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Home My WebLink AboutRESOLUTION - 32-09 - 6/16/2009 - ELK GROVE BANK & TRUST ATM/CDM DEPLOYMENT AGREEMENTRESOLUTION NO. 32-09 A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE AN AGREEMENT BETWEEN THE ELK GROVE VILLAGE BANK AND TRUST AND THE VILLAGE OF ELK GROVE VILLAGE (PLACEMENT OF CASH DISPENSING MACHINE) NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the Village of Elk Grove Village, Counties of Cook and DuPage, State of Illinois,.as follows: Section 1: That the Mayor be and is hereby authorized to sign the attached documents marked: ATMICDM DEPLOYMENT AGREEMENT a copy of which is attached hereto and made a part hereof as if fully set forth and the Village Clerk is authorized to attest said documents upon the signature of the Mayor Section 2 : That this Resolution shall be in full force and effect from and after its passage and approval according to law. VOTE: AYES: 6 NAYS: 0 ABSENT: 0 PASSED this 16th day of June 2009. APPROVED this 16th day of June 2009. APPROVED: Mayor Craig B. Johnson ATTEST: Ann I. Walsh, Village Clerk By: Judith M. Keegan Deputy Village Clerk AgrmtATM2009. ATM/CDM DEPLOYMENT AGREEMENT This deployment Agreement (hereinafter Deployment) is -made this 16"' day of June 2009 by and between Elk Grove Village Bank and Trust, (Bank) and The Village of Elk Grove (Village).. Whereas, the Bank is desirous of placing a Cash Dispensing Machine (CDM) placed at the location indicated within this Agreement for the benefit of the customers of the Bank and visitors to the Village; and Whereas, the Village is desirous of having a CDM at the indicted location. Now therefore, in consideration of the mutual promises and covenants herein contained, and other good and valuable consideration, the receipt -and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Site: Bank shall place a CDM at the Elk Grove Village Police Department. Bank shall be solely responsible for securing all approvals for the placement of the CDM. 2. Use: Bank shall use and occupy the Site for the sole purpose of installing a CDM at said location. Bank shall install the CDM at its own expense and shall obtain and install any additional equipment and facilities required for the operations of the CDM. Bank may engage in such additional activities as may from time to time be provided by CDM's.. By way of example and not limitation, additional activities authorized hereunder include.sale of stamps, theater and other tickets, and sale of advertising on dispense transaction receipts. I Maintenance and Service: a. Bank shall be solely responsible for cleaning, maintenance, and cash replenishment of the CDM at the Site. b. Village shall have no responsibility for the operation or maintenance of the CDM. Village shall not have any. responsibility to share any of the costs of operation. 4. Title: Risk of Loss: The CDM shall at all times remain the property of the Bank and the Village shall not be responsible to the Bank for any loss or damage to such property except as. otherwise provided herein. 5. Liability: (reserved) N 6. Signs: Bank will be authorized to install appropriate signage as to the CDM, which signage will be mutually approved by Bank and Village. 7. Term: The Agreement shall commence on the date first above written. This Agreement shall be for an original term of 24 months. Unless terminated by written notice given not less than 90 days prior to expiration of the original term or renewal periods or by rights of termination set forth below, this Agreement will automatically renew for 24 month period up to a maximum of 6 years. a. Bank reserves the right to terminate this Agreement at any time upon 60 days advance written notice to Village stemming from (i) Village's failure to abide by the terms of this Agreement; (ii) any change in the law affecting Bank'. s ability to impose a surcharge for customer use of CDM's or the amount thereof; or (iii) any change in.Federal, State or local law, regulation, or ordinance limiting or prohibiting Bank's right to own or operate CDM's. b. Village reserves the right to terminate this Agreement at any time upon 60 days written notice to Bank. In the event the termination is prior to expiration of the contract terms, Bank will assume all costs related to removal of equipment. Village will not be obligated for any early cancellation penalties in connection with CDM Lease Agreement between CDM provider and Bank. 8. Ownership and Improvements: It is agreed that neither the CDM nor any lights, signs, cameras, security devices or other devices or equipment installed or used by Bank in or about the Site shall be deemed fixtures, and that all of the foregoing and all additions, decorations, hardware or improvements.placed in, upon or about the Site by Bank shall remain Bank's property at all times. Upon termination hereof, Bank shall have the right to remove all such property. 9. Waiver of Liability: Except for matters arising from Village's willful misconduct, Village shall not be responsible for any loss of money' from robbery, theft, burglary, holdup, disappearance, and pilferage or otherwise. 10. Entire Agreement: This Agreement constitutes the Entire Agreement between Bank and Village with respect to the subject matter hereof and shall supersede all previous 3 negotiations, commitments and writings. This Agreement may not be released, discharged, abandoned, changed or modified in any manner except by an Addendum in writing signed by both the Bank and the Village. 11. Waiver: The failure of either party to enforce any provision of the Agreement or to exercise any right herein provided, shall not, in any way, be construed to be a waiver of such provision or right in connection with any subsequent breach or default or impair the right of such Party, subsequently, to enforce such provision or exercise such right. I2. Notices: Any notice required or permitted hereunder shall be in writing and may be given by personal service or by depositing same in the United States mail, first class postage prepaid, to the address of the Party or as changed through written notice to the other party, or transmitted by facsimile transmission to the other party at the facsimile telephone number provided herein. Notices must be sent to the following address unless otherwise changed by written notice to the other. If to Bank: Mark Resnick VP and Branch Manager Elk Grove Village Bank and' Trust If to Village: Raymond R. Rummel Village Manager Village of Elk Grove Village 901 Wellington Avenue Elk Grove Village, IL 60007 13. Governing Law: This Agreement shall be construed in accordance with the procedural and substantive laws of the State of Illinois, and in the event of any choice of law issue, in accordance with the substantive laws of the State of Illinois. Venue for any actions pertaining to this Agreement shall be either the United States District Court sitting in Chicago, Illinois, or the Circuit Court of Cook County, Illinois. 4 14. Binding Effect, Successors and Assignments: This Agreement is binding on the Parties and their respective successors and assigns. 15. Captions: Captions contained in this Agreement are inserted only as a matter of convenience and in no way define, limit or extend the scope or intent of this Agreement or any provision hereof. 16. Relationship of the Parties: It is expressly understood and acknowledged that it not the intention or purpose of this Agreement to create, nor shall the same be construed as creating any type of partnership, relationship or joint venture between the parties. 17. Compliance with Laws: Each Party will perform its obligations under this Agreement in strict compliance with all applicable laws, orders or regulations of all appropriate jurisdictions. 18. Attorneys Fees: In the event of any action or proceeding stemming from enforcement of this Agreement, the prevailing party shall be entitled to recover its reasonable legal fees and costs expended therein. In Witness Whereof, the parties have executed this instrument as of the date and year first above written. Bank Village Elk Grove Village Bank.and TruA r JF By: Raymond R. Rummel Title: Village Manager Date: June 1.6, 2009