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HomeMy WebLinkAboutAUTOMATED BANKING SERVICES AGREEMENT BETWEEN ARC AND CASH READY ATM INC AUTOMATED BANKING SERVICES AGREEMENT BETWEEN AUGUSTA RICHMOND COUNTY AND CASH READY ATM, INC. THIS AGREEMENT made and entered into on the day of December, 2010, by and between the City of Augusta for the Augusta Regional Airport at Bush Field (hereinafter referred to as "the City "), and Cash Ready ATM, Inc., a provider of Automatic Teller Machines with its principal office at 312 Greene Street, Augusta, Ga. 30901 (hereinafter referred to as " the Company "). WITNESSETH WHEREAS the Augusta Regional Airport at Bush Field (hereinafter referred to as "the Airport") is in need of automated banking services for the traveling public; and WHEREAS, the City issued a Request for Proposal (RFP) to obtain such automated banking services; and WHEREAS, Cash Ready ATM, Inc., submitted the most responsive and responsible proposal in response to the City's RFP; and WHEREAS, the Airport and the Company have agreed that the Company will install an automated teller machine at the Airport's premises located at 1501 Aviation Way, Augusta, GA 30906; and WHEREAS, in order to effectuate this agreement the City will grant to the Company a right to use a portion of certain premises owned by the City and located at 1501 Aviation Way, Augusta, GA 30906 (hereinafter the "Premises "), for purposes of allowing the Company to install, maintain and service an Automated Teller Machine ( "the ATM "); and WHEREAS, the parties hereto have mutually agreed upon the terms and conditions upon which the Company will have a right to use a portion of the Premises and desire to set forth said terms and conditions. ATM AGREEMENT Page 1 of 18 NOW THEREFORE, in consideration of these presents and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: The Airport is located in Augusta, Georgia and is operated by the Augusta Aviation Commission for the City of Augusta. The Airport is a full- service commercial airport, as well as, a Fixed Based Operator and general aviation facility. The commercial side of the Airport consists of a new main passenger terminal that was completed and occupied within the last three (3) years. The Augusta Air Trade Area has a population of over 511,000 and is the second largest city in Georgia. The Airport is served by three airlines: Atlantic Southeast (d/b /a Delta Connection) American Eagle (d /b /a American Airlines) and US Airways Express. The Airport had thirty -six scheduled arrivals and departures per day as of June 2010. The Airport enplaned 210,000 passengers in 2009 and projects enplanements at 250,000 in 2010. Augusta Regional Airport is a non- smoking facility. Total Annual Passengers: 2006 — 276,380 2007 — 312,371 2008 — 332,589 2009 — 399,077 2010 — 450,000 (Estimated) II. SCOPE OF WORK. The Company shall install, operate and maintain one (1) ATM in the required location and has the option to add a second ATM in a location past the security checkpoint if so requested by the Airport during the term of the Agreement. The installed ATM shall support cash withdrawals and /or advances and additional banking services including, but not limited to, account balance inquiries, transfers and deposits in compliance with Federal and State of Georgia Banking and Finance regulations and statutes. Any transactions other than electronic banking are not authorized. All transactions shall use United States currency. ATM AGREEMENT Page 2 of 18 III. TERMS AND CONDITIONS 1. PREMISES: The City hereby permits the Company a right to use a portion of that part of the real property it owns more specifically described on Exhibit A attached hereto and made a part hereof, which is known as "the Premises ". The Premises shall be used by the Company for the installation, operation and maintenance by the Company of an ATM and for such other uses as may be approved in writing by the City and which are reasonably and necessarily appurtenant to the installation, operation and maintenance of an ATM are not inconsistent with the City's property right, and are not in violation of the law. The Company shall be entitled to the use and control of the Premises where the ATM is located. 2. RELOCATION: Subsequent to installation of the ATM, the City may request that the Company relocate the ATM to another part of the Airport owned by the City upon sixty (60) days prior written notice and the Company agrees to relocate the ATM within a reasonable time thereafter, provided that such relocation is feasible from a mechanical and operational standpoint. In such event, the Company will pay reasonable costs incurred with such relocation. Upon any such relocation, the Premises shall thereafter mean that portion of the City's property to which the ATM has been relocated. 3. OPERATION OF THE ATM: Upon the completion of installation the ATM shall be generally available for use by the public and the City's employees, subject to ordinary interruption of service for maintenance and repairs and /or suspension of services due to causes beyond the Company's control. The Company shall be solely responsible for any costs and expense required for the installation, operation and maintenance of the ATM. The Company shall routinely service each machine, so they remain in a properly stocked, cleaned and serviceable condition ready for use twenty -four (24) hours a day, seven (7) days a week. A summary of the transactions and service fees from the ATM shall be provided to Airport management on a monthly basis. 4. ATM FEATURES: The ATM's installed by the Company shall: (a) have a receipt option; ATM AGREEMENT Page 3 of 18 (b) be new or recently refurbished; (c) fit within a thirty -six (36) inch wide by thirty (30) inch deep alcove; (d) be free - standing (kiosk style); (e) meet ADA regulations to include approach height and reach and accommodate use for the visually impaired; (f) meet the aesthetic standards of the terminal building as determined by the Airport; (g) have posted a 24 -hour service number with procedures for reporting problems; (h) be operational and available for use 24 -hours a day, 7 days a week (including Holidays); and (i) provide access to at least 3 major ATM /Debit Card network systems. 5. TERM: The term of the Agreement granted to the Company to use the Premises as set forth in this Agreement shall be for three (3) years with two (2) one (1) year renewals unless sooner terminated by the Company or the City as permitted by this Agreement. After the initial three (3) year term either party may terminate this Agreement without cause by giving the other party ninety (90) days written notice thereof and, the Company at its sole costs and expense shall be responsible for the removal of the ATM. 6. INSTALLATION /SERVICE: The City shall permit the Company, its employees and independent contractors to have reasonable access to the Premises at mutually agreed times in order for the Company to deliver, install, test, and make operational the ATM. The Company shall exercise its best efforts to cause the installation of the ATM to occur no later than sixty (60) days after the execution of this Agreement. In the event the Company fails to cause the installation to occur by that date, the City may at any time thereafter, as its sole and exclusive remedy, terminate this Agreement in which case the Company shall at its sole costs and expense remove the ATM promptly from the Premises. 7. PREMISES: The City and the Company acknowledge that the Company shall accept the Premises "as is ". The City shall not be responsible for making any improvements to the Premises or furnishing any equipment, materials or services ATM AGREEMENT Page 4 of 18 in connection with the installation of the ATM with the exception of power and telephone connections. 8. ACCESS TO THE PREMISES: The City hereby grants to the Company, its employees, agents and independent contractors, and to the Company's customers or invitees who are also the City's employees or invitees, a nonexclusive right of ingress and egress over all property owned by the City where the ATM is located to and from the Premises to the extent necessary for the use, operation and maintenance of all required mechanical and electrical connections, transmission lines and other equipment appurtenant thereto. The Company shall be responsible for the maintenance and repair of the areas covered by this right of ingress and egress caused by the negligence or willful misconduct of the Company, its employees and /or independent contractors; The Company shall upon demand reimburse the City for the costs and expenses of repairing of such damages. 9. SERVICES FURNISHED BY THE CITY: The City shall furnish and maintain within the Premises the following services: (a) Electrical services and telephone access as necessary for the operation of the ATM; (b) All cleaning, maintenance and repair of the areas surrounding the Premises. Except in that in the event the Premises is damaged due to the negligence or willful misconduct of Company, its employees, agents, or independent contractors, the Company shall promptly reimburse the City for the costs and expenses of the repairs required to correct such damage; and (c) Heating, ventilation and air conditioning sufficient to keep the Premises at a constant temperature range between 55° and 85° Fahrenheit twenty -four (24) hours a day for 365 days a year (interruption of service for maintenance and repairs or other causes beyond the City's reasonable control exempted). To the extent that such services may be interrupted, the City shall use due diligence to have such services restored as promptly as possible; provided, however, that the City shall not be liable for any interruption of such services. 10. INSURANCE: The Company shall at all times commencing on the first date that any employees, agents or contractors of the Company come onto the Premises ATM AGREEMENT Page 5 of 18 pursuant to this Agreement and continually thereafter until this Agreement is terminated, keep in full force and effect a comprehensive general liability policy providing at least broad form property damage, contractual liability, contractor's protective, and products /completed operations coverage in an amount of not less the One Million Dollars ($1,000,000.00) for personal injury and One Million Dollars ($1,000,000.00) for property damage. Such policy shall be deemed primary and noncontributory with any insurance of the City. The City, its Board of Commissioners and the Aviation Commission shall be named as an additional insured on such policy as its interest may appear. Such policies shall provide that they may not be canceled or modified except upon at least thirty (30) day prior written notice to the City. The Company shall deliver to the City a certificate of insurance or other appropriate certification indicating that the coverage herein required is in full force and effect. 11. INDEMNIFICATION: The Company shall indemnify, defend and save harmless the City from all claims, losses, suits or demands for bodily injury and property damage suffered by the City, its employees, agents, contractors, customers, invitees or other third parties arising out of the negligence, willful misconduct of the Company or the Company's failure to perform its obligations under this Agreement. The City shall give the Company timely notice on any claim coming under the scope of this paragraph. The Company shall be entitled to control the defense in such actions and make all decisions with respect to settlement or compromise and appeal. 12. DAMAGE OR THEFT: The City agrees that the ATM shall be subject to those security measures generally applicable to the Premises which the City institutes from time to time to prevent theft or malicious damage. However, in no circumstances will the City be liable to the Company for any such damage or theft, including legal tender, whether caused by the acts or omissions of the City, its employees, agents, invitees or independent contractors, including without limitation, any terminated employee. 13. RETENTION OF PERSONAL PROPERTY: All machinery, equipment, fixtures or other property placed on the Premises by the Company in connection with the ATM AGREEMENT Page 6 of 18 operation of its ATM shall be deemed personal property and title thereto shall remain with the Company. Upon any termination of this Agreement all such machinery, equipment, fixtures and other property installed by the Company ( "Company Property "), including, but not limited to, night deposit vaults, cash dispensing machines, alarm systems and all other items whatsoever may be removed by the Company. The Company shall have thirty (30) days after any such termination in which to remove all Company Property without any fee; provided, however, that the Company shall repair any damage caused to the Premises by such removal, or, at the City's option, shall promptly reimburse the City for the costs of such repairs. 14. PLACEMENT OF SIGN: The Company shall have the right to place signs and other normal business logos solely within the Premises in a prominent place; provided, however, that all such signage and logos shall be subject to the prior written approval of the City which may be withheld in the sole and absolute discretion of the City. All such signs and other logos placed on the Premises shall be deemed personal property and title thereto shall remain with the Company and the Company shall be entitled to remove same upon the termination of this Agreement. The Company represents that all such signage and logos at the ATM shall not infringe on or violate any patents, copyrights, trademarks or other proprietary right of any third parties. The Company shall indemnify and hold the City harmless from any claims, costs, damages, expenses or liabilities arising out of any such violation or infringement. 15. PARKING: Special parking arrangements for the Company's installation, maintenance and service personnel at the Premises will be made by mutual agreement of the City and the Company prior to installation of the ATM. 16. SECURITY: All security requirements of the Company in connection with the servicing of its ATM shall be provided by the Company and at the sole costs and expense of the Company, provided, however, that the Company must obtain the City's prior written consent for the installation of such security devices required in connection with the ATM. Both the City and the Company shall use their best efforts to insure that the security devices and precautions implemented by each ATM AGREEMENT Page 7 of 18 are harmonious to the extent possible. The Company acknowledges that the City is not and shall not be responsible for providing any security in connection with this Agreement and /or the performance of any of the City's obligations hereunder, except those security measures referenced in paragraph 13. Should the Company advise the City that a security alarm has been activated; the City will cause its security personnel to make a visual inspection to the Premises and will instruct those persons to take such action as may be reasonably required by the circumstance to minimize or prevent any bodily injury or property damage. 17. TAXES: The Company shall be responsible for payment of any taxes related to or caused by the installation or operation of the ATM and Company's personal property on the Premises, including the ATM. 18. MODIFICATION OF THE ATM: The Company may at any time during the term of this Agreement reasonably modify, change, substitute or alter the ATM; provided, however, that if such change, modification, or alteration affects the physical appearance of the ATM or adds to or deletes any of the services the Company shall effect such change only with the prior written approval of the City. Such modifications, changes, substitutions or alterations as may be allowed hereunder shall be done at the Company's sole expense. The City shall not be obligated to modify, change, substitute or alter any improvements or services which it is providing hereunder as a result of any change to the ATM by the Company. 19. U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION POLICY. The Airport has established an Airport Concession Disadvantaged Business Enterprise (ACDBE) program in accordance with regulations of the U.S. Department of Transportation (DOT), 49 CFR Part 23. The Airport is a primary airport and has received federal funds authorized for airport development after January 1988 (authorized under Title 49 of the United States Code). The Airport has signed airport grant assurances that it will comply with 49 CFR Part 23. It is the policy of the Airport to ensure that ACDBEs as defined in Part 23, have an equal opportunity to receive and participate in concession opportunities. It is the Airport's policy: ATM AGREEMENT Page 8 of 18 (a) to ensure nondiscrimination in the award and administration of opportunities for concessions by airports receiving DOT financial assistance; (b) to create a level playing field on which ACDBEs can compete fairly for opportunities for concessions; (c) to ensure that the ACDBE program is narrowly tailored in accordance with applicable law; (d) to ensure that only firms that fully meet Part 23's eligibility standards are permitted to participate as ACDBEs at the Airport; (e) to help remove barriers to the participation of ACDBEs in opportunities for concessions at the Airport; and (f) to provide appropriate flexibility to the Airport in establishing and providing opportunities for ACDBEs. (g) The Airport has appointed Brenda Brown, Augusta Regional Airport, 1501 Aviation Way, Augusta Georgia 30906 Telephone: (706) 798 -3236; E -mail: bbrown @augustaga.gov as the Airport's Concessionaires DBE Liaison Officer (ACDBELO). In that capacity, Ms. Brown is responsible for implementing all aspects of the DBE program. Implementation of the ACDBE program is accorded the same priority as compliance with all other legal obligations incurred by the Airport in its financial assistance agreements with the Department of Transportation. 20. AGREEMENT TERMINATION: (a) The City may terminate this Agreement in the event of a default or the Company's failure to comply with the terms of this Agreement, which is not cured as set forth above, entitled "Default ". The City and the Company agree that the City may terminate this Agreement either in whole or in part. Termination, in whole or in part, shall be effected by delivery of a Notice of Termination signed by the Airport's Executive Director specifically setting forth the effective date of termination; ATM AGREEMENT Page 9 of 18 (b) Upon receipt of such Notice, described in subparagraph above, the Company shall remove all property from the Airport not later than the effective date of termination and shall leave the premises in good condition, normal wear and tear excepted. 21. FEES PAID TO THE CITY. The Company shall pay to the City the following amounts based upon ATM usage: Per Transactions: (a) 01 -500 $0.25 (b) 501 -1000 $0.50 (c) 1001 -1500 $0.75 Profit: (a) 1200 $ 900.00 (b) 1300 $ 975.00 (c) 1500 $ 1125.00 22. COSTS PAID BY USERS: The Company shall in no instance charge more than $2.50 per user transaction. All users shall be able to perform an account balance inquiry at no charge. 23. NON - DISCRIMINATION. The Company, for itself, its personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby agree as a covenant running with the land that: (a) no person on the grounds of race, creed, color, sex, age, handicap or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of the Premises; (b) in the construction of any improvements on, over, or under the Premises and the furnishing of services thereon, no person on the grounds of race, creed, color, sex, age, handicap or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination; and (c) The Company shall use the Premises in compliance with all other requirements imposed by or pursuant to 14 CFR Part 152 and Title VI of ATM AGREEMENT Page 10 of 18 the Civil Rights Act of 1964 and 49 CFR, Subtitle A, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as such Title and Regulations may be amended. 24. DEFAULT: It is understood between the parties hereto that in the event of default by either of the parties during the term of this Agreement, the other party shall have the right forthwith to give notice thereof to the party in default, same to be in writing, and if such condition of default is not removed and restored within ten (10) days after receipt of such notice, then the other party shall forthwith have the option of declaring this Agreement in default and proceed to enforce their rights in accordance with the law. For purposes of this Section, an "event of default" includes but is not limited to: (a) The Company's failure to make any payment when it becomes due under this Agreement, where such failure continues for ten (10) days after the due date; (b) The Company's failure to perform, observe and/or comply with any provision of this Agreement, where such failure is not cured within ten (10) days of notice thereof from Airport; or (c) The Company's insolvency or inability to pay its debts as they become due, or Company's making of an assignment for the benefit of creditors, the Company's application for or consent to the appointment of a receiver, trustee, conservator or liquidator of the Company or of any of its assets, or the Company's filing of a petition for relief under any bankruptcy, insolvency, reorganization or similar laws, or the filing of a petition in, or proceeding under, any bankruptcy, insolvency, reorganization or similar laws, which is not dismissed or fully stayed within ten (10) days after the filing or institution thereof. 25. NOTICES. Whenever, in this Agreement, it shall be required or permitted that notice or demand be given or served by either party on the other, unless otherwise specifically provided, such notice or demand shall be given or served in writing by certified mail, return receipt requested for each party at the address specified below or at such other address as the parties may designate. ATM AGREEMENT Page 11 of 18 The City: Augusta Aviation Commission Attention: Airport Executive Director 1501 Aviation Way Augusta, GA 30906 Company: Cash Ready ATM, Inc. Attn: John Kelly, President /CEO 312 Greene Street Augusta, GA 30901 (706) 267 -7386 26. VENUE: All claims, disputes and other matters in question between the City and the Company arising out of or relating to the Agreement, or the breach thereof, shall be decided in the Superior Court of Richmond County, Georgia. The Company, by executing this Agreement, specifically consents to venue in Richmond County and waives any right to contest the venue in the Superior Court of Richmond County, Georgia. 27. CAPTIONS: The captions of this Agreement are inserted for the purpose of convenient reference and in no way define, limit or describe the scope or intent of this Agreement or any part hereof. 28. POSTPONEMENT OF ACTION: No waiver of any of the terms and /or conditions of this Agreement in any instance shall be deemed to be a waiver of such in any other instance. 29. SUCCESSORS AND ASSIGNS: This Agreement shall be binding on the parties hereto, their successors and assigns, the Company agrees and understands that it may not transfer or assign this Agreement or any of its right or obligations hereunder without written permission of the City. 30. EFFECTIVE DATE: This Agreement and its terms shall be in effect as of the date first set forth above. 31. COMPANY'S REPRESENTATIONS: The Company represents and warrants to the City that this Agreement and the Company's obligation hereunder do not ATM AGREEMENT Page 12 of 18 violate any applicable federal, state or local law, rule or regulation and that in the event any approvals of any governmental entity are required for the performance of any Company's obligations hereunder, all such approvals shall be obtained by the Company at its sole costs and expense in a timely manner. The Company represents and warrants to the City that no such approvals of any governmental entity involved in the regulation of banking activities are required to be obtained by the City in connection with the performance by the City of any of its obligations hereunder or the exercise of any of its rights hereunder, or as a result of the performance by the Company of any of its obligations hereunder. The Company further warrants that it is a validly existing Georgia corporation and that it has all the necessary licensing and permits to provide the services herein. 32. EXISTENCE AND POWERS: The Company is duly organized and validly existing under the laws of Georgia and is duly qualified to do business in the State of Georgia, with full power, authority and legal right to enter into and perform its obligations under this Agreement. 33. DUE AUTHORIZATION AND BINDING OBLIGATION: This Agreement has been duly authorized, executed and delivered by the Company and constitutes a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except to the extent its enforceability may be limited by (i) applicable bankruptcy, reorganization, moratorium or similar laws affecting enforcement of creditors' rights or remedies generally, (ii) general equitable principles concerning remedies, and (iii) limitations on the enforceability of rights to indemnification by federal or State laws or regulations or public policy. 34. NO CONFLICT: To its knowledge, neither the execution nor delivery of this Agreement by the Company, nor the performance by the Company of its obligations hereunder (i) conflicts with, violates or results in a material breach of any law or governmental regulation applicable to the Company, (ii) conflicts with, violates or results in a material breach of any term or condition of any order, judgment or decree, or any contract, agreement or instrument, to which Company is a party or by which Company or any of its properties or assets are bound, or ATM AGREEMENT Page 13 of 18 constitutes a material default under any of the foregoing, or (iii) constitutes a default under or results in the creation of, any lien, charge, encumbrance or security interest upon any assets of the Company under any agreement or instrument to which the Company is a party or by which the Company or its assets may be bound or affected. 35. NO APPROVALS REQUIRED: No approval, authorization, order or consent of, or declaration, registration or filing with, any Governmental Authority is required for the valid execution and delivery of this Agreement by the Company or the performance of its obligations hereunder, except such as have been duly obtained or made. 36. FINANCIAL CONDITION: There has been no material adverse change in the financial condition of the Company that would impair the ability of the Company to perform its obligations under this Agreement. 37. NO COLLUSION: The Company's proposal is genuine and not collusive or a sham. The Company has not colluded, conspired, connived or agreed, directly or indirectly, with any other person, to put in a sham proposal, or to refrain from proposing, and has not in any manner, directly or indirectly, sought, by agreement, collusion, communication or conference with any person, to fix the prices of the Company's proposal or the proposals of any other Person or to secure any advantage against any Person interested in this Agreement. 38. INFORMATION SUPPLIED BY COMPANY: The information supplied and representations and warranties made by the Company are true, correct and complete in all material respects. The Company's proposal does not contain, and shall not contain, any untrue statement of a material fact or omit to state a material fact required to be stated therein, or necessary in order to make the statements therein not misleading. 39. ETHICS, GRATUITIES AND KICKBACKS: Neither the Company, any subsidiary, or any agent or other representative of the Company has given or agreed to give, any employee or former employee of the City or Airport or any other person, a gratuity or an offer of employment in connection with any decision, approval, disapproval, recommendation, preparation or any part of a ATM AGREEMENT Page 14 of 18 procurement requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter pertaining to any procurement requirement or a contract or subcontract, or to any solicitation or proposal for a contract or subcontract. Notwithstanding any other provision hereof, for the breach or violation of this representation and warranty and upon a finding after notice and hearing, the City may terminate this Agreement. 40. CONTINGENT FEES: The Company has not employed or retained any company or person, other than a bona fide employee working for the Company, to solicit or secure this Agreement; and the Company has not paid or agreed to pay any company, association, corporation, firm or person, other than a bona fide employee working for the Company, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this representation and warranty and upon a finding after notice and hearing, the City may terminate this Agreement and, at its discretion, may deduct from fees or otherwise recover, the full amount of any such fee, commission, percentage, gift or consideration. 41. COMPLIANCE WITH LAWS: The Company will promptly observe and comply with applicable provisions of all published federal, state, and local laws, rules and regulations which govern or apply to the services rendered by the Company herein, or to the wages paid by the Company to its employees. 42. PERMITS AND LICENSING: The Company will procure and keep in force during the term of this Agreement all necessary licenses, registrations, certificates, permits, and other authorizations as are required herein and/or by Georgia and federal laws. 43. NO PROPERTY INTEREST. The Company hereby agrees and acknowledges that no real property interest in all or any portion of the Premises, including, without limitation, the Premises and portion of the Premises required for ingress to and /or egress from the Premises shall be created or otherwise arise out of this ATM AGREEMENT Page 15 of 18 Agreement, expressly or by implication. The Company shall in no event file any notice of interest in such Premises in any real estate registry. The City waives and releases any interest in the ATM which it may acquire by virtue of the laws of the State of Georgia, based upon the installation of the ATM on real property owned by the City and the City agrees that the ATM and all appurtenant equipment shall remain personal property of the Company. 44. APPLICABLE LAW: Notwithstanding the location of the entities executing this agreement, this Agreement shall be governed by and interpreted with the law of the State of Georgia. 45. ATTORNEYS' FEES: If the City is required to retain counsel to enforce any rights under this Agreement it shall be entitled to recover its reasonable attorneys' fees and expenses. 46. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the parties hereto and no other representation, warranties or agreements, whether written or oral, shall be binding on either of the parties. This Agreement may not be modified except by an instrument in writing signed by both parties. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed in their respective names in an appropriate and lawful manner on this the day and year first above written. THE COMPANY: CASH READY ATM, INC. BY: TITLE: Pa rdD e" DATE: J -- 1 1.0 2...O0 THE CITY: ' a t BY: Ki P ; ®j 4 DAVID COPENH ER, AYOR ATT , • , ? "Id ` DATE: 17 / x L'NA BONN y „ ATM AGREEMENT Page 16 of 18 DATE: AUGUST AVIATION COMMISSION ATTEST 19,-- B , ,-- JULIE ORVb KARLTON HOWARD TITLE: cl-L-- TITLE: CHAIRMAN DATE: /z/ /fro/a DATE: /.a-7Y 714/ o ATM AGREEMENT Page 17 of 18 EXHIBIT A PREMISES ATM AGREEMENT Page 18 of 18