENSEE, then, in that event, LICENSEE shall have no rights to receive monetary assistance and/or monetary benefits. SECTION 32: SUBLEASING OR ASSIGNING AS BREACH The obligations of, and services to be provided by, each party hereunder are considered to be unique and have been specifically bargained for based upon subjective criteria by each party. Therefore, this License and the rights and obligations set out hereunder shall not be assigned, subleased, licensed, or delegated in whole or in part, whether voluntarily or by operation of law, whether to an unrelated third party or to a parent, wholly -owned subsidiary or affiliated entity of the transferring parry, to a successor by merger or consolidation, or to an entity that acquires substantially all of the assets of the transferring entity in the county in which the Locations are situated, by either Licensee without the prior written consent of Licensor, which consent may be withheld or denied at Licensor's sole and absolute discretion. In the event that consent to any such transfer is granted pursuant to the immediately preceding sentence, such consent shall be conditioned upon the transferee thereunder agreeing in writing, for the benefit of the non - transferring party, to be bound by the duties and obligations of the transferring parry under this License. In the event of a transfer of this License for which consent was not obtained by the transferring party pursuant hereto, this License shall be revoked by written notice delivered to the transferring parry. Notwithstanding the foregoing, this License shall not terminate in the event of a sale/leaseback transaction; provided, however, that in such event CITY and LICENSEE shall execute such amendments to this License or other documentation confirming that this License 09-2054.001/36286.DOC Page 18 of30 shall become subject and subordinate to the terms and provisions of any such lease entered into by CITY in connection with such sale/leaseback transaction. SECTION 33. ABANDONMENT BY LICENSEE Should LICENSEE breach this License and abandon said Locations prior to the natural expiration of the term of this License, CITY may: (a) Continue this License in effect by not revoking LICENSEE's right to possession of the Locations, in which event CITY shall be entitled to enforce all rights and remedies under this License, including the right to recover the License Fee specified in this License as it becomes due under this License; (b) Revoke this License and recover from LICENSEE: (1) The worth at the time of award of the unpaid License Fee which had been earned at the time of revocation of the License ; (2) The worth at the time of award of the amount by which the unpaid License Fee which would have been earned after revocation of the License until the time of award exceeds the amount of rental loss that LICENSEE proves could have been reasonably avoided; (3) The worth at the time of award of the amount by which the unpaid License Fee for the balance of the term of this License after the time of award exceeds the amount of rental loss that LICENSEE proves could be reasonably avoided; and (4) Any other amount necessary to compensate CITY for all detriment proximately caused by LICENSEE's failure to perform its obligations under this License. SECTION 34. DEFAULT BY LICENSEE Should LICENSEE default in the performance of any of the covenants, conditions, or agreements contained in this License, LICENSEE shall have breached the License and CITY 09-2054.001/36286.DOC Page 19 of 30 may, in addition to any remedy specified herein of this License, re-enter and regain possession of the Locations in the manner provided by the laws of unlawful detainer of the State of California then in effect. SECTION 35. CUMULATIVE REMEDIES The remedies given to CITY in this License shall not be exclusive but shall be cumulative and in addition to all remedies now or hereafter allowed by law or elsewhere provided in this License . SECTION 36. WAIVER OF BREACH The waiver by CITY of any breach by LICENSEE of any of the provisions of this License shall not constitute a continuing waiver or a waiver of any subsequent breach by LICENSEE either of the same or another provision of this License. SECTION 37. FORCE MAJEURE - UNAVOIDABLE DELAYS Should the performance of any act required by this License, or to be performed by either CITY or LICENSEE be prevented or delayed by reason of an act of God, strike, lockout, labor troubles, inability to secure materials, restrictive governmental laws or regulations, or any other cause except financial inability not the fault of the party required to perform the act, the time for performance of the act will be extended for a period equivalent to the period of delay and performance of the act during the period of delay will be excused; provided, however, that nothing contained in this section shall excuse the prompt payment of License fee by LICENSEE as required by this License or the performance of any act rendered difficult solely because of the financial condition of the party, CITY or LICENSEE, required to perform the act. 09-2054.001/36286.DOC Page 20 of 30 SECTION 38. CARE OF LOCATIONS / ATMS (a) Any and all graffiti shall be removed by LICENSEE at its own expense from the licensed Locations within forty-eight (48) hours of notice thereof. (b) LICENSEE shall not obstruct, cause or permit any obstruction surrounding the Locations or ATM(s) or any parts thereof in any manner whatsoever. (c) LICENSEE shall comply with all written notice served by CITY with regard to the care and maintenance of the Locations. Any written notice hereunder shall specify the work to be done, the estimated cost thereof, and the period of time deemed to be reasonably necessary for completion of such work. Should LICENSEE fail to comply with CITY's written notice within fifteen (15) days, or within a time deemed reasonably necessary, LICENSEE shall pay over to CITY the estimated cost of such work as set forth in the notice. Upon receipt of such sum, CITY shall then proceed to cause the required work to be performed. SECTION 39. EMERGENCY CLOSING OR CLOSING TO EFFECT REPAIR / REMODELING. CITY may close a Location without liability therefore at any time it deems necessary for the protection of life, limb or property, or upon reasonable notice to effect any repair, remodeling or rebuilding deemed necessary by CITY. SECTION 40. DELIVERIES OF SUPPLIES. CITY may establish the days and times deliveries of supplies may be made and advise LICENSEE in writing thereof. 09-2054.001/36286.DOC Page 21 of 30 SECTION 41. NOTICE. Any written notice, given under the terms of this License, shall be either delivered personally or mailed, certified mail, postage prepaid, addressed to the party concerned, as follows: CITY City of Huntington Beach Attn: Economic Development Department P.O. Box 190 Huntington Beach, CA 92647-0190 LICENSEE National Link, Inc. 678 Cliffside Drive San Dimas, CA 91773 Phone: (866) 286-2466 Fax: (909) 447-7990, SECTION 42. LICENSEE'S RIGHT TO RENEGOTIATE LICENSE. If, in the event CITY shall at some future time within the term of this License or any extension thereof, redevelop the immediate area on which said Locations are situated, or the immediate adjacent surrounding area thereto, to the extent that one or more electronic banking facilities are constructed and situated either on said immediate area or adjacent thereto, and, in such event, LICENSEE can demonstrate that such has or will cause it to be detrimentally affected thereby, then, in such event, LICENSEE shall have the right to request that the terms, conditions, and provisions of this License be renegotiated. The parties agree that each shall deal with the other in good faith. Notices required by this License shall be in writing and shall be deemed given when personally served or mailed by certified mail, return receipt requested, with postage prepaid and properly addressed. Notice of change of address shall be given in the same manner as other notices. 09-2054.001/36286.DOC Page 22 of 30 SECTION 43. INSURANCE HAZARDS. LICENSEE shall not commit or permit the commission of any acts on the Locations nor use or permit the use of said Locations in any manner that will increase the existing rates for or cause the cancellation of any fire, liability, or other insurance policy insuring said Locations or the improvements on said Locations. LICENSEE shall, at its own cost and expense, comply with any and all requirements of CITY's insurance carriers necessary for the continued maintenance at reasonable rates of fire and liability insurance policies on said Locations and the improvements thereon. SECTION 44. WASTE OR NUISANCE. LICENSEE shall not commit or permit the commission by others of any waste at said Locations; LICENSEE shall not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 of the California Civil Code on or at said Locations; and LICENSEE shall not use or permit the use of said Locations for any unlawful purpose. SECTION 45. COMPLIANCE WITH LAW. LICENSEE shall at LICENSEE's own cost and expense comply with all statutes, ordinances, regulations, and requirements of all governmental entities, both federal and state and county or municipal, relating to LICENSEE's use and occupancy of the Locations whether such statutes, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by LICENSEE in a proceeding brought against LICENSEE by any government entity, that LICENSEE has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between CITY and LICENSEE and shall be ground for revocation of this License by CITY. 09-2054.001/36286.DOC Page 23 of 30 LICENSEE shall procure, where necessary, any and all governmental permits, governmental consents, governmental licenses, or other governmental authorizations required for the operation of the ATM(s) in connection with the construction, installation, operation, relocation or discontinuance of the ATM(s). If the necessary governmental approvals and/or permits to construct, install, operate, and maintain the Locations for the intended purposes are not obtained under terms that are acceptable to LICENSEE, LICENSEE may terminate this License. LICENSEE shall comply with all applicable laws, ordinances, regulations, and recorded restrictions affecting the use or occupancy of the Locations and in the conduct of its business operations. CITY recognizes and agrees that all of LICENSEE's covenants and obligations hereunder, including, but not limited to, the establishment, maintenance, closure, relocation, and hours of operation of the ATM(s) are at all times subject to LICENSEE's obtaining the consent of approval of all City of Huntington Beach, state and federal agencies now or hereafter empowered to regulate LICENSEE and its business operations. SECTION 46. DISCLAIMER This License shall not constitute a deed, grant of easement or transfer/conveyance of interest in real property. SECTION 47. BINDING ON HEIRS AND SUCCESSORS. This License shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors and assigns of the parties hereto. SECTION 48. PARTIAL INVALIDITY. Should any provision of this License be held by a court of competent jurisdiction to be either invalid, void, or unenforceable, the remaining provisions of this License shall remain in 09-2054.001/36286.DOC Page 24 of 30 full force and effect unimpaired by the holding, so long as the reasonable expectations of the parties hereto are not materially impaired. SECTION 49. SOLE AND ONLY AGREEMENT. This instrument constitutes the sole and only agreement between CITY and LICENSEE respecting said Locations, the leasing of said Locations to LICENSEE, or the License term herein specified, and correctly sets forth the obligations of CITY and LICENSEE to each other as of its date. Any agreements or representations respecting said Locations or their leasing by CITY to LICENSEE not expressly set forth in this instrument are null and void. SECTION 50. TIME OF ESSENCE. Time is expressly declared to be the essence of this License . SECTION 51. INDEMNIFICATION, DEFENSE, HOLD HARMLESS LICENSEE hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with LICENSEE's (or LICENSEE's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by LICENSEE, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CITY shall be reimbursed by LICENSEE for all costs and attorney's fees incurred by CITY in enforcing this obligation. LICENSEE will conduct all defense at its sole cost and expense and the CITY shall approve selection of LICENSEE's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The 09-2054.001/36286.Doc Page 25 of 30 policy limits do not act as limitation upon the amount of indemnification to be provided by the LICENSEE. SECTION 52. WORKERS' COMPENSATION INSURANCE. Pursuant to the California Labor Code Section 1861, LICENSEE acknowledges awareness of Section 3700 et seq. of said code, which requires every employer to be insured against liability for workers' compensation; LICENSEE covenants that it will comply with all such laws and provisions prior operating the Facility on the Property pursuant to this license. LICENSEE shall maintain such Workers' Compensation Insurance in an amount of not less than One Hundred Thousand Dollars ($100,000) bodily injury by accident, each occurrence, One Hundred Thousand Dollars ($100,000) bodily injury by disease, each employee, and Two Hundred Fifty Thousand Dollars ($250,000) bodily injury by disease, policy limit, at all times incident hereto, in forms and underwritten by insurance companies satisfactory to CITY. SECTION 53. GENERAL LIABILITY INSURANCE In addition to LICENSEE's covenant to defend, hold harmless and indemnify CITY, LICENSEE shall carry at all times, on all activities to be performed on the Property and/or the Facility as contemplated herein, general liability insurance, including coverage for bodily injury and property damage. All insurance shall be underwritten by insurance companies in forms satisfactory to CITY. Said insurance shall name the CITY, its officers, agents and employees and all public agencies as determined by the CITY as Additional Insureds. LICENSEE shall subscribe for and maintain said insurance policies in full force and effect during the life of this License Agreement, in an amount of not less than One Million Dollars ($1,000,000) combined single limit coverage. If coverage is provided under a form which includes a designated general aggregate limit, such limit shall be not less than One Million Dollars ($1,000,000). In the event 09-2054.001/36286.DOC Page 26 of 30 of aggregate coverage, LICENSEE shall immediately notify CITY of any known depletion of limits. LICENSEE shall require its insurer to waive its subrogation rights against CITY and agrees to provide certificates evidencing the same. Under no circumstances shall said above - mentioned insurance contain a self -insured retention without the express written consent of CITY; however an insurance policy "deductible" of $5,000.00 is permitted. SECTION 54. CERTIFICATES OF INSURANCE: ADDITIONAL INSURED ENDORSEMENT (a) LICENSEE shall furnish to CITY certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this License Agreement; said certificates shall provide the name and policy number of each carrier and policy, and shall state that the policy is currently in force and shall promise to provide that such policies will not be canceled without thirty (30) days prior written notice to CITY. LICENSEE shall maintain the foregoing insurance coverages in force until this License Agreement is terminated. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of CITY by LICENSEE under this License Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of all said policies of insurance. LICENSEE shall pay, in a prompt and timely manner, the premiums on all insurance hereinabove required. A separate copy of the additional insured endorsement to each of LICENSEE'S insurance policies, naming the CITY, its officers and employees as Additional Insureds shall be provided to the City Attorney for approval upon execution of this License Agreement by LICENSEE. 09-2054.001/36286.DOC Page 27 of 30 (b) Fire Insurance. In order that the business of LICENSEE and the gross number of transactions of LICENSEE as defined in this License may continue with as little interruption as possible, LICENSEE shall, during the full term of this License and any renewals or extensions thereof, maintain at LICENSEE'S own cost and expense an insurance policy issued by a reputable company authorized to conduct insurance business in California insuring for their full insurable value all fixtures and equipment and, to the extent possible, all merchandise that is, at any time during the term of this License or any renewal or extension thereof, in or on the Locations against damage or destruction by fire, theft, or the elements. LICENSEE shall also maintain in force during the entire term of this License, a standard broad form fire insurance policy in which the CITY is named and which any and all losses are made payable to CITY. The face amount of the policy shall be for ninety (90) percent of the replacement value of the Property, and be in a form acceptable to the City Attorney. SECTION 55. SEVERABILITY Each provision contained in this License shall be independent and severable from all other provisions contained herein, and the invalidity of any such provision shall in no way affect the enforceability of the other provisions. SECTION 56. GOVERNING LAW This License is deemed to have been executed in the State of California, and it is agreed that any controversy or claim arising from or related in any way to this License shall be governed and controlled by the laws of the State of California. SECTION 57. BINDING EFFECT This License shall be binding upon and shall inure to the benefit of CITY and LICENSEE and their respective legal representatives, successors, and permanent assigns. 09-2054.001/36286.DOC Page 28 of 30 SECTION 58. CAPTIONS Captions used in this License are for ease of reference only and shall not affect the construction of this License. SECTION 59. RELATIONSHIP OF THE PARTIES The relationship between CITY and LICENSEE under this License is intended to be that of independent contractor. Nothing contained herein is intended or should be construed to constitute CITY and LICENSEE as partners or joint venturers, or either as the employee or agent of the other parry. SECTION 60. ATTORNEY' S FEES In the event suit is brought by either party to enforce the terms and provisions of this License or to secure the performance hereof, each parry shall bear its own attorney's fees. SECTION 61. ENTIRETY The foregoing represents the entire License between the parties. IN WITNESS WHEREOF, the parties hereto have caused this License to be executed by and through their authorized officers on /�tk& t S % 1 3 , 2009. 09-2054.001/36286.DOC Page 29 of 30 NATIONAL LINK, INC. By.��— S'Z4w 11A..jDA N print name ITS: (circle one) Chairma Presiden ice President AND By: CAR 1 N -r E print name ITS ircle one) Secretary Chief Financia IC Office/Asst. Secretary - Treasurer CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California INITIATED AND APPROVED: erector of Economic'Development APPROVED AS TO FORM: City Xttorney 2 . v,5 09-2054.001/36286.DOC Page 30 of 30 ATTACHMENT #2 07/27/2009 11:16 7607776636 PAGE 02/03 DATE (MMIDDNYYY) '`L- --- �� CERTIFICATE OF LIABILITY INSURANCE 7/27/2009 PRODUCER Phone: (8181887-4155 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Fax: (818)8S7-4917 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE City American insurance Agencies, HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 19710 Ventura Boulevard ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Suits 211 Woodland Hilis, California 91364 INSURERS AFFORDING COVERAGE NAIC # INSURED INSURER A: H4100T4 CUSUDIty IRSUance COMPanY 29424 NATIONAL LINK. INC- INSURER B: 678 CI.IFfSII7Is DRIVE SAN DTMAS, CA 91773 INSURER C: Cr)VFRACFA THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIM$. INSR ROOT POLICY NUMBER DAY CY EFFECTIVE POLICY EXPIRATION LIMI[S GENERAL LIABILITY 72 SBA UU8767 3/15/2009 3/15/2010 EACH OCCURRENCE $ 2,000,000 A COMMERCIAL GENERAL LIABILITY CLAIMS MADE FV� OCCUR DAMAGE TO RENTEU PREMISES Ea 0001uence $ 100,000 MED EXP (Any One arson $ 5.000 PERSONAL &ADV INJURY S. 2,000,000 _V GENERALAGGREGATE $ 4,000,000 _ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS • COMPIOP AGG S 4.000.000 POLICV I PRO LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea acddwt) $ BODILY INJURY (Per Person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per accident) S HIRED AUTOS NdN-DWNBD AUTOS PROPERTYDAMAGE (Perecddent) $ GARAOE LIABILITY AUTO ONLY -FA ACCIDENT $ OTHER THAN EA AGG S ANY AUTO $ AUTO ONLY: AGG EXCESS IUMBRELLA LIABILITY EACH OCCURRENCE S OCCUR CLAIM$ MADE AGGREGATE _ $ S $ DEDUCTIBLE $ RETENTION $ WORKERS COMPENSATION WC STATU• OTH- AND EMPLOYFIkV LIABILITY ANY PROPRIETOWPARTNERIEXECUTIVE a OFFICERIMEMBER EXCLUDED? (Mandatory In NH) E.L.EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE S I(yes, describe under SPECIAL PROVISIONS below EL, DISEASE- POLICY LIMIT I S A OTHER PCRS FROF $ 1000 DED 50,000 Commcroial Fire Corn. General Liability 72 SBA UTJ8767 3/15/2009 3/15/2010 OESCRIPTION OF OPERATIONSI LOCATIONS i VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISION$ THE CITY OF HUNTINGTON BEACH, ITS OFFICERS, ELECTED OR APPOINTED 01�FICLAIS, EMPLOYEES AGENTS, AND VOLUNTEERS ARE INCLUDED AS AJDDTIONAI, INSURE)? AS THEIR INTERESTS MAY APPEAR PER CG2026 ATTACHED CIRVTIGICATG UnI nGR CANCPI 1 ATIn1U 101bavN❑LireFuTNon-PavmentnfPreminm Holder's Nawre ofinterest: Additional Insured - State or Political Sub -divisions - SHOU LD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATTON DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN CITY OF HUNTINGTON BEACH NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL JUSTIN W ESSELS IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR 2000 MAIN STREET REPRESENTATIVES. AUTHOfuze; RE HUNTINGTON BEACH, CA 92648 ACDRD 25 (2D09(07) t&1' UUU-CUUV A4VKLI 4UKrUKH1 IVra. All rlgims rwswrv/eu. The ACDRD name and logo are registered marks of ACDRD 07/27/2009 11:16 7607776636 PAGE 03103 COMMERCIAL GENERAL LIABILITY CG 20 20 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -- DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART, SCHEDULE Name of Additional Insured Persons or 0 ani2ation s City of Huntington Beach, its Agent;, Officers and Employees. I Information required to Gnmpfete this Schedule, if nyt shown above, will be shown in the Dectera ions. j Section ii -Mho Is An tnsured is amended to in -- include as an additional insured the person(-5) or or- organization(s) shown in the Schedule, but only with respect to liability for "bocdiy injury", "property dam age or "Personal and advertising injury" caused, in whole or In part, by your acts or omissions or the acts or missions of those acting on your behalf A. In the performance of your ongoing operations: or S. in connection with your prey Wises owned by or rented to you. P R /CR 74L)H-1 wia- STv=]. i Tn . 1 i - - _. . __ -___ .. - RCA ROUTING SHEET INITIATING DEPARTMENT: Economic Development SUBJECT: Approve License Agreement with National Link for ATM Services COUNCIL MEETING DATE: August 17, 2009 RCA ATTACHMENTS STATES Ordinance (w/exhibits & legislative draft if applicable),', Attached ❑ Not Applicable Resolution (w/exhibits & legislative draft if applicable) Attached ❑ Not Applicable Tract Map, Location Map and/or other Exhibits Attached Not Applicable ❑ Contract/Agreement (w/exhibits if applicable) Attached (Signed in full by the City Attorney) Not Applicable ❑ Subleases, Third Party Agreements, etc. Attached ❑ Approved as to form by City Attorney) Not Applicable Certificates of Insurance (Approved by the City Attorney) Attached Not Applicable ❑ Fiscal Impact Statement (Unbudgeted, over $5,000) Attached ❑ Not Applicable Bonds (If applicable) Attached ❑ Not Applicable Staff Report (If applicable) Attached Not Applicable ❑ Commission, Board or Committee Report (If applicable) Attached ❑ Not Applicable Findings/Conditions for Approval and/or Denial Attached ❑ Not Applicable RCA Author: Machado, Ext. 1797 City of Huntington Beach 2000 Main Street o Huntington Beach, CA 92648 OFFICE OF THE CITY CLERK JOAN L. FLYNN CITY CLERK August 19, 2009 National Link, Inc. 678 Cliffside Drive San Dimas, CA 91773 To Whom It May Concern: Enclosed for your records a copy of the Lease Agreement between the City of Huntington Beach and National Link for ATM (s) services at various locations in the City. Sincerely, J n L. Flynn, CIVIC City Clerk JF:pe Enclosure G: followup:agrmtltr Sister Cities: Anjo, Japan • Waitakere, New Zealand ( Telephone: 714-536-5227 )