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Item C39BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: October 17 2012 Division: EngineeringLEublic Works Bulk Item: Yes X No — Department: EngineeringServices Dept. Staff Contact Person/Phone #: Judv Clarke X4329 AGENDA ITEM WORDING: Approval of Amendment One to the contract with Anderson Outdoor Advertising to install and maintain bus shelters on US 1 in unincorporated Monroe County north of the City of Marathon. Amendment One adds a revised Exhibit A, Bus Shelter Locations to show current bus shelter locations. ITEM BACKGROUND: The contract with Anderson Outdoor Advertising that was approved in July 2011 included a list of locations where the County's previous contractor had installed bus shelters and several locations that had been identified as needing shelters. Staff has worked with Miami Dade Transit to identify priority locations for shelters and to eliminate locations where shelters were not needed. The revised Exhibit A is the updated list of locations where shelters have been installed or are currently planned for installation. PREVIOUS RELEVANT BOCC ACTION: The BOCC approved a contract with Anderson Outdoor Advertising under a piggyback arrangement with the City of Key West's contract in July 2011. CONTRACT/AGREEMENT CHANGES: Update contract to include amendment one, revised Exhibit A. STAFF RECOMMENDATIONS: Approval as stated above. TOTAL COST:_ 0 INDIRECT COST: BUDGETED: Yes —No DIFFERENTIAL OF LOCAL PREFERENCE: not applicable COST TO COUNTY: $0 SOURCE OF FUNDS: REVENUE PRODUCING: Yes X No _ AMOUNT PER MONTH 25% of advertising revenue Pill APPROVED BY: County Atty _ OMB/Puasing Risk Management DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM # MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Anderson Outdoor Contract # Effective Date: 10/17/2012 Expiration Date: 9/30/2021 Contract Purpose/Description: Amendment 1 to the Contract with Anderson Outdoor Advertising to install and _maintain bus shelters on the US 1 right of way in unincorporated Monroe County north of the City of Marathon for the purpose of selling advertising space on the shelters. Amendment 1 updates Exhibit A Bus Shelter Locations to provide a current list of shelter locations. Contract Manager: Judy Clarke 4329 En ineerin #1 (Name) (Ext.) (Department/Stop #) for BOCC meeting on 10/17/2012 Agenda Deadline: 10/02/2012 CONTRACT COSTS Total Dollar Value of Contract: $ Current Year Portion: $ Budgeted? Yes❑ No ❑ Account Codes: - - - Grant: $ - - - County Match: $ - - - ADDITIONAL COSTS Estimated Ongoing Costs: $ /yr For: (Not included in dollar value above) (e . maintenance, CONTRACT REVIEW utilities, janitorial, salaries, etc. Changes Date Out Date In Needed Re ' we Division Director I° Yes❑ NoQ Risk Managen3pnt r tl V Yes❑ No r q-d +r�L— O.M.B./Purchasing Yes❑ No© Y;r County Attorney Yes ❑No e a � � ��s° I C( OMB Form Revised 2/27/01 MCP #2 FIRST AMENDMENT TO THE AGREEMENT BETWEEN ANDERSON OUTDOOR ADVERTISING AND MONROE COUNTY This First Amendment to the Agreement dated July 20, 2011 is entered into this 17th day of October, 2012, between Anderson Outdoor Advertising (Contractor) and Monroe County (County). Whereas Monroe County had a contract with Clear Channel Outdoor Advertising, Inc. for installing and maintaining bus shelters and the contract was terminated by Clear Channel effective May 17, 2011; and Whereas the City of Key West did undergo a competitive selection process for installing and maintaining bus shelters which resulted in an agreement with Anderson Outdoor Advertising dated December 27, 1995 with amendments having been entered into as service needs changed; and Whereas it is in the best interest of the public to arrange for bus shelters in the unincorporated county through this agreement; Whereas the Board of County Commissioners approved a contract with Anderson Outdoor Advertising for installing and maintaining bus shelters in the unincorporated county north of the City of Marathon in July 2011; and Whereas county staff has worked with the public and Miami Dade Transit staff to identify locations where additional bus shelters are needed and Exhibit A of the contract which list locations where shelters are to be installed and maintained shall be amended to reflect the current bus shelter locations; Now Therefore, in consideration of the premises and mutual covenants and agreements contained herein, the parties hereto agree as follows: 1. Exhibit A of the contract is deleted and replaced with revised Exhibit A attached, which reflects updated locations of bus shelters to be installed and maintained by the Contractor. The remaining terms of the agreement dated July 20, 2011, not inconsistent herewith, shall remain in full force and effect. rki'lAW Amendment 1 Anderson October 2012 IN WITNESS WHEREOF, the parties hereto have executed this first Amendment to the Agreement as of the date first written above. (SEAL) Attest: DANNY L. KOLHAGE, Clerk Deputy Clerk Date (SEAL) Attest: In Title: BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA Mayor ANDERSON OUTDOOR ADVERTISING By: Title:f MONROE COUNTY ATTORNEY fff PROV[�E��D AS TO FORM: CHRISTINE M. LIMBERT-BARROWS ASSIST T COUNTY ATTORNEY Date ____ Amendment I Anderson October 2012 EXHIBIT A Amendment 1 Anderson October 2012 BUS SHELTER LOCATIONS October 2012 1. US 1 Northbound at Duck Key (MM 61) 2. US 1 Northbound at Ocean Boulevard, Tavernier (MM91.5) 3. US 1 Northbound near Ocean Drive, Key Largo (MM 99.9) 4. US 1 Southbound near Bay Drive, Key Largo (MM 99.9) 5. US 1 Northbound at Tarpon Basin Drive, Key Largo (MM 101.5) 6. US 1 Southbound at Tarpon Basin Drive, Key Largo (MM 101.5) `t.► Amendment I Anderson October 2012 AGREEMENT BETWEEN ANDERSON OUTDOOR ADVERTISING AND MONROE COUNTY FOR PROVIDING, INSTALLING AND MAINTAINING BUS SHELTERS ON US 1 IN UNINCORPORATED AREAS NORTH OF THE CITY OF MARATHON AND SELLING AND PLACING ADVERTISING IN THE SHELTERS. Whereas Monroe County had a contract with Clear Channel Outdoor Advertising, Inc. for installing and maintaining bus shelters and the contract was terminated by Clear Channel effective May 17, 2011; and Whereas the City of Key West Department of Transportation can include the nine bus shelter locations that are located in the unincorporated area of the Lower Keys in its contract with Anderson Outdoor Advertising; and Whereas the remaining area of the unincorporated county that will require bus shelters is too minimal, and is intersected by a long stretch of US 1 in Islamorada, the Village of Islands, to warrant other contractors to provide bus shelters so the County has sought the opportunity to piggy -back on the City contract; and Whereas the City of Key West did undergo a competitive selection process which resulted in an agreement with Anderson Outdoor Advertising dated December 27, 1995 with amendments having been entered into as service needs changed; and Whereas it is in the best interest of the public to arrange for bus shelters in the unincorporated county other than the lower keys through this agreement; Now Therefore, in consideration of the premises and mutual covenants and agreements contained herein, the parties hereto agree as follows: 1. The terms and conditions of the Agreement between the City of Key West and Anderson Outdoor Advertising dated December 27, 1995, as amended, apply to Monroe County, including, but not limited to Anderson Outdoor Advertising providing a one million ($1,000,000) dollar liability policy of insurance wherein Monroe County Board of County Commissioners is named as an additional insured; be to: 2. All notices and other communications to Monroe County under this Agreement shall Roman Gastesi, Jr. County Administrator Monroe County 1100 Simonton Street Key West, Florida 33040 And: Judith Clarke, P.E. Director of Engineering Services Monroe County Engineering Department 1100 Simonton Street Key West, Florida 33040 3. Anderson Outdoor Advertising will install bus shelters with benches and waste receptacles at the locations shown on Exhibit A attached. The shelters will be installed pursuant to the terms contained in the Fourth Amendment to Agreement dated a copy of which is attached hereto as Exhibit B and incorporated herein by reference. This Agreement is entered into as of July 201h 2011. Date (SEAL) Attest: M Title: BOARD OF COUNTY COMMISSIONERS OF MONROE O,UNTY, FLORIDA By I L/Aayor A P P1 R DIED AS TO 0, �j z H,"' IA, y ANDERSON OUTDOOR ADVERTISING By: Title: EXHIBIT A BUS SHELTER LOCATIONS 1. US 1 Northbound at Duck Key (MM 61) 2. US 1 Northbound at Ocean Boulevard, Tavernier (MM91.5) 3. US 1 Northbound at Waldorf Plaza, near Laguna Avenue, Key Largo (MM 99.9) 4. US 1 Southbound at Tarpon Basin Drive, Key Largo (MM 101.5) 5. US 1 Northbound at John Pennekamp State Park (MM 102.6) EXHIBIT B Fourth AMENDMENT TO AGREEMENT Anderson Outdoor Advertising, Inc. This is the Fourth Amendment to Agreement with ANDERSON OUTDOOR ADVERTISING, INC., a Florida corporation, (hereinafter "ANDERSON"), and the City of Ke West, Florida, a municipal corporation, dated this day of-� -_y , 20. WITNESSETH WHEREAS, CITY and ANDERSON entered into a Agreement on the 27th day of December, 1995, (the "Agreement"), pertaining to bus shelter advertising; and WHEREAS, the CITY and ANDERSON entered into the first Amendment to the Agreement on April 12, 1999; and WHEREAS, the CITY and ANDERSON entered into the second Amendment to the Agreement on October 1, 2003; and WHEREAS, the CITY and ANDERSON entered into the third Amendment to the Agreement on August 16, 2006; and WHEREAS, the CITY and ANDERSON desire a Fourth Amendment to the existing Agreement; for purposes of modifying certain terms and conditions of said Agreement; NOW, THEREFORE, in mutual consideration of the benefits conferred upon the parties by the terms of this Amendment, CITY and ANDERSON agree as follows: Section 1: That paragraph 1 shall be amended as follows: ANDERSON proposes to improve customer amenities and enhance revenue opportunities for both parties herein by adding certain public transportation benches and shelters for use by transit customers which will generate additional transit revenues; specifically ANDERSON will provide an additional twenty (20) benches (w/trash and recycling receptacles in mutually agreed upon locations); and an additional twenty (20) shelters (also in mutually agreed upon locations but along bus route service areas, both in City and Lower Keys areas) resulting in an increased opportunity for revenue generating advertising on said benches and shelters, while providing a requested public service. ANDERSON recently added twenty-five (25) trash receptacles at existing shelter locations in Key West and the Lower Keys area at no cost to the CITY. ANDERSON further agrees to increase the number of trash receptacles at bench and shelter locations, by adding an additional twenty (20) trash receptacles to bus or bench c locations mutually agreed upon; and upon approval and final execution of this Amendment. Existing Agreement provides for a total of: • twenty-two (22) shelters - City bus service area (Key West and Stock Island), and • eighteen (18) shelters -Lower Keys service area, and • twenty (25) trash receptacles (paired with shelters above) The fourth Amendment proposes to increase this by: • twenty (20) shelters - City and Lower Keys service areas - to be determined by CITY and ANDERSON jointly; and • twenty (20) benches - CITY and ANDERSON to agree on sites for placement; and • twenty (20) additional trash and twenty (20) additional recycling receptacles (paired w / a bench or shelter) Section 3: That paragraph 7 is amended as follows: Upon the execution of the Fourth Amendment ANDERSON agrees to continue making quarterly payments for all shelters covered in the existing Agreement and said terms. ANDERSON further agrees to pay the CITY 25% of gross advertising revenues, quarterly, for all additional shelters and benches, as each unit is added to the passenger system amenities inventory list with the CITY. This will include a reconciliation to be performed between CITY and ANDERSON on a quarterly basis, to reflect location, identify by shelter or bench, and status of same. Additionally, the CITY and ANDERSON have developed bi-annual field and inspection procedures which are mutually agreed upon, and shall continue to be a recognized as a part of this Amendment to said Agreement. Section 4: That paragraph 9 is amended to provide as follows: The term of this Agreement is extended for an additional three (3) year period beyond the current expiration term of September 30, 2018, and shall be valid through September 30, 2021. ANDERSON shall have an option for renewal of the Agreement for an additional five (5) year period at the end of the Agreement term upon mutual agreement of ANDERSON and CITY. Section 5: Except as modified herein, the Agreement as amended shall remain in full force and effect. IN WITNESS WHEREOF, the parties have made this Fourth Amendment to Agreement on the date first written above. CITY OF KEY WEST, FLORIDA By: !�, .&D JIM CHOLL, CITY MANAGER ANDERSON OUTDOOR ADVERTISING, INC. (a Florida Corporation) "'k r07�..... • ' • PRESIDENT ATT T: Secret MH W/ch Fife: 4fh Amendment ANDERSON FINAL June 2011 RESOLUTION NO. 06-179 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF KEY WEST, FLORIDA, APPROVING AN AMENDMENT TO THE CITY'S BUS SHELTER AGREEMENT WITH ANDERSON OUTDOOR ADVERTISING, INC.; PROVIDING FOR AN EFFECTIVE DATE WHEREAS, in Resolution No. 03-330, the City and Anderson Outdoor Advertising renewed their bus shelter agreement for a term of 10 years; and WHEREAS, the parties desire to amend that Agreement to add three additional bus shelters with advertising in Key West and 18 additional bus shelters along the Lower Keys shuttle route; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF KEY WEST, FLORIDA, AS FOLLOWS: Section l: That an amendment to the Agreement with Anderson Outdoor Advertising, Inc. is hereby approved. Section 2: That the City Attorney is hereby authorized to prepare the amendment consistent with the attached proposal, and the City Manager is hereby authorized to execute it on behalf of the City. Section 3: That this Resolution shall go into effect immediately upon its passage and adoption and authentication by the signature of the presiding officer and the Clerk of the Commission Passed and adopted by the City Commission at a meeting held this 16 day of May , 2006. Authenticated by the presiding officer and Clerk of the Commission on May 19 2006. Filed with the Clerk May 19 200 . MORGAN Mc HERSO , MAYOR ATTEST: C,GA,ve CHERYL S ITH, CITY CLERK THIRD AMENDMENT TO AGREEMENT This Third Amendment to Agreement is entered into this lG day of 2006, by and between the City of Key West, Florida, a municipal corpot' n, (hereinafter "CITY") and Anderson Outdoor Advertising, Inc., a Florida ra corporation, (hereinafter "ANDERSON"). WITNESSETH WHEREAS, CITY and ANDERSON entered into a Agreement on the 276' day of December, 1995, (the "Agreement"), pertaining to bus shelter advertising; and WHEREAS, the CITY and ANDERSON entered into the first Amendment to the Agreement on April 12, 1999; and WHEREAS the CITY and ANDERSON entered into the second Amendment to the Agreement on �� _ % , 2003; and WHEREAS, the CITY and ANDERSON now desire to amend their Agreement in order to modify the terms and conditions. NOW, THEREFORE, in mutual consideration of the benefits conferred upon the parties by the terms of this Amendment, CITY and ANDERSON agree as follows: Section 1: That paragraph I.A. is hereby added to provide as follows: ANDERSON herein expressly agrees to provide up to $75,0 pep eg senting the local match required for the capital project grant fro 9. Florida Department of Transportation for the construction and insta;2d tennihal / shelter sites to be placed y at a primary shopping center site to be dete by CITY, the Jack T. Murray Senior Center located in Bahama Village, and F Ada Keys Community College. ANDERSON� shall permit promotional and/or pu lervice announcements to be displayed on these sites, as available, for display of CITY job opportunities as well as seasonal or special events promotions. This bligation shall be contingent upon approval by the Florida Department of Trans tion (FDOT) District VI Office of the terms, conditions and shelter design to be, -presented for their review and approval as to their share of funding under #40964940401, Contract AN188 for Bus Terminals / Kiosks / Shelters, in the amount of.,up to $75,000.00. ANDERSON agrees to purchase, install, permit, and maint-pA these three terminal / shelter sites during the term of the agreement, with ANDERSON responsible for all associated costs and expenses. In addition, ANDERSON agrees to purchase, install, permit and maintain up to eighteen (18) additional sites to be located subject to CITY approval to serve the Lower Keys bus route extension area between Key West and Marathon, Florida, with ANDERSON responsible for all associated costs and expenses. ANDERSON agrees that the revenue share referred to in paragraph 7 of this Agreement at the rate of 25% of gross receipts for the shelters in the Lower Keys area of service will be made quarterly and separately from those payments that relate to the city routes in order to properly record revenues generated by service area designation so as to be in compliance with the existing Interlocal Agreement between the city of Key West, Monroe County and the city of Marathon. Section 2: That paragraph 2 is amended to include the following language at the end of the existing paragraph; ANDERSON shall not sell, place, or display advertising which makes reference to tobacco products or adult entertainment, including, but not limited to, adult bookstores, adult video stores, adult performance establishments, adult-themed merchandise stores, adult motion picture theaters, adult businesses, or adult cabarets. Further, ANDERSON shall not sell, place, or display advertising which makes reference to beer, wine, or liquor on any bus shop shelter located within 500 feet of any school, church, or rehabilitation center. Section 3: That paragraph 7 is amended such that the first two sentences of paragraph 7 are placed with the following: Upon the execution of this Amendment, ANDERSON shall pay to the CITY an amount equal to 25 percent of gross revenues recognized by ANDERSON for placement of advertising on all existing bus shelters and all shelters added pursuant to this Amendment. Section 4: That paragraph 9 is amended to provide as follows: The term of this contract is extended for an additional five year period, and shall expire on September 30, 2018 Section 5: Except as modified herein, the Agreement as amended shall remain in full force and effect. IN WITNESS WHEREOF, the parties have made this Third Amendment to Agreement on the date first written above. FLORIDA VAa. CITY -MANAGER A T: &'5�rCj CHERYL SMidi, CITY CLERK ANDERSON OUTDOOR ADVERTISING, INC., A Florida corporation By: AjAWZ��� J H. ANDERSON, PRESIDENT ATTEST: Secretary f RESOLUTION NO. 03-330 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF KEY WEST, FLORIDA, AUTHORIZING THE RENEWAL OF THE AGREEMENT BETWEEN THE CITY AND ANDERSON OUTDOOR ADVERTISING, INC. FOR A PERIOD OF TEN YEARS; AUTHORIZING AN AMENDMENT TO THE AGREEMENT IN WHICH CITY REVENUES ARE INCREASED TO TWENTY PERCENT; PROVIDING FOR AN EFFECTIVE DATE BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF KEY WEST, FLORIDA, AS FOLLOWS: Section 1: That renewal of the Agreement between the City and Anderson Outdoor Advertising for bus shelters and their advertising is hereby renewed for ten (10) years, the renewal term to commence on October 1, 2003, and expire on September 30, 2013. Section 2: That the City Manager is hereby authorized to execute an Amendment to Agreement whereby the renewal authorization of Section 1, hereof, is conditioned upon Anderson Outdoor Advertising increasing the City share to 20% of gross revenues for the renewal term. i SEP 1 9 2003 CITY OF HEY WEST TRANSPORTATION { Section 3: That this Resolution shall go into effect `immediately upon its passage and adoption and authentication by the signature of the presiding officer and the Clerk of the Commission. Passed and adopted by the City Commission at a meeting held this 16 day of September , 2003. Authenticated by the presiding officer and Clerk of the Commission on September 17 2003. RESOLUTION NO. 99-119 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF KEY WEST, FLORIDA, APPROVING THE ATTACHED AMENDMENT TO AGREEMENT BETWEEN THE CITY AND ANDERSON OUTDOOR ADVERTISING; PROVIDING FOR AN EFFECTIVE DATE BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF KEY WEST, FLORIDA, AS FOLLOWS: Section 1: That the attached Amendment to Agreement between the City and Anderson Outdoor Advertising is hereby approved. Section 2: That this Resolution shall go into effect immediately upon its passage and adoption and authentication by the signature of the presiding officer and the Clerk of the Commission. Passed and adopted by the City Commission at a meeting held this 6th day of April , 1999. Authenticated by the presiding officer and Clerk of the Commission on APRIL 12 , 1999. Filed with the Clerk ATTEST: ACTING CITY CLERK ROBERT TISCHENKEL APRIL 12 1 1999. i a s SHEILA K. MULLINS, MkYOR AMENDMENT TO AGREEMENT THIS AMENDMENT TO AGREEMENT is entered into this 12 day of APRIL , 1999 between the City of Key West (hereinafter "CITY") and Anderson Outdoor Advertising, Inc., 1104 Truman Avenue, Key West, Florida, 33040, (hereinafter "ANDERSON"). WITNESSETH: WHEREAS, pursuant to Resolution 95466, the CITY and ANDERSON entered into an Agreement on December 27, 1995 (the "Agreement"), to provide terms and conditions by which ANDERSON would administer a bus shelter advertising revenue program for the City of Key West; and WHEREAS, the CITY and ANDERSON now desire to amend their Agreement upon the terms and conditions contained herein; NOW, THEREFORE, the parties agree as follows: Section 1: That Paragraph 2 of the Agreement is hereby amended to read as follows: 2. ANDERSON may sell and place advertising in the bus stop shelters, limited to two (2) display panels 48" x 72" per shelter. Advertising revenue shall be payable to the City as stated in paragraph number 7. Additionally. ANDERSON shall incorporate advertising at the Shuttle pick up area of the Old Town Garage, Section 2: That Paragraph 7 is hereby amended to read as follows: 7. U ANDERSON shall pay to the City an amount equal to fifteen 15 ten-(-6j-percent of gross revenues recognized by ANDERSON for placement of advertising. Said payments shall commence on the effective date of the Amendment to Agreement Eayment by ANDERSON shall be made on a quarterly basis to the City, payable to the City of Key West, P.O. Box 1409, Key West, Florida, 33041, Attn: Revenue Department. f�)) The parties agree that all advertising revenues associated with the Old Town Garage and Shuttle should be equally shared by them. Section 3: That Paragraph 8 of the Agreement is hereby amended to read as follows: 8. The maximum number of shelters permitted under this Agreement shall be twenty-four (24). Attached to this Asgreemennt shall be a revised Exhibit `B" showing_ locations of all shelters The reference to Exhibit `B" in g�ragra�hY s 1 and 19 hereof shall be to the revised Exhibit "B' Section 4: That Paragraph 19 of the Agreement is hereby amended to read as follows: 19. The parties agree that the Request for Proposals (Exhibit A), ANDERSON bid Response (Exhibit B) with attachments are incorporated as part of this agreement. Where any conflict exists between an Exhibit and the Agreement or Amendment to Agreement, the Agreement or. Amendment to Agreement will govern. Where conflict exists between the Exhibits, the Bid Response will govern. Section 5: In all other respects, the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties have made this Agreement on the date first written above. CITY OF KEY WEST SHEILA K. MULLINS, MAYOR ATTEST: CITY CLERK ANDERSON OUTDOOR ADVERTISING, INC. BY: SIDENT ATTEST Q-�L S TARY 0 (CORPORATE SEAL) C:\OFFICE\1YP WiN\WPDOCS\AN DERSON. W PD } RESOLUTION N0. 95-466 A RESOLUTION APPROVING THE AMENDED CONTRACT WITH ANDERSON OUTDOOR ADVERTISING TO ALLOW UP TO SIX (6) ADDITIONAL BUS SHELTERS; EXTENDING kONTRACT; AUTHORIZING THE CITY MANAGER TO SAME; PROVIDING AN EFFECTIVE DATE. WHEREAS, by Resolution Number 92-283 and 94-318 the City of Key West awarded the bus shelter advertising to Anderson Outdoor Advertising (formerly known as Phoenix Shelter Advertising); and WHEREAS, in response to a request by the Neighborhood Improvement Association (NIA) in conjunction with the City's Historic Preservation Planner, Anderson Outdoor Advertising (Anderson) has agreed to provide up to six (6) additional bus shelters in the Historic Preservation District; and WHEREAS, the original Bus Shelter Agreement approved by Resolution Number 9 2 - 28 3 requires Commission approval for the placement of new or additional bus shelters; and WHEREAS, Anderson requests the approval of the City Commission for placement of up to six (6) shelters; NOW THEIREFORE, be it resolved that the Amended Agreement for bus shelter advertising be and is hereby approved and the City Manager is authorized to execute same on behalf of the City of Key West. Section 1. This Resolution shall go into effect immediately upon its passage and adoption and authentication by the signatures of the presiding officer and the Clerk of the Commission. st Read and passed at a regular meeting held this 211 day of November, 1995. Authenticated by the presiding officer and Clerk of the Commission on November 27, 1995 A"PIBST: c J08EPH PARKER, CITY CLERK u Filed with the Clerk on November IS J. �ARDLOWZO�R 27, 1995. AGREEMENT FOR BUS SHELTERIADVERTISING BETWEEN THE CITY OF KEY WEST, AND ANDERSON OUTDOOR ADVERTISING, INC. THIS AGREEMENT, made and entered into in duplicate this 27th day of Dec. 1995, by and between the CITY OF KEY WEST, a municipal corporation in Monroe County, Florida, hereinafter referred to as the City, Anderson Outdoor Advertising, Inc., 1104 Truman Avenue, Key West, Florida 33040, hereinafter referred to as Anderson. WITNESSETH: WHEREAS, the City solicited proposals for a program to administer a bus shelter advertising revenue program for City of Key West Port and Transit Authority; and WHEREAS, Anderson was awarded the bid by the City Commission of the City of Key West by Resolution Number 92-238; and WHEREAS, Anderson is a corporation organized under the laws of the State of Florida and licensed to do business in the State of Florida; and WHEREAS, the City desires to supply residents with shelter from inclement weather at bus stops and Anderson proposes to supply said shelters at no cost to the City; NOW THEREFORE, in consideration of the premises and mutual covenants and agreements contained herein, the parties hereto agree as follows: l . Anderson shall own and erect bus shelters, substantially as described and depicted on attached Exhibits "B" and "C", sites located on the public right-of-way within the City. Said sites shall be selected by both parties, and shall be located only at official bus stops. At all times during the term of this Agreement, the bus shelter structures shall remain the property of the. Anderson and the land upon which the bus shelters are erected, shall remain as a public right-of- way. This Agreement shall not be construed to impose any obligation on the Anderson to maintain such land other than as necessary in erecting and maintaining the bus shelters. City shall remove and dispose of existing shelters at City's cost. Anderson shall have the right to utilize parts otherwise intended for disposal. 2. Anderson may sell and place advertising in the bus stop shelters, limited to two (2) display panels 48" x 72" per shelter. Advertising revenues shall be payable to the City as stated in paragraph number 7. 3. Anderson shall at its sole expense erect, install, light, clean, maintain, repair or replace in compliance with all applicable codes, these shelters at no cost to the City. General maintenance shall be performed bi-weekly and damage to the shelter, shall be repaired within seventy-two (72) hours of the time said damage is reported by the City to Anderson. 4. During the term hereof, Anderson agrees to indemnify and hold harmless City of Key West, its officers, agents, and employees against any and all claims losses, liabilities or expenditures of any kind, including but not limited to court costs, expenses, attorney's fees and sales tax, if any, accruing or resulting from any and all suits, claims, demands, or damages of any character or persons, or corporations, or property, by virtue of the design, construction, and maintenance of the bus stop shelters. 5. Anderson shall provide, at its cost, a one million ($1,000,000) dollar liability policy of insurance wherein the City is named as co-insured with licensed carriers acceptable to the City. Said policy shall state that it is not cancelable by the insurer or the Company without written notice to the City thirty (30) days prior to the effective date of said cancellation. Said insurance is a condition precedent to the erection or placement of any bus stop shelters. If the insurance protection mentioned herein lapses, this agreement shall immediately be void and have no further force and effect except for the continuing duty of the Anderson to comply with the provisions of paragraph 3 regarding indemnification. Anderson shall also, in the event the insurance protection lapses, immediately remove all shelters from the public right-of-way without notice from the City or at any cost to the City. 6. Anderson shall coordinate and integrate the bus stop shelters with the City, County and Florida Department of Transportation. 7. Anderson shall pay to the City an amount equal to ten (10) percent of gross revenues recognized by Anderson for placement of advertising. Said payments shall commence six (6) months from the execution of this contract. Thereafter payment by Anderson shall be made on a quarterly basis to the City, payable to the City of Key West, P.O. Box 1409, Key West, Florida 33041, Att: Revenue Department. Anderson shall supply City will an annual financial audit on a yearly basis, commencing with the first anniversary date of the execution of this contract. City understands that said audits will be prepared on a calendar year basis. 8. As specified in the bid documents the number of shelters may be increased from 21 subject to approval of the City Manager or his designee. 9. The term of this contract shall be for ten (10) years from the date of execution of this contract. This term may be extended for an additional ten (10) years upon agreement of both parties herein. 10. When space is available, Anderson shall allow City approved public service announcements to be placed in designated advertising spaces within the shelters. Any such public service announcement may be removed by Anderson in the event said advertising space becomes rented. Anderson shall give City five (5) days notice prior to removal. All expense associated with the preparation and installation of such public service announcements shall be paid by City. It. City recognizes that Anderson is entitled to exclusive control of the placement of advertising on or about said shelter. City warrants that it will not permit or license any City controlled advertising within said shelters or to allow said advertising to obstruct the display in these shelters. Further, City will not license or cause to be placed any structure or fixture upon or inside the shelters without the written consent of Anderson. 12. City agrees to be responsible for ensuring that access to shelters and from shelters to bus loading platform complies with all of the requirements of the Americans with Disabilities Act Anderson warrants that nothing in the design or construction of its shelter will be inconsistent with the Americans with Disability Act or prevent access by individuals with disabilities. 13. All notices and other communications under this Agreement shall be in writing and shall be delivered either personally, by telecopier or by certified mail, return receipt requested, postage prepaid, to the parties at the following addresses: To the City of Key West: G. Felix Cooper, City Manager P.O. Box 1409 Key West, Florida 33041 To the Company: Anderson Outdoor advertising, Inc. 1104 Truman Avenue Key West, Florida 33040 All notices shall be deemed delivered at the time of hand delivery in the event of personal delivery, upon receipt of telecopier copy, or upon receipt or rejection of certified mail, in the event delivery is made by certified mail, either party may change its address for the purposes of receiving notice pursuant to this paragraph, providing such change is in writing, which shall not be effective until actually received by the recipient party. 14. In the event that either party has recourse to court action in order to enforce this Agreement, the prevailing party shall recover court costs, including attorney's fees on the trial or appellate level, from the non -prevailing party. 15. In the event either party shall fail to perform any of its obligations under this Agreement, the performing party shall give notice pursuant to paragraph thirteen (13) to the non- performing party, which notice shall state the nature of the violation. The non -performing party shall have thirty (30) days from the receipt of notice to cure such violation. In the event the non- performing party shall fail to cure its violation of this Agreement within the thirty (30) day period, the performing party shall have the option of terminating this Agreement by giving notice of termination to the non -performing party effective upon delivery of the notice. In the event the City shall terminate this Agreement pursuant to this paragraph, the City may order Anderson to remove its shelter/benches with in thirty (30) days of termination at no cost to the City. In the event Anderson shall terminate this Agreement, nderson may remove its shelters/benches within sixty (60) days of termination, and the cost of maintaining or removing any shelters/benches remaining subsequent to the sixty (60) day period shall be the sole responsibility of the City. 16. City and Anderson hereby acknowledge and agree that this contract is interpreted to mean that Anderson has an exclusive agreement with the City to provide bus stop shelters. 17. The bus stop shelters will be located only in public rights -of -way in the City of Key West or on private property with permission of owner. Anderson agrees that it will coordinate with the appropriate governmental authority for individual sites located on sites not identified as City of Key West rights -of -way. City makes no warranties as to Anderson's ability to place or replace bus shelter on property other than that belonging to the City of Key West. 18. In the event that the Department of Transportation of the City of Key West is reorganized or becomes a contract function of private industry, City will require said department or contractor to honor the terms and conditions of this Agreement. 19. The parties agree that the Request for Proposals (Exhibit A), Anderson Bid Response (Exhibit B) with attachments are incorporated as part of this agreement. Where any conflict exists between an Exhibit and the Agreement, the Agreement will govern. Where conflict exists between the Exhibits, the Bid Response shall govern. IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed the date and year indicated below each of its names. Signed, sealed and Delivered in the Presence of. Witness Witness CITY OF KEY WEST P.O. BOX 1409 KEY WEST, FLORIDA 33041 G. Felix Cooper City Manager Date: 3 I— �,l 7— Q 5 Anderson Outdoor Advertising, Inc 1104 Truman Ave. Key West, Florida 33040 e i t derson An Date: Idl 3Z F ANDER-1 OP ID: JF -:;.CERTIFICATE OF LIABILITY INSURANCE DAT09108DIYYYY) 9108/11 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsements . PRODUCER 352-338-0552 CONTACT NAME: Darr Schackow Insurance Agency 5200 - B Newberry Road 352-376-5741 Gainesville FL 32607 John Darr 1'/-ADDRESS:_____ PHONE -- — —--- — -- ---------c _LAIC No. Ext): _._-----_-_..-----------------1LcNo. - —----_---...--- _ - E-MAIL INSURER(S) AFFORDING COVERAGE __ NAIC A INSURER A: Nw Insurance Co. Of America 25453 INSURED Anderson Outdoor Advertising, 9 Azalea Drive Key West, FL 33040 INSURERB: INSURER C: INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT 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, EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAYHAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE POLICY NUMBER POLICY EF MMIDDIYYYY POLICY EXP MMIDDIYYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 A X COMMERCIAL GENERAL LIABILITY ACP5905051075 08/07/11 08/07/12 DAMAGE TO RENTED PREMISES Eaoccuirenca 100 00 $ , CLAIMS -MADE a OCCUR MED EXP (Any one person) $ 5,00 PERSONAL & ADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 1,000,00 �EN'L AGGREGATE LIMIT APPLIES PER PRODUCTS- COMP/OP AGG $ 1,000,00 POLICY PRO- JECT LOC -- $ — — AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ A ANY AUTO ACP5905051075 08/07/11 08/07/12 ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ NON -OWNED X HIRED AUTOS Ix AUTOS $ -- — UMBRELLA LIAB _ OCCUR EACH OCCURRENCE AGGREGATE $ EXCESS LIAR CLAIMS -MADE DED RETENTION S WORI(ERS COMPENSATION WC STATU- OTH- AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEYECU FIVE OFFICERIMEMBER EXCLUDED^ u NIA E L EACH ACCIDENT $ —-- EL DISEASE - EA EMPLOYEE ---- $ (Mandatary in NH) If yes. describe under DESCRIPTION OF OPERATIONS below j "`'(� EL DISEASE- POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) ADVERTISING SIGN COMPANIES -OUTDOOR PRODUCTS -COMPLETED Certificate holder is listed as additional insured MONROEC Monroe County Board of County Commissioners 1100 Simonton Street Key West, FL 33040 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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