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Home My WebLink About04 APPROVE AMENDMENT NO. 5 TO AN_AGREEMENT FOR BUS SHELTER ADVERTISING & MAINTENANCE W CLEAR CHANNELDocuSign Envelope ID: 1B402188-3A73-46F1-87CC-E2B36D2F262E • Agenda Item 4 DS AGENDA REPORT ' Reviewed:�� City Manager ^^Ds Finance Director J MEETING DATE: JUNE 6, 2023 TO: MATTHEW S. WEST, CITY MANAGER FROM: DOUGLAS S. STACK, DIRECTOR OF PUBLIC WORKS \ CITY ENGINEER SUBJECT: APPROVE AMENDMENT NO. 5 TO AN AGREEMENT FOR BUS SHELTER ADVERTISING AND MAINTENANCE WITH CLEAR CHANNEL OUTDOOR, INC. SUMMARY Clear Channel Outdoor maintains all bus shelters and concrete bus benches in the City pursuant to an Agreement that generates revenue for the City. Staff is requesting that the City Council approve the renewal of the Agreement for two (2) years with an option for two (2) additional two- year extensions. RECOMMENDATION It is recommended that the City Council approve Amendment No. 5 to the Agreement with Clear Channel Outdoor, Inc. extending the contract for a period of two years with an option for two (2) additional two-year extensions and authorize the Mayor and City Clerk to execute the contract documents. FISCAL IMPACT The agreement with Clear Channel Outdoor provides $1,500 in revenue to the City per year for each advertising shelter plus 1 % of advertising revenue. The total annual revenue to the City is approximately $55,000. In addition, Clear Channel Outdoor provides bus stop maintenance services that are valued in excess of $25,000 per year. CORRELATION TO THE STRATEGIC PLAN The recommended actions contribute to the fulfillment of the City's Strategic Plan Goal B, Public Safety and Protection of Assets, ensuring that Tustin is an attractive, safe and well maintained community in which people feel pride. DISCUSSION The City entered into an agreement with Eller Media Company in December of 1995 to construct and maintain bus shelters and benches in the City. Eller Media was acquired by Clear Channel Outdoor (CCO) in 1997. To date, CCO has installed 35 advertising shelters and 35 concrete bus benches in the City. CCO maintains all bus shelters and concrete benches that it has provided in the City. CCO has been responsive to staff and citizen requests related to maintenance issues and is timely and accurate with payments to the City. Graffiti and vandalism are ongoing issues and CCO has been responsive to cleaning requests. In recent years the City has taken advantage of free ad space to promote drowning prevention and water conservation throughout the community. DocuSign Envelope ID: 1B402188-3A73-46F1-87CC-E2B36D2F262E Clear Channel Outdoor Contract Extension June 6, 2023 Page 2 Staff is recommending that the City Council renew the Agreement for a period of two years with an option for two (2) additional two-year extensions. If approved, the proposed Agreement extensions will terminate on July 1, 2029. At that time, the City will have the option to approve a contract extension, assume maintenance responsibilities for the shelter and bench facilities or enter into a new Advertising and Maintenance Agreement with CCO or another shelter company. The City Attorney has reviewed and approved the proposed amendment as to form. Stack, P.E. Public Works/City Engineer Attachment 1: Amendment No. 5 DocuSign Envelope ID: 1B402188-3A73-46F1-87CC-E2B36D2F262E AMENDMENT #5 TO AN AGREEMENT BETWEEN THE CITY OF TUSTIN AND CLEAR CHANNEL OUTDOOR TO CONSTRUCT AND MAINTAIN BUS SHELTERS AND BENCHES WITHIN THE CITY OF TUSTIN, CALIFORNIA This Amendment #5 to the Agreement to Construct and Maintain Bus Shelters and Benches within the City of Tustin, California originally dated November 20, 1995 ("Agreement") is made and entered into by and between the CITY OF TUSTIN, a municipal corporation ("City"), and CLEAR CHANNEL OUTDOOR, a Delaware limited liability corporation, f/k/a Eller Media Company ("Contractor"). RECITALS A. WHEREAS, City and Contractor entered into an Agreement dated November 20tn 1995 (the "Original Agreement"), wherein Contractor agreed to construct and maintain bus shelters and benches in accordance with the Agreement; and B. WHEREAS, City and Contractor entered into the First Amendment to the Original Agreement dated July 15, 1999 establishing a formal contract start date of June 1, 1999 and extended the Agreement until May 30, 2004 (the "First Amendment"). C. WHEREAS, City and Contractor entered into the Second Amendment to extend the Agreement until May 30, 2006 (the "Second Amendment"). D. WHEREAS, City and Contractor entered into the Third Amendment to extend the Agreement until June 30, 2017 (the "Third Amendment"). E. WHEREAS, City and Contractor entered into the Fourth Amendment to extend the Agreement until June 30, 2023 (the "Fourth Amendment"). Collectively, the Original Agreement, as amended by the First Amendment, the Second Amendment, the Third Amendment, and the Fourth Amendment are referred to as the "Agreement". F. WHEREAS, the Parties desire to amend the Agreement as provided herein. AGREEMENT NOW, THEREFORE, for good and valuable consideration, the Agreement is hereby amended as follows: 1. Defined Terms. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings assigned to such terms in the Original Agreement. DocuSign Envelope ID: 1B402188-3A73-46F1-87CC-E2B36D2F262E 2. Term. The term of the Agreement is extended through June 30, 2025. Additionally, Contractor may apply to the City for two (2) additional two (2) year extensions of the term subject to the mutual consent of the City and Contractor. 3. All Other Terms Remain in Effect. All other terms and conditions of the Agreement and all attachments and exhibits thereto, shall remain in full force and effect 4. Integration. This Fifth Amendment and all attachments hereto (if any) integrate all the terms and conditions mentioned herein and supersede all the negotiations with respect hereto. This Fifth Amendment amends, as set forth herein, the Agreement and except as specifically amended hereby, the Agreement shall remain in full force and effective. To the extent that there is any conflict or inconsistency between the terms and provisions of this Fifth Amendment. 5. Execution. This Fifth Amendment may be executed in one or more counterparts, each of which shall be deemed an original but all of which when taken together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement on the date shown below. CITY: City of Tustin Mayor of the City of Tustin Date ATTEST: City Clerk APPROVED AS TO FORM: F."Signed by: 2 CONTRACTOR: Clear Channel Outdoor, LLC AOM By: Gr g McGrath (Apr26, 202312:17 PDT) Title: Regional President Southern California Dated: Apr 26, 2023 DocuSign Envelope ID: lB402188-3A73-46F1-87CC-E2B36D2F262E Amendment #5 4 26 2023 Final Audit Report 2023-04-26 Created: 2023-04-26 By: laynelawson@clearchannel.com Status: Signed Transaction ID: CBJCHBCAABAADsMV8QObYXbDH9xnAelVy8QxYfreShl_ "Amendment #5 4 26 2023" History Document created by laynelawson@clearchannel.com 2023-04-26 - 2:54:34 PM GMT- IP address: 216.117.248.158 Document emailed to gregmcgrath@clearchannel.com for signature 2023-04-26 - 2:54:53 PM GMT Email viewed by gregmcgrath@clearchannel.com 2023-04-26 - 4:13:37 PM GMT- IP address: 172.225.88.160 dp Signer gregmcgrath@clearchannel.com entered name at signing as Greg McGrath 2023-04-26 - 7:17:43 PM GMT- IP address: 159.100.175.37 4�0Document e-signed by Greg McGrath (gregmcgrath@clearchannel.com) Signature Date: 2023-04-26 - 7:17:45 PM GMT - Time Source: server- IP address: 159.100.175.37 Agreement completed. 2023-04-26 - 7:17:45 PM GMT Powered by 24P Clear Channel Adobe Acrobat Sign