HomeMy Public PortalAbout09) 10B 2nd Amendment to Digital Billboard Advertising and Amortization Agreement
MANAGEMENT SERVICES DEPARTMENT
MEMORANDUM
DATE: September 2, 2014
TO: Honorable Mayor and City Council
FROM: Donald E. Penman, Interim City Manager
By: Brian Haworth, Asst. to the City Manager / Econ. Development Manager
SUBJECT: SECOND AMENDMENT TO THE DIGITAL BILLBOARD ADVERTISING
AND AMORTIZATION AGREEMENT BETWEEN THE CITY OF TEMPLE
CITY AND TEMPLE CITY GATEWAY, LLC
RECOMMENDATION:
The City Council is requested to:
a. Review and approve the Second Amendment to the Digital Billboard Advertising
and Amortization Agreement between the City and Temple City Gateway, LLC;
b. Authorize the Interim City Manager to execute said Amendment with Temple City
Gateway, LLC; and
c. Allocate $15,000 from the Undesignated General Fund Balance for relocation of
streetlight pursuant to contractual terms.
BACKGROUND:
1. On October 6, 2011, the City Council approved an advertising and amortization
agreement (provided as Attachment “A” and referenced hereafter as “Agreement”)
with the DeLorenzo Family Trust (now Temple City Gateway, LLC and referenced
hereafter as “TC Gateway”) for a digital billboard at 5402 Rosemead Blvd. The
Agreement essentially allows TC Gateway to operate the billboard for 40 years in
exchange for on-site building and landscaping improvements, including a
prominent architectural overhang sign. The Agreement also provides the City with
a number of free billboard advertising slots for the promotion of its events and
programs.
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City Council
September 2 , 2014
Page 2 of 4
2. On February 4 , 2014 , the Council approved a first amendment to the ag reeme nt
(provided as Attachment "B" and referenced hereafter as "First Amendment"),
which addressed nuances with digital billboard installation . Specifically , the First
Amendment set forth deta iled guidelines for content , des ign and programming of
the City's free advertising slots; and clarified discount advertising rates for local
businesses . The contractual changes also introduced a new provision regarding
digital billboard visibility-Article VI -which contains clauses that the City not install
trees , landscaping or fixtures in the billboard 's vicinity that materially impairs its
presen ce . In that spirit, the City made accommodations to relocate two adjacent
trees , remove one tree , and move an existing street light. Activities regarding the
trees have since be en comp leted and a relocation of the existing streetlight will
occur soon .
3 . On August 12 , 2014 , the City Manager, along with the City Engineer and Assistant
to the City Manager, met with Pierre Delorenzo of TC Gateway to discuss his
request for two items : (1) an amendment to the Agreement that extends a
con tractual milestone to i nstall new landscaping and the architectural overhang
sign ; and (2) the removal of a nearby street light and two street pole banners that
impair the billboard 's visibility.
ANALYSIS:
Includ ed as Attachment "C", the proposed Second Amendment addresses the following
items:
Phase IV Time Extension
The Agreement requires TC Gateway to comp lete four phases of work , otherwise
known as co ntractual milestones. Phases I through Ill , which requ ire billboard
installation and enhancements to the s ite 's vehicle service shop , are complete . TC
Gateway met these milestones between December 2012 and January 2014 , well in
advance of a generally prescribed June 20 14 deadline .
The remaining milestone , Phase IV, requires additional site landscaping and the
installation of an illumi nated architectural overhang sign that p ro minently reads
'Temple City Gateway" along th e property's Olive Street frontage (depicted as
Attachment "D"). The Agreement required milestone completion by July 2014 ;
signage plans were submitted ea rli er this year and will be approved next week by
the C ity 's Community Development Department.
Over th e last six months , TC Gateway has marketed a build -to-suit drive-thru
co ncept for the property's rear eastern portion , which houses a coin -operated car
wash . Representative Pierre De Lorenzo had since verbally requested (to City staff
in June) a tim e extension for Phase IV, allowing TC Gateway to finali ze discussions
City Counc il
September 2 , 20 14
Page 3 of 4
with prospective national credit tenants. This accommodation makes sense as a
new tenant may mandate a specific building layout and exte rnal corporate
branding elements. By requiring the architectural overhang sign to be installed
now, it may stifle or prohibit any potential future development. Furthermore , if the
sign is installed now, it may need to l ater be moved or altered .
Provided as Section 1 of th e Second Amendment , revised language is proposed
for comp letio n of Phase IV, which reads July 31 , 2016. It further defines sign
installation to includ e const ruction activities and a requ i rement fo r all formal City
approvals prior to the rev ised deadline . An ancillary clause was added stating
conditions of default in the even t TC Gateway does not meet t he revised
milestone , i .e ., 30 days to cure breach of the Agreement or cease the billboard 's
operation .
Accommodations by the City
Ide nti fied in Section 7 .1 as pa ragraph s b and c , language was added to forma l ly
memorial ize discussions on the following items between City staff and TC Gateway
repres e ntative Pierre De Lorenzo.
Streetlight Relocations : Under terms of the First Amendment, the City was to
relocate an existing Southern California Edison (SCE) streetlight 27' north from the
north east co rn e r of Rosemead Boul eva rd a nd Olive Street. Both parties concluded
the proposed locati o n as unsuitable and ag reed to a more optima l placement on
th e south side of Olive Street (approximately 60 ' from the curb return on
Rosemead Boulevard as depicted by Attac hm ent "E"). The provided language
affirms this direction , as well as th e City 's pos iti o n-of Mr. De Lorenzo 's related
request provided as Attachment "F"-that it will not move a nearby SCE light pole
on Rancho Real Road as it does not materially impair the billboard's visibility.
Street Banner Re m ovals : Pursuant to Artic le VI , the C ity will remove two street
bann ers o n the eastern side of Rosemead Boule va rd, between Olive Street and
Rancho Real Road . Th e removal of banners will accommodate a contractual
claus e that the City not insta ll fi xtures that sig nificantly impede the b illboard 's
visibility. The banners are to be removed wi th in 30 days execution of the Second
Amendment.
CONCLUSION:
Cou nci l appro v al of th e Second Amendment a ll ows for con tr actual language revisions
th at c larify expectation s between both parties , and temporari ly delays installation of an
arch itectural ove rhan g sign for purposes of continuing retail attract ion effo rts .
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City Counci l
September 2, 2014
Page 4 of 4
FISCAL IMPACT:
Under contractua l terms of the First Amendment the City will need to appropriate
$15 ,000 from the Un designated Genera l Fund Balance for stree t li ght re location as it
was not inc luded in the FY 20 14 -15 City Budget. Thi s figure is a cost not-to-e xceed
est ima te with any un spe nt mon ies to be rea ll ocated back to the Genera l Fund .
ATTACHMENTS:
A. Agreement (Oct. 2011 )
B. First Amendment (Feb . 2014 )
C. Proposed Seco nd Amendment (Sept. 2014 )
D. Arch ite ctural Ove rhang Sign Rendering
E. Streetl ight Relocation Diagram
F. Streetlight and Ban ner Removal Request (Jul. 201 4)
OFFICIAL BUSINESS
Document exempt from recording
ATTACHMENT A
fees pursuant to Cal. Gov. Code§ 6103 .
RECORDmG REQUESTED BY COPYot Document Recorded
AND WHEN RECORDED MAIL TO: At ___ ...,.,.,__
City. of Temple City
9701 Las Tunas Drive
Temple City, CA 91780
A TrN : Community Developm ent Dept.
Has not b1
Original wi
processing '--·-____ ../
SPACE ABOVE THIS LINE FOR RECORDING USE
DIGITAL BILLBOARD ADVERTISING AND
AMORTIZATION AGREEMENT
by and between the
CITY OF TEMPLE CITY
and
DELORENZO FAMil:-Y TRUST
Dated ocToBER 6 '2011
RJV 114842·7132-3657 vJ
DIGITAL BILLBOARD ADVERTISING AND AMORTJZA TION AGREEMENT
This Digital Billboard A d vertizing and Amortization Agreement ("Agreement"), which is
dated for reference as indicated on the cover page, is hereby entered into by and betwe en the
CITY OF TEMPLE ClTY, a California charter c ity ("City") and the DELORENZO FAMILY
TRUST ("Digital Billboard Owner'') on the following te rms and conditions:
RECITALS
A . New ou td oor advertizing structures (here inafter referred to as "bill boards") are
prohibited in the City of Temple City except fo r in the M-I zone. However, Sec tion 9329 of the
Temple City M unicipal Code allows existing legal non-confonning billboards to be upgraded
and modern ized subject to a Condition al Use Permit.
B . A legal non-conforming billboard currently exi sts on the Property ("Existing
Billboard"), as well as a self-serve car wash and automobile repair shop . TI1e Digital Billboard
Owner has applied for and obtained a Conditional U se Pennit to expand and remodel the e xist ing
car wash and repair shop on the Property and to modernize the Existing Billboard as provi ded for
in Section 9329 ofthe Temple City Municipal Code ("CUP 1 t-1777").
C. CUP 11 -1777 allows the Digital Billboard Owner to demolish the Existing
Billboard and construct a dual-sided 14'x 48' LED digital billboard on the Property (''Digital
Billboard "). ·
D . Subsection (B)(4) of Section 9329 requires any p erson w ho obtai ns a Condition al
use permit to moderni ze an existing billbo ard to enter into a writte n agreement with the City
providing for the amorti zation of t he new , m odern ized digi tal billboard and the provisio11 of
a dvertizing sp ace to th e City on the new digita l billboard.
E. The Digital Billboard Owner is a co-owner of the Property . T he Dig ita l Bill board
O wner has submitted proof of the o ther c o -owner's cons ent to the installation of the· D igital
Billboard.
DEFINITIONS
"Actio11" shall mean any suit (whe ther lega l , equitable, or d eclaratory in n ature),
proceeding or hearing (whether administrative or judicial), arbitration or mediation (whether
voluntary, court-ordered, binding, or non-binding), or other alternative dispute resolution
process, and the filing, recording, or service of any process, notice, claim, demand, lien, or other
instrument which is a prerequisite or prelude to commencement of the Action.
"Amortlwtion PuJodu shall mean the period of time the D ig ital Billboard Owner is
penrutted to use the Digital Billboard, as provideq for in Section 2 .1 of th is A g reeme nt.
"Existing Billboard" shall m ean tha t dual-sided, externally li ghted billboard located on
the Property.
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"Cit)'" shall mean the City of Temple City, a charter city and municipal corporation
fonned and existing under the laws of the State of California. The term "City" shall also include
any assignee of, or successor to, its rights, powers, and responsibilities .
"Cily Manager" shall meW\ the City Manager of the City and/or any person d esignated
and authorized by the City Manager to act in the City Manager's capacity with regard to thi s
Agreement.
"Costs and Expenses " shall mean court co?ts, flling, re c ordi n g, a n d se r vice fees, copying
costs, exhibit production cnsts, special media rental costs, attomeys' fees, consultants' fees,
witness fees (both lay at~d expert), travel expenses, deposition and transcript costs, costs of
p reparing not ices, claims, and dem ands, investigation costs, and any other cost or expense
reasonably and necessaril y inc urred by the party.
''CUP 11-1777" shall mean that Conditional Use Permit ob tained by Digital Billboard
Owner for the Project.
"Defoulf' shall mean the failure of a party to perfonn any material action or covenant
required by and within the time periods provided herein following_ notice and opportunity to
cure, as set forth in Section 5.1 [Default] of this Agreement. A material violation of a condition
of approval of CUP l l -1777 shall be deemed a default.
uDigital Billboard" shall mean the dual-sided 14' x 48' LED billboard the Digital
Billboard Owner is pennitted to construct on the Property after the demolition ofthe E x is tin g
B illboard purs uant to Conditional Use Permit Jl -1777, as depicted o n the diagram attached
hereto and incorporated herein by reference as Attac hment "C".
uDig ital Billboard O wner " shall mean the Deloren zo Family Trust. The term "Digital
B ill board Own er" shall , to the extent s uch is expressly p e rm itted under this Agreement, includ e
any assignee of, or successor to, the rights a nd respo n s ibilities o f the D igit a l Bi llboard Owner
under this Agreement.
"Effective Date" shall mean the date the Agreement has been formally approved by the
City's governing board and executoo by the appropriate authorities of the City and Di gital
Billboard Owner.
"Project" shaJl mean the total project described in CUP 11-1777, as described in m ore
detail in Attachment "D" hereto .
14P roject Approvals " shall mean any Jand u se, development, and building approvals and
entitlements required by the City for the development artd construction of the Project, in c luding,
but not limited to, Conditional Use Permit No. 11-1 777.
"Property" shall mean those certain parce ls of real property locate d at 5402 Rosemead
Boulevard, Temple Ci ty, Cal if ornia, and 9011 O live Stre et, Temple City, California and
c om m only kno wn a s A ssessor's P arcel Numbers 538 8-004-01 4 and 53 88-004-0 17, as more
particularly described in the legal description atta ched hereto and in corporated h e re in by
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reference as Attachment "A" and as depicted on the d iagram attached hereto and incorpora ted
herein b y reference as Attachment "B".
"Property Own er" sh a ll mean the Delore nzo Fami ly Trust and the Demarco Fami ly
Trust. "Property Owner" sh all i nc lude an y successors and assignees to the Property Owner's
in terest s i n the Property."
OPERATIVE PROVISIONS
NOW, THEREFORE, i n consideration of the mutual promises and coven ants made by
the parties and contained herein and other consideration, the value and adequacy of which are
hereby acknowled ged, the parties agree as follows :
ARTICLE I-PROVISION OF ADVERTISING SPACE TO CITY
1.1 . Advertising Space . Digital Billboard Owner shall make advertising space on the
Digital Billboard available to the City. One s lot in the advertis ing rotation fo r the Di gital
Billboard shaU be made avaHabie to the City at all ti mes at no cost to the C ity. Th e t enns upon
which the Digital Billboard Owner sha ll make ad verti sing spac e avai labl e to the City are more
fully descr ibed in Attachme nt "E " to this Agreeme nt.
1.1.1. City shall not sell the advertising time it is provided pursuant to this
Agreement t o any third party.
1.1 .2. In the event t hat the Digital Billboard is offline due to ge neral screen
mai n tenance, screen upgrades or tec hnology fai lures , there shall be no cany forward of City
advertising minutes. Any failure to provide the City with advertisjng space due to general screen
maintenance, screen upgrades or technology fai lures shall n ot be deemed a D efau lt under this
A greement.
1.2. Non-Use By City. City shall noti fy Digit al B il lb oard Owner of any planned
periods of non-use of its advertising space. Notificati on shal l be given to the D igital Billboard
Owner at least thirty (30) days prior to the comme ncement of the planned pe riod of n on-use.
Digital Billboard Owner may utilize the City's advertising space d uring any such planned period
of non-use .
1.3. Qneration of Digital BiJlboard . Di gital Billboard Owner shall operate th e D igital
Billboard in a ccordance with the Project Approvals, including CUP 1 1-1777, a copy of which is
attached as Attachment "F " t o th is Agreement. A d verti sements and other content d ispl ayed shall
be static images only, motion vid eo is prohibited.
1.4. Local Business D iscount. Digital B ill board Owner agrees to offer up to twenty-
five percent (25%) of the avai lable adve1tising slots on the Digital Billboard, or up to two (2}
slots, whichever is higher, to businesses located in Temple City at a fifiy percent (SO%) discount
off of the Standard Rate Card price for the advertising slots.
1.5 . Advertising Content. Digital Billboard Owner voluntarily agrees to limit the
types of advertis ing c ontent it will d isplay on the Digital B il lboard in the fo llowing m anner:
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l.S.I. Digital Billboard Owner will n t d ' J · •
contains obscenity, as defined b y tbe United St t S 0 15CP ay ~y ~dvertt smg con tent that
41 3 U.S. 15. a e s upreme ourt m Mill er v. California (1973 )
1.5 .2 . Digital BiiJboard Owner wiiJ not di 1 · ·
contains nudity, and aU persons depicted o th n· 'tal a· spay any advertts mg content that
area, .buttocks_ and female breasts from then to: o/~e arc~::o:;; ~htll have their genital~a. pubic
not dJsplaycd m a sexually s ugges tive or prurient mann er. e ow, covered complete ly and
1.5.3. Digital BHiboatd Owner will not dis la d · ·
b usinesses, as that term is defined in Section 945 5.2 !-~:nfe~ vl:rtl~~g for a?~lt oriented
regardless of whe ther tbe adult oriented business is located in Temple ~ity or ~l::~~~al Code,
ARTICLE ll -AMORTIZATION OF DIGITAL BILLBOARD
Di ital ~~ilb ~;rtiz.atio~ Pe riod . Digital Billboard Owner shall be pennitted to use the
A g 1 ~;u-Am or. a ~enod of forty (40) years, commencing on the E ffecti ve Date o f thi s
greeJ?en.t ( . ortJ.zatJo~ . Period"). Digital Bi llboard Owner and C ity agree that this
~~OrtJ.Zatton Pertod •s anhcJpated to provide Digi tal Bill board Owner s uffi cient tim t ·~ Investment in the Digi t a l Billboard . For t he dura~ on of the Amortization Period, ~h~ ~~~~
BtUbo ard shall ~e deem ed to be a Jegal n oncon formmg sign under the Temple C ity Municipal
Code and ~he C1ty sh a ll not seek to r emove the Digital Biiiboard, except as may be provided
un d e r Sect10n 2.3 .2 [Early Removal] of this Agreement.
2.2. Ma~n tenance . The Digital Bi llboard Owner coven ants and agrees for itself, its
successors and ass1gn s , and any successor-in-interest to the Digi ta l Billboard, or any part thereof.
that it will, at its sole c ost and expense: '
2 .2 .1. Maintain the appearance and safety of the Dig ital BiU board (inc ludin g all
improvements and fi x tures re l ate d thereto) in go od o rder, conditi<?n, and repair, a nd free from the
accumulation of trash, waste materials, and other debri s ;
2.2.2. Remove all graffiti placed upon the Digital Billboard (including all
improvements and fixtures rel ated thereto) within seventy-two (72) hours of receivi ng written
notice as provided in this Agreement, or under the City's Municipal C o de, from the City. I n the
event of a breach of this covenant and of a failure to cure the breach w ithin ftfte en (15) days after
service of a written notice b y City, the City o r its agents, employ ees and contractors shall have
the ri ght to e n ter upon the Property and Di gi ta l Bill board w itho ut further notice and to take such
a ctions as are necessar y to cure the bre ach . Digital B i ll board 0 \\'ner shall reimburse City for all
costs associated wilb cure of the breach (including but not limited to, staff services,
administrative costs, legal services, and third-party costs), within fifteen (l 5) days after service
of a written notice by City . lf Digital Billboard Owner fai ls to pay wi t hin the time provided,
such costs shall be a lien upon the D igital Billboard, as provided by California Civil Code §
2881 . The City may enforce and foreclose such l ien in any m anner legally allowed.
2.2.3. Equip the Digital Billboard wi th automati c dimming cap abili ty, and ensure
that the light produced by the D igi tal Billboard does no t exc eed 0.3 foo t candl es over ambien t
Rl V 148<t2 -7132.J6 S7 v3 -4-
light levels. The li ght produced by the Digital Billboard shall be measured 250 linear feet
directly in front of each of the Digital Billboard's faces at 5 feet above the ground.
2.3 . Removal of Sign.
2.3.1. Removal at End of Amorli~'ition Period. On or before the expiration of the
Amortization Period, Digital BiUboard Owner shall, at its sole cost and expense, remove the
Digital Billboard from the Property to the satisfaction of the City's Community Development
Director (or equivalent department head in the event such title should change).
2.3.2. Early Removal. The City may require that Digital Billboard Owner remove
the Digital Billboard prior to the expiration of the Amortization Period in any of the following
events:
2.3.2.1. Uncured Default. Digital Billboard Owner fails to cure a default
of this Agreement within the time provided for cure under Article V [DefaultJ of this Agreement;
2.3.2.2. Bankruptcy. The filing against Digital Billboard Owner of a
petition in bankruptcy or other similar proceeding under law for relief of debtors or the
involm1tary appointment of a receiver, custodian, liquidator or trustee in bankruptcy of Digital
Billboard Owner's Property where such petition or appointment is not vacated or discharged
within sixty (60) calendar days after the filing or making thereof
2.3.2.3 . Insolvency. Digital Billboard Owner becomes insolvent or
voluntarily or involuntarily makes an assignment or transfer for the benefit of creditors other
than the City, a nd/or the voluntary or involuntary appointment of a receiver, custodian, liquidator
or trustee ?f Digital Billboard Owner's property.
2.4. Security. Digital Billboard Owner shall purchase and maintain a performance
bond or other security, such as a cash deposit or irrevocable letter of credit, in accordance with
the schedule contained herein, to secure the performance of its obligations under this Agreement.
In the event of an uncured breach of the Digital Billboard Owners' obligations under Sections
2.2 (Maintenance) or Section 2.3 (Removal of Sign] of this Agreement, City may make claim
against or draw upon the bond or other security an amount equal to the costs incurred by City to
remedy the breach.
2.4.1. During the first five years of this Agreement, Digital Bil1board Owner shall
purchase and maintain a performance bond or other security in an amount greater than or equal
to five thousand doJlars ($5,000).
2.4.2. During the sixth through tenth years of this Agreement, Digital Billboard
Owner shall purchase and m a intain a performance bond or other security in an amount greater
than or equal to ten thousand dollars ($1 0,000).
2.4.3. During the eleventh through fifteenth years of this Agreement, Digital
Billboard Owner shall purchase and maintain a performance bond or other security in an amount
greater than or equal to fifteen th ousand dollars ($15,000).
1UV f<IW-7132·3657 vJ -5-
ARTI CLE Ill -C OVENANT S RUN WITH T H E LAND
3. I. The Covenants set forth herein shall run with the Property and shall be binding
upon D igital Billboard Owner. The Covenants may be e nforced by the City. Digital Billboard
Owner shall not ch allenge the Covenants as set forth in this Agr~ement or any right of the City
created un der this Agreement. Digital Bill b oard Owner expressly acknowledges and agrees that
the Covenants are reasonable restraints on Digital Billboard Owner's right to own, use, maintain , and transfer any interest in th e D igital Billboard and are n ot and s hall not be construed t o be an
unreasonabl e rest raint on alienation.
3.2. The Covenants and provisions of this Agreement do not limit the ri ght of any
mortgagee, o r beneficiary und er a deed of"trust who h as provided funds for acqui sition of, or
construction of buildings upon the Property to forec lose or otherwise enforce an y mortgage or
deed of trust upon the Propeny or any p ortion thereof, or the ri g h t of any mortgagee or
beneficiary under a deed of trust, to exerci s e a ny o f its remedies for t h e enforcement of any
pledge or l ien upon the Property; provided, however, that, in the event of any foreclosure under
any such mortgage or d eed of trus t or a sale p ursu ant to any power of sale includ ed in any such
mortgage or d eed of trust, the purchaser or purc hasers and thei r successors and assigns and the
Property shall b e an d shall continue t o be su bject to all of the Covenants and provisions
contained in t his Agreement. Upon request of the Digital Billboard Owner, City sh all execute
and deliver to Digital Billboard Owner an Estoppel Certifi cate in favor of an existing or
prospective lender or a proposed assignee of Digital Billboard Owner, which sets forth the
material terms of this Agreement, a representat ion that this Agreement is in full force and effect,
and tha t there are no defaults hereunder.
ARTICLE IV -INDEMNITY
4 .1. General Indemnity. Except as to the so le negligence , a ctive n egligence or
willful misconduct o f the C ity, Digital Billboard Owner expressly agrees to, and shall,
indemnify, defend, release, and bold the City a nd its officials, office rs, e mployees, agents , and
contractors harrnJess from and against any Action, liabil ity, loss, damage, entry, j udgment, order,
lien, and Costs and Expenses which arises out of, or are in any way related to, any ac t or
omission of Digital Billboard Owner, or its officers, directors, employ ees, agents , or contractors ,
connected with the performance under this Agreement, th e construc tion, use, o r operation of the
Proj ect or Digita l Billboard, notwithstanding that the City m ay have benefited the re from, or any
c hal len ge to this Agreement. This Section shall apply to any acts or omi ssions , willful
misconduct or n egl igent conduct, whether active or passive, on the part of Digital Billboard
Owne r 's officers, directo rs, employees, agen ts and contractors. The Parties expressly agree that
any payment, or Costs and Expenses the C ity incurs or m akes to, or on b eh alf of, an inj ured
employee under the C ity's self a dminis ter ed workers' co~pensat ion, is incl uded as a loss or
Costs and Expenses for the purpose of this Section. The City shall not be r espo nsible for any
acts, errors o r om is s ions of any person or entity except the C ity and its officers, agents, servants,
employees o r contractors. T h e P arties ex pressly a gree that the oblig ations o f Digital Billboard
Owner under this Section shall s urvive the ex piratio n or earl y terminatio n o f the A greement.
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ARTICLE V-DEFA ULT AND REMEDIES
5.1. Default. In the event of a Default, the injured party shall give writte n "Notice of
Defau lt " to the defaulting party, spec ifying the Default. Delay in giving such notice shall n o t
constitute a waiver of th e Default. If the defaul ting party fails to cure the Default within thirty
(30) days after receipt of a notice specifying the Default, or, if the Default is of a nature that
cannot be cured within thirty (30) days, the defaulting party fail s to commence to cure the
Default within said thirty (30) days and thereafter diligently prosecute such cure to completion,
then the defaulting party shall be liable to the injured party for any and all damages caused by
such Default, unless otherwise provided for by this Agreement.
5.2. No Waiver. Failure to insist on any one o~casion upon strict compliance with
any of the terms, covenants or conditions hereof shall not be deemed a waiver of such term,
covenant or condition, nor shall any waiver or relinquislunent of any rights or powers hereunder
at any one time or more times be deemed a waiver or relinquishment of such other right or po wer
at any other time or times.
5.3. Specific Perl'ormancc. The use, mainte nance, and re moval of the Billboard in
accordance with tlti s Agreement is of a special and unique kind and character and the rights
granted to the City, and it s successors and assigns hereunder, are of a s imil ar special and unique
kind and character so that if there is an uncured d efault by Digital Billboard Owner of thi s
Agreement, the City , and its successors and assigns, wo uld not have an adequate remedy at Jaw.
Therefore, the C ity's ri ghts, and those of its successors and assigns hereunder, may be enforced
by an action for specific performance and such other equitable relief as is provided by the Jaws
of the State of California. In any action seeking enforcement or interpretation of any o f the terms
or provisions of this Agreement, the prevailing party shall be awarded, in addition to damages,
injunctive relief, or other relief, and its Litigation Expenses, as provided in Section 5.4.3
[Attorneys' Fees] ofthis Agreement.
5.4. (&gal Actions . In addition to any other rights and remedies, any party may
institute a legal Action to require the cure of any Default and to recover damages for any Default,
or to obtain any other remedy consistent with the purpose of this Agreement. The following
provisions shall apply to any such le gal Action :
5.4.1. Jurisdiction and Venu e. Legal Actions must be instituted and mai ntai ned
in the Sup erior Court of the County of Los Angeles, State of California, N ortlleast Di strict, or, if
appropriate, in the United States D istrict C ourt for the Central District of California, Western
Division. Digital BiHboard Owner specifically waives any rights provided to it pursuant to
California Code of Ci vil Procedure §3 94 and any federal statute or rule of s imilar effect.
5.4.2. Applicable Law. The laws of the State of California shall govern the
interpretation and enforcement of this Agreement.
5 .4.3. Attorney's Fees. In the event either party commences an Action against
the other pany which arises o ut of a Default of, breach of, failure to perform, or that is otherwise
related to, this Agreement, then the Prevailing Party (as defined herein) in the Action shall be
entitled to recover its Litigation Expenses (as defined herein) from the other party in addition to
R!V N4842-7132-3657 vJ -7-
whatever relief to which the prevailing pcuty may be entitled. For purposes of this section,
"Litigation Expenses" includes all Costs and Expenses, to the extent such are reasonable in
amount, that ar e actually and necessarily incurred in good faith by the Prevailing Party directly
related to the A ction . For t11e purposes of this section, "Prevailing Party" shalJ have the meaning
ascribed in §1032(a)(4) of the California Code of Civil Procedure.
5.5 . Rights and Remedies are Cumulative. The rights and remedies of the Parties
are cumulative, and the exercise by a party of one or more of its rights or remedies shall not
preclude the exercise by it, at the same or different time, of any other rights or remedies for the
same Default or any other Default by another Party.
5 .6. Termination by City. The City may terminate this Agreement upon the
occurrence of any of the following events:
5.6 .1. Digital Billboard Owner (or any successor in interest) assigns or attempts
to assign the A greement or any rights ther ein in vio lation of any provision of this Agreement,
including but not limited to Section 6. I [Assignment];
5.6.2. Digital Billboard Owner (or any successor in interest) becomes insolvent
or Digital Billboard Owner (or any successor in interest) voluntarily or involuntarily makes an
assignment or transfer for t11e benefit o f creditors other than the City, and/or Digital Billboard
Owner is subject to the voluntary or involuntary appointment of a receiver, custodian, liquidator
or trustee of Digital Billboard Owner's property and/or the Bi1lboard ;
5.6.3 . Notwithstanding Section 5.1, if Digital Billboard Owner fails to provide
advertising space to City as require by Article I of this Agreement the City may tenninate this
Agreement immediately;
5.6.4. Notv.rithstanding Section 5 .1. ff Digital Billboard Owner fails to provide
the security required by Section 2.5 of thi s Agreement the City may terminate this Agreement
immediately;
5 .6.5. Digital Bitlboard Owner is otherwise in Default of this Agreement and fails
to cure such Default within the time set fo11h in Section 5.1 [Default] hereof.
If, after the occurren ce of any of the above-en titled events, the City elects, in its
sol e discretion, to tem1 inate this Agreement, then all rights of Digital Billboard Owner and any
person or en ti ty cl airrung by or through Digital Billboard Owner arising under this Agreement or
with regard to the Billboard as may arise under th~ Agreement shall immediately cease and be
tenninated, except that any obligations of the Digital Billboard Owner to indemnify or reimburse
the City or the City shaH continue in full force and effect and the City shall h ave all of the
remedies to enforce a breach or a Default of this Agreement as may be provided hereunder and
under the law.
ARTICLE VI -GENERAL PROVISIONS
6 .1. Assignment. Digital BiHboard Owner shall make no assigrunent, conveyance, or
other transfer ("Assignment") of any of its rights or obligations under thi s Agreement, withou t
RI V 1~842-7132-3657 v3 -8-.
first obtaining the City's written consent, which consent the Ci ty will not unreasonably withhold,
provided the assignment is necessary to effectuate the intent of the Agreement, to facilitate a sale
of the Digital Billboard Owner 's interest in the Digital Billboard, to effectuate an estate plan of
the Digital Billboard Owner, and/or the assignee is detennined by the City, in its sole discretion,
to be capable of carrying out the purpose and intent of the Agreement. Notwithstanding the
foregomg, no transfer of Digital Billboard Owner's rights hereunder to an affiliate entity or
entity owned or controlled by the Digital Billboard Owner or any of its trustees or beneficiaries
shall be deemed an assignment hereunder.
6.2. Non~liabili!y of City Officials and Employees. No board member, official,
consultant, attorney, or employee of the City shall be personally liable to Digital Billboard
Owner, or any succe ssor, or assign, or any person claiming under or through them, in th e event
of any Default or breach by the City or for any amotmt which may become du e to Digital
Billboard Owner or to its s uccessor, o r on any obligations aris ing under this Agreement.
6.3. Conflicts of Interest. No City Council member, official, consultant, attorney, or
employee of the City shall have any p ersonal interest, direc t or indirect, in this Agreement nor
shall any such member, official or employee participate in any decision rel ating to this
Agreement which affects his or her personal interests or the interests of any corporation,
partnership or assOciation in which he or she is, directly or indirectly, interested.
6.4. No Third Party Beneficiaries. This Agreement is fo r the sole and exclusive
benefit of the City and Digital Billboard Owner. No other parties or entities are intended to be, or
shall be considered, a beneficiary of the performance of any of the parties' obligations under this
Agreement.
6.5 . Integration. This Agreement consists of pages I through 11, inclusive, and
Attaclunents "A" through "F" attached hereto and incorporated herein by this reference, which
constitute the entire understanding and agreement of the parties and supersedes all negotiation s
or previous agreements between the parties with respect to all or any part of the subject matter
hereof.
6.6. Recitals and Definitions . The Recitals and Definitions set forth at the beginning
of this Agreement are a s ubst an tive and integral part of this Agreement and arc incorporated by
reference in the Operative Provisions of thi s Agreement.
6 .7. Tides and Captions . Titl es and captions are fo r convenience of reference only
and do not define, describe or limit the scope or the intent of this Agreement or any of its terms.
Reference to section numbers are to sections in this Agreement unless expressly stated otherwise.
6 .8 . Interpretation. The City and Digital Billboard Owner acknowledge that this
Agreement is the product of mutual arms· length negotiation and drafting and each represents and
warrants to the other that it has been represented by legal COWlsel in the negotiation and drafting
of this Agreement. Accordi ngly, the rule of construction, which provides the ambiguities in a
document, shall be construed against the drafter of that document shall have no application to the
interpretation and enforcement of this Agreement. In any Action or proceeding to interpret or
enforce trus Agreement, the finder of fact may refer to such extrinsic evide nce riot in direct
RTV #4g42·7 132-3657 v3 -9-
conflict w ith any specific provision of this Agreement to determine and give effect to the
intention of the parties hereto.
6.9. Severability. Each provision, term, condition, covenant, and/or restriction, in
whole and in part, in this Agreement s h all be considered severable. In the event any provision,
tenn, condition, covenant, and/or restriction, in whole and/or in part, in this Agreement is
declared invalid, unconstitutional , or void for any reason, such provision or part thereof shaH be
severed from this Agreement and shall not affect any other provision, term, condition, covenant,
and/or restriction of this Agreement and the remainder of the A g reement shall continue in ful l
force and effect .
6.1 0. Amendments to Agreement. Any amendments to this Agreement mu s t be in
writing and signed by the appropriate authorities of the City and Digital Billboard Owner.
6 .11 . Administration. Followin g approval of this Agreement by the City Council, the
City shall exercise its rights, perform its obligations, and otherwise administer this Agreement
through the Office of the City Manager. T h e City Manager shal l have the authority to issue
interpretations and to make minor amendments to this Agreement on behalf of the City provided
such actions do not materially increase the obligations of t he Ci ty or Digital Billboard Owner,
make a commitment of funds to be paid by or costs to be incurred by the City, or result in a
discretionary extension oftime in excess of thirty (30) days. All other changes,.modifications,
and amendments shall require the prior approval of the City Council.
6.12 . Notices, Demands and Communications Between the Parties. Formal notices,
demands and communications between the parties shall be given in writing and personally
served or dispatched by registered or certified mail, po~tage prepaid, return receipt requested, to
the principal offices of the parties, as d esig n a ted in this Section , or telefaxed to the facsimile
number listed below followed by dispatch as above described . Such written notices, demands,
and communication s may be sent in the same manner to such other addresses as either party may
from time to time designate by mail as provided in this Section. Any such notice shall be deemed
to have been received (i) upon the date personal service is effected, if given by personal service,
(ii) upon the expiration of one (1) business day, iftelefaxed, or (iii) upon the expiration ofthree
·(3) business days after mailing, if given by certified mai l, return receipt requested, postage
prepaid .
If notice is to be made to the City:
City of Temple City
Attn: City Manager
9701 Las Tunas Drive
Temple City, California 91780
Facsimile transmission may be made to: (626) 285-8192
With a co py to:
Burke, Williams & Sorens en , L LP
Attn: Eric S . Vail, Temple City City Attorney
RlV 114&42-7132-36S7 v3 -10-
2280 Market Street, Suite 300
Riverside, California 92501
---------·-------------
If notice is to b e made to Digital Billboard Owner:
Delorenzo Family Trust
2566 Wagon Train Lane
Diamond Bar, CA 91765
Facsimil e transmission m ay be made to: (909) 396-0830
6.13. Computation of Time. T he time in which any act is to be done under t h is
Agreement is computed by excluding the first day (sucl1 as the day escrow opens) and including
the last day , unless the last day is a holiday or Saturday or Sunday, and then that .day is also
excluded. The tem1 "holiday" shall m ean all holidays as s pecified in Government C od e § 6700
and § 6701. If any act is to be done by a particular ti me during a day, that time shall be Pacific
Standard Zone time.
6.14. Authoritv . The indi viduals executing thi s Agreement on behalf of Digital
Billboard Owner and the instruments referenced on behalf of Digital Billbo ard Owner represent
and warrant that they have the legal power, right and actual authority to bind Digital Billboard
Owner to the terms and conditions hereof and thereof.
6.15 . Counterpart Originals. This Agreement may be executed in duplicate originals,
each of which is deemed to be an original.
6.16. Effective Date of Agreement . This Agreement s hall not become effective until
the date it has been formally approved by the C ity's Governing Board and executed by the
appropriate authorities of the City and Digital Billboard Owner.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
.and year frrst-above written.
CITY:
CITY OF TEMPLE CITY
By : CL
Jose Puli~
City Manager
ATTEST:
Br tDa.o~'if 1<.. :±~
RIV 14~2·7132·3657 \13 -] 1-
Mary Flandrick
City Clerk
APPROVED AS TO FORM
By G.~l)~
&icS: vmr en u ~
A .,.~+ -Ci ty Attomey
(Notary Acknowledgement Required]
[Nowry Acknowledgement Required)
RIY #4&42·7 132 ·3657 v3
--------·---
DIGI TAL BILLBOARD OWNER:
DELORENZO FAMILY TRUST
s;JOiif&e K~
;_d -~-II
-12-
ACKNOWLEDGMENT
DIGITA:L BILLBOARD ADVERTING AND
Titie of Document: AMORTIZATION AGREEMENT
Date of Document: OCTOBER 6, 2011
State of CALIFORNIA
County oc LOS .ANGELES
On OCTOBER 6, 20-ll before me, JANET C. '!'HAM a Notary Public,
personally appe!red TO NY DELORENZO and ELIZABETH DELORENZO
\o\110
proved to me on the basis of sa tisfactory evidence to be the perso n(s) whose name{s) isjare subscribed
to the withln Instrument and acknowledged to me that he/she/they executed the same In his/her/their
authorized capaclty{i es), and that by his/her/their Signature(s) on the Instrument the person(s), or the
entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of california that the foregoing
paragraph Is true and correct.
wrTN5S~:m~~~~
Signature -~~...,.....;~bUI:141-.L..:l~-------
Name; JANET C. THAM. notary public
{typed or pr1n ted)
---------· -----
(Area reseved for offlcial notarial seal)
ATTACHMENT" A"
(Legal D escription o f Site)
SUBJECT PROPERTY IS SITUATION IN THE STATE OF CALIFORNIA, COUNTY OF
LOS ANGELES AND IS DESCRlBED AS FOLLOWS:
LOT 3, BLOCK C, OF TRACT NO.1 12 18 AS PER MAP RECORDED IN BOOK 202 PAGES
47 11-fROUGH 48 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY.
RTV 1~842· 7 132·3657 v3 ·I·
RIV f4142-7132-l6S7 vJ
ATTACHMENT "B"
{Diagram of Site)
ATTACHMENT "B"
(Diagram of Site)
ATTACHMENT "B"
(Diagram of Site)
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RJV 141<42-713 2-3657 v3
A TI ACHMENT "C"
(Diagram o f Billboard)
ATTACHMENT "C"
(Diagram of Bi ll board)
A ITACHMENT ''C''
(Diagram of Bil lboard)
-1-
---------------·:.-,-----·-··-------
~~:::::=::===================?c~~~~~~ // /
Exisl11)9 ---~-+t-1--/.
V lllll de 1------# .
Stu-vice c e(\t&r I j Approx . 1.050 sf /
l //
I / ; I ! ;·
/
/
/
/
/
/
i
/
I / i / COMPREHE NSIVE SITE PLAN + FLOOR PlAN
/
/
/
/
/
/ .. '~,
•' .·
/
/
/
/
I
l ./ TEMPLE CITY GAT EWAY
ROSEMEAD BOULEVAR D / BUILDING R E-FACA DE & STOREFRONT ADDITION
--------------------·-----·------------·-__ __i__ -------·------. -----------·------·---· --------··-
Scale: 118' " 1'-o·
Nadel Archltecls. Inc.
----....!
WEST
SOUTH
...-------·-14' • 4tr lEO Sctecn
.---------Mota! Pnncls (Framo). Brushed F!riSh
.-------SIMI Supports· Brushed Flnlsll ,-------Mot at canopy • Painted "CuslDm Orange•
r-----Channel Lenors • Pamtad & IJOICJ<ji"Regal B"'-•
Stool S~r,>)lOlls ·Brush ed Finish
Vehicle Servlce Center . 4 Bays Vehicle Car Wash· 4 Bays
Ard'ile<:Mol Metal Por181$-Painted "Pe•rf Gray·
Metal Panels (l'ramo) • BMhOd FiniSh r--------Aluminum/Glass Starefronl AddiiJon • Brushod Flnlsh
,-------Me!al Cano;>Y· PaWed ·eu .. om o~ ..
Vehicle Service Center· 4 Bays
,.-----Sloat Suppon >-81\nhed Anbh
New Storefront A:fdi~on Vehicle Car Wash -4 Bays
BUILDING ELEVATIONS
TEMPLE CITY GATEWAY
BUILDING RE-FACADE & STOREFRONT ADDITION
Scal e: 1/16 • ., 1' • o·
Nade l Architects, Inc .
Project Summary
ATTACHMENT "D"
(Project I Timeline)
Phase I -5402 Rosemead Blvd. & 9011 Olive Street
• Removal of the Existing Billboard Structure.
• 500 Sqft Storefront Addition & Expansion of Vehicle Service Shop Area
• Complete Re-fas:ade and Modernization of til e Vehicle Service Building and Car Wash
Structure
Phase II -5402 Rosemead Blvd.
" Installation of a New Dual-Sided Digital Billboard Support Struchtre
• Installation of the Brushed Aluminum Architectural Billboard Frames.
• Installation of t h e North-bound Facing 14 'x 48 ' Digital Screen (South Elevation).
• installation of the South-bound Facing Backlit Panaflex Screen (North Elevation).
Phase UI-5402 Rosemead Blvd.
• InstaJJation ofthe South-bound Facing l4 'x 48' Digital Screen (North Elevation).
Phase IV-5402 Rosemead Blvd. & 9011 Olive Street
• Installation of the "Temple City Gateway" Overhand Spanning from the West-end
Vehicle Service Building Parcel tot eh East-end Car Wash Structure Parcel.
• Installation of the "Temple City Gate,wy" Channel Letters.
• Installation of Architectural Outdoor Lighting Focused on Illuminating the "Temple City
Gateway" Overhand. Building Elements and Landscaped Areas.
• New Designated Landscaped Areas within the West-end Service Center Building Parcel
and East-end Car Wash Structure Parcel.
Project Times
Phase I & ll
• Within 12 months commencing upon removal of lhe existing billboard.
Phases III & IV
• Within 18 months commencing upon removal of the existing billboard.
RIV /14842-7!32-J65 7 YJ -2-
ATTACHMENT "E"
(Media Fo nnat and S cheduling)
City of Temple City -Time Allocation
• North-facing and s outh-fac ing 14 'x48 ' screens will each be distribut ing g en eral
ad v ertising of approximately six (6) s eco nds e ach sl ot.
• C ity shall be granted o n e (J) o ut of every eight (8) s lots on both the north-fac ing and
south-facing d igit al screens.
C ustom Temp late Design
• Digital Bill board Owner will i niti ally dcs.ign five (5) custom templates for any category
pre -defin ed by th e City (Ci ty t o provide a ll artwork and l ogos).
• T h e City w ill have the ab ili ty to remotely up d ate the conten t being broadcasted to each
screen .
Exampk Categories May I n clude:
• City Events
• C ity Announcements
• Ci ty Activities
• City C ivi c
• C i ty Community ·
Pre-Existing Advertisements
• C ity may distribute any pre -exis ting adve rti sement o r promot ion a l image.
• Digi tal B i llboard Owner shall pro ve the C i ty with cre ative g ui delines and s pecs.
New Co n tent Creati on
• Digital Billboard Owner can creat e additional advertising or promotional ads for the C ity
at $15 0 per ad (City to provid e a ll artwo rk and logos).
Production Deadlines
• All fil es or artwork must be su b mi tted at least five (5} business d ays prior t o run dat es.
Monthly Scheduling
• Digital Billboard Owner to deliver all content t o the digital billboards based o n the
monthly scheduling plan.
• Digital Billboard Owner will allow the Ci ty to distribute multiple a dvertisi n g,
promotional or informational spots within the City's allotted time.
R IV J4&42·7132·36S7 v3 -3-
R JV 14142-7132·3657 v)
ATTACHMENT .. F"
(CUP I 1-1777)
A IT ACHMENT "F.,
(CUP 11-1777)
A TTA CH MENT "F•'
(CUP 1 1-177 7)
-4-
RESOLUTION NO. 11-2332 PC
A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMPLE CITY
APPROVING THE FOLLOWING PROJECT: CUP 11-1777 -A CONDITIONAL USE
PERMIT TO ALLOW THE FOLLOWING IMPROVEMENTS AT PROPERTY
ADD RESSED AS 5402 ROSEMEAD BLVD. AND 901 1 OLIVE ST : 1 . CONSTRUCTION
OF A 500 SQUARE FOOT ADDI TION TO AN EXISTIN G A UTO REPAIR BUILDING ; 2.
EXTERIOR REMODEL OF AN EXISTING AUTO REPAIR BUILDING ; 3. EXTERIOR
REMODEL OF AN EX ISTING SELF-SERVE CAR WASH BUI LD ING ; 4 .
CON STRUCTION OF AN ARCHITECTURAL CANOPY SPANNING THE DISTANCE
BE1WEEN T HE AUTO REPAIR BUILDING AND T HE SELF-SERVE CAR WASH
BUILDING ; 5. REPLACEMENT OF A 14 ' BY 48' OUTD OOR ADVERTISING
STRUCTURE (BI LLBOARD) WITH A NEW 14' BY 48' DIGITAL LED (LIGHT EMfTIING
DIQDE ) OUTDOOR ADVERTISING STRUCTURE (DIGITAL BILLBOARD). (PIERRE
DELORENZO I DELORENZO & DEMARCO FAMILY TRUSTS) (CUP 11 -1777)
The Planning Commission of the City of Temple City does hereby resolve:
SECTION 1. Based upon informa\ion presented in a Staff Report dated
September 13, 2011, and _based upon a Public Hearing on September 13, 2011 to
consider a Conditional Use Permit, the Planning Commission makes the following
findings:
Conditional Use Permit Findings:
1. That the site for the p ropo sed use is adequate in size, shape, topography and
circumstances in that the site contains 14 ,677 square feet of land area , which
is adequate tor the proposed project which includes a 500 squa re foot addition
to an existing auto repair use , exterior improvements to an exlsting auto re pair
use and self-serve car wash , and the upgrade and replacement of an existing
billbo ard; anc;i
2. That the site does have sufficient access to streets, adequate in width and
pavement type to carry the quantity and quality of the traf:fic generated by the
proposed use in that the site is accessed by Rosemead Boulevard and from
Olive Street. Rosemead Boulevard is a uprimary road" as identified by the
City's General Plan, which will have the capacity to carry the quantities of the
traffic that will be generated by th e proposed us es; and
3. That the proposed use will not have an adverse effect upon the use,
enjoyment or v alu ation of adja cent or neighboring properties or upon the
public welfare in that the proposed development is con sistent with its land
use designation, is cons istent with Ordinance No. 11-941 regarding
upgrading e xis ting bi llboards, and the conditions of app roval inc lu ded fo r this
project will be more than adequate to address any perceived impacts to the
surrounding neighborhood.
Resolution No. 11 -2332 PC
5402 Rosemead Blvd. & 901 1 Ofiv e St.
Page 2 of 7
Required Finding s P ursuant to Ordinance No . 11 -941:
1 . The o utdoor advertising structure m u st be mode rni zed a nd upg raded
to m eet the criteria listed in Section 9411 .1 .of the Temple Ci1y
Municipal Code . except that:
a . The maximum h eight of th e outdoor advertisi n g structu re measure d
f rom grade level of the lot upon which such structure is located to the
highest point of the structure may be up to , but shall not exceed, 45
feet.
Finding: The proposed billboard is 43 feet, 6 inches tall.
b . The outdoor advertising structure may be located within 200 feet of a
res idential zone , but only if the existing outdoor advertising structure
is being d ismantled and a new structure is being constructed on the
same site and the City determines that the benefit of the new structure
outweighs the impact of Its p roximity on the residential zone .
Fi nding : The exi sting billboard on the property is bein g
dismant led and a new digital billboard is proposed to be
constructed approximately 120 feet from R-2 zoned property .
The impact of the proposed new digital billboard on the R-2
zoned property is outweighed by the benefit the new billboard
will provide because the new bifJboard is more aesthetically
pleasing than the existing billboard and will contribute to the
revitalization of the area surrounding the R-2 property.
2 . The outdoor advertlzjng structure must b e modernized and upgraded
to meet the following requirements in addition to those in Section
9411 .1 .
a . The outdoor advertising structure must remain in the same location or
be dismantled and a n ew structure constructed at another l ocation on
the same lot, provided the City d etermines the new st ructure provides
pubnc benefits not provide d by the o ld structure. The out~oor
adve rt is ing struc ture shall not b e moved to a d iffere nt lot.
Finding: The existing billboard is proposed to be dismantled and
a new digital billboard is proposed to be located approximate ly
20 feet north of where the existing billboard is located. The
proposed digital billboard will provide p·ublic benefits not
provided by t he existing billboard because it will advertise City
events on a rotating basis and will contribute to the overall
revitalization of the area.
------------
Keso tutioh No. 11-2332 PC
5402 Rosemead Blvd . & 9011 Olive St.
Page 3 o f 7
b . The message surface a rea of the outdoor a dver:tising s tructure shall
not exceed 700 square feet.
Finding: The proposed billboard screen (each .side) is 672 square
feel
c . The outdoor advertising structure shall be compatible with uses and
structure s on the site and ln the surround ing area.
Finding : The proposed billboard features a decorative brushed
aluminum frame which will be architecturally compatible with the
remodeled buildings on the site. The proposed billboard is also
compatible with uses and structures in the surrounding area
because it is located in a heavy commercial area.
d . The outdoor advert ising structure must d isplay content digitally on an
LED screen or by equivalent technology. A ny digital outdoor
advert is ing structure shall d i splay content for ·at least 6 seconds
befo re changing sc reen displays. No flashing digital content is
permitted.
Finding: The conditions of ap.proval for this project will require
digita l content to be displayed for at least 6 seconds and prohibit
flashing content.
e. The outdoor advertising structure shall not create a traffic or safety
problem with regard to on -site access, circulation o r v isi bility.
Finding: The proposed billboard will be located and designed i n
such a way to comply with this requirement, . in fact it will be
supported by a single arm which will not interfere with
circulation or visibility.
f. The outdoor advertising structure shall not interfere with on-site
pa rk ing or landscap ing required by City ordinanc~ or permit.
Finding: The proposed billboard will be located and designed in
such a way to comply with this requirement, in f act it will be
s upported by a singl e arm which will not interfere with onsite
parking or landscaping.
g. The existing outdoor advertising st ructure must" be capable of being
safely modernized and upgraded or the existing structure must be
co mpletely removed before construction of the new outdoor
advertisi ng structure may commence. If more than six months passes
between the removal of the exi sting struct ure and the com men cem ent
~~--------------------------------------------------
Resolution No. 1 1-2332 PC
5402 Rosemead Blvd . & 901 1 Olive St
Page 4 of 7
of the construction of the new structure, such lapse shall not be
deemed a discontinuance of the utilization of a n.onconformi ng use for
the purposes of Section 9273{A){3) of this Code.·
I
Finding: The conditions of approval for the: project require the
existing billboard to be completely dismantled before
construction on the new digital billboard may:commence.
3 . If the applicant for a CUP to modernize an existing outdoor advertising
structure does not own the property on which the outdoor advertising
structure is located, the applicant must si.Jbmlt proof of the
landowner's consent to the proposed modernized outdoor advertising
structure.
Finding: The applicant for this project is also one of the property
owners, and all property owners on title will be required to
submit consent.
4 . Any person who obtains a CUP to modernize an existing outdoor
advertising structure pursuant to this section shaH be required to enter
into a written agreement with the City providing for the amortization of
the outdoor advertising st ruc tu re and the provision of advertising
space to the City.
Finding: The applicant Intends to sign the amortization
agreement approved by the City Council.
SECTION 2. This project should result in no significant effects u pon the
environment, a Negative Declaration has been prepared f or this Co nd itional Use
Perm it (CUP 11-1777) and th e Planning Commission hereby adopts a Negative
Declaration in accordance with the State CEQA Guidelines. The init ia l statement as
prepared i ndicates that there is no potential for adverse impact to the environment
as it relates to all wild. animals, birds, plants. fish, amphibians and related ecologi cal
communities, incl uding the habitat upon which the wildljfe depends for its cont inued
viability .
SECTION 3. Based upon the above fi ndings, the Planning Commission
hereby approves Cond itional Use Pe rm it 11-1777, subject to the followirm conditions :
1. The proposed development, including the addition to t he auto repair building, exterior
improvements to the auto repair building and se lf serve :car wash, and the insta ll ation
of the upgraded outdoor advertising structure (billboard) shall be constructed in
substantial complian ce with the submitted plans date stamped March 15, 2011 .
Resolution No. 11-2332 PC
5402 Rosemead-Blvd . & 901 1 Olive St
Page 5 o f 7
2 . The applicant and/or property owner shall be requ ired to enter into a writte n
ag reement with the ?i.ty providing . ~or the amortization of the outdoor advertising
struct ure and the proVISion of advert1s1ng space to th e City. .
3. The property shall be consistently maintain ed and kept free of weeds trash debris
abandoned vehicles, vacated equipment , ~tc . to the satisfaction of th~ Com~unity '
Development Department.
4 . Detailed Sign Plans shall be submitted prior to issuance of building permits for a ll
exterior signage. No "canned" signs shall be allowed at the project site . All onsite
signage shall be in compliance with the City's sign ordinance. All sig nage reviewed
and approved by the Community Development Department shall require
appropriate Bu i lding permits and approvals by the Community Deve lopment
Department .
5. Any graffiti or acts of vandali sm sha ll be rem oved or repaired within 24 hours.
6. A detailed landscape and irrigation plan prep a red by a licensed Landsc ape A rcl1i tect
shall be submitted and approved by the .Community Development Director or his
designee prior to the issuance of building permits. Said landscaping shall be
continuously maintained . ·
7 . Street trees and parkway landscaping shall be provided to the satisfaction of the
Comm unity Development Directo r and Parks and Recreation Director.
8 . Th e conditions of approval contained in this Resolution may be enforced by the
Sheriff's Office as well as by C ity staff. Any violation of any conditio n Is a
misdemeanor and may be processed directly by criminal complaint. The indemnity
and e1_1forcement provisions of the Cond itional Use Permit shall also be enforced
as set forth therein .
9 . All proposed mechanical equipment sh ou ld be screened ·from pub l ic view at all times.
The location of such equipment shall be approved by the Community Dev.elopment
Department.
10. All activities and functions at the site shall be subject to the City's noise Ordinance.
Any violation of the City's noise Ordinance as contained in Sections 9280 to 9282 .1
shall be grounds fo r revocation of t his Conditional Use Permit.
11. Disposal of Construction Waste: No con structi on activity waste material of any kind,
including plaster, cement, paint, mud, or any other type of qebris or fiquid shall be
allowed to be disposed of in the street or gutter, storm drain or sewer system . All
debris spills sha!l be removed daily and the sub)ect site shall use necessary dust
control measures. Fa il ure to comply with th is c ondition wil l resu lt in charges being filed
with the District Attorney . (TCMC 3400-3411)
Resolulion No . 11 -2332 PC
5402 Rosemead Blvd . & 9011 Oltve St.
Page 6 of 7
12. This Conditiona l Use Permit shall expi re 24 months from the date of approval if said
approval is not exercised within that time. If the project is not commenced prior to the
expiration date, the applicant rnay apply in writing for an extension of time at least forty
(40) days ~fore the expiration date.
13. Any modification to this application shall require a separate public hearing and a
modification to this Conditional Use Permit.
14. The building construction plans shall include a blue-line sheet(s) showing each page
of this Resolution including all conditions of approval contained herein.
1 5. T his Resolution shall not become valid until such time that the applicant and property
owner has signed a copy of th e Resolution acknowledging acceptance of the
Condition s of Approval.
16. Any dig ital outdoor advertising structure shall . display content for at least 6 seconds
before changing screen displays. No flashing digital content is permitted.
17. The existing outdoor advertisi ng structure on the property must b e completely
dismantled and removed before construction may commence on a new digital outdoor
advertising structure on the property .
SECTION 4. The Secretary shall certify to the adoption of this Resol ution,
and forward a copy to the C ity Council.
~a£
I hereby certify tha t the fqregoing Resolution was adopted by the Planning
Commission of the City of Temple City at a regular meetin g held on the 13th of September
2011, by the fo llowing vote: ·
AYES:
NOES:
ABSENT:
ABSTAIN :
Commissioner-Leung, 0' Leary, Seibert
Commissioner-Horton
Commissioner-Cordes
Commissioner-None
S cretary
----·-·--·--------
Resolution No. 11-2332 PC
5402 Rose m ead Blvd & 901 1 0 1ive St.
Page 7 of 7
DeMarco Family Trust Date
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OFFICIAL BUSINESS
Document exe mpt from record ing
fees pursuant to Cal. Gov. Code§ 610 3.
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of Temple City
9701 Las Tunas Drive
Temp le City. CA 9178 0
ATTN: Community Developmen t Dept.
ATIACHMENT B
SPA CE ABOVE Tl-ITS LINE FOR RECOR DlN G US E
FIRST AMENDMENT TO
DIGITAL BILLBOARD ADVERTISING AND
AMORTIZATION AGREEMENT
by and between
the
CITY OF TEMPLE CITY
and
TEMPLE CITY GATEWAY, LLC ASSIGNEE OF
DELORENZO FAMILY TRUST
Dated December 4, 2013
LA H4824-5880-7Jl7 v4
ATTACHMENT 8
This page is part of your document-DO NOT DISCARD ..&.
03/10/14 AT 08 :00AM
LEADSHEET
201403100210004
00008939210
Ill~ Wlll11 ~II] 1.1 ~~~ ~111 '111 ~~I Ill
006072741
SEQ:
10
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~~~~Ill~ ll lllll~ll !~lllllll ~lllll iii ~IOO ~mil~~ ~~~llll ~l/11 1 1 11111
THIS FORM IS NOT TO BE DUPLICATED
FEES : 0. 00
TAXES: 0.00
OTHER: 0. 00
PAID : 0. 00
T96 ...
I
OFFICIAL BUSINESS
Docume nt exempt from r ecordin g
fees pursuantto Cal. Gov. Code § 6103 .
UECO.RDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of Temple Cit y
970 1 Las Tunas Drive
Temple City, CA 9 1780
A ITN: Conununity D evelopment De pl.
SPACE ABOVE TillS LINE FOR RECORDING USE
FIRSTAMENDMENTTO
DIGITAL BILLBOARD ADVERTISING AND
AMORTIZATION AGREEMENT
by and between
the
CITY OF TE:MPLE CITY
and
TEMPLE CITY GATEWAY, LLC ASSIGNEE OF
DELORENZO FAMILY TRUST
Dated Febntary 5, 2014
LA 111814-5880-7317 v5
QQ-
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FffiST AMENDMENT TO DIGITAL BILLBOARD ADVERTISlNG AND
AMORTJZA TION AGREEMENT
This First Amendment to Digital Billboard Advertisin g and Amortization Agreement
("F1xst Amendment"), which is dated for reference as indicated on the cover p age, is hereby
entered into by and between the C ITY OF TE~vfPLE CITY, a Calif orn ia c hatter city ("City "),
and the TEMPLE CITY GATEWAY, LLC ASSIGNEE OF DELORENZO FAMILY TRUST
("Digital Billboard Owner"), as fo llows :
RECiTALS
A. City and Digit al Billboard Owner entered in a Digital Billboard Advertising and
Amortization Agreement on or about October 6, 2011. ("Agreement"). The Agreement
was recorded with the Los Angeles County Recorder 's Office on October 13 , 2011 a s
Document Number 201 113 89480.
B. On January 27, 2012, D eLor enzo Family Trust, D igital Billboard Owner under the
Agreement, assi gned all of its Righ ts, T itle and Interest in the Agreement to Temple City
Gateway, L.LC as provided in Paragraph 6.1 of the Agreement
C. The Agreement provides that Digjtal Bil lboard Owner will provide advertis ing space to
the City. Digital Billboard Owner and City desire to amend the Agreement to add
additional information regardin g the content and fo 1mattin g of the C i ty's advertising
s l ots, and procedures fo r the submi ssion of adverti sing s lots by the City to Digital
Billboard Owner.
D. City and Digital Billboard Owner al so d esir e t o amend the Agreement to memorialize the
C ity 's efforts to reasonab ly mitigate any visual inference of the Billboard occasioned by
the City's in stallation and maintenance of certain s treet trees, l andsca ping, and fixtures in
the vicinity of th e Billboard along R osemead Boulevard.
OPERATIVE PROVISIONS
NO W, THEREFORE, in consideration of the p r omises made a nd recited herein, the
parties do hereby enter into this F irs t Amendment which modifies and amends the Agreement as
foUo ws:
1. AMENDMENT. The Agreement is h er eby modified and a m ended as follo ws:
1.1 Section 1.4. Section 1.4 (.Loca l Busi ness D iscount) is amended to read as
follows:
"1.4. Local Business Discount. Digital Billboard Owner agrees to offer up to twenty-
five percent (25%) of the available advertising s lots o n the Dig ital Billboards, o r up to two (2)
slots, whichever is higher, to bus inesse s located in the City at a fifty percent (50%) discount off
oftbc Standard Rate Card price for the advertising s lots. To qualify for this discoW1t, a business
must actually seU or lease products, or provide services, from a facility located within the City
boundary and have a valid City business license. Dig ital Billboard Owner s hall w i thin 30 days of
-2 -
LA 114824-58&0·73 17 v5
City's request, provide City with a report of all businesses that rece i ved the local business
discount for each fi scal year (J ul y 1 through Jooe 30). City agrees that it will not actively
advertise the availability of the local business discount tlu·ou gh its advertisement s on the Digital
Billboards or through other media D igital Billboard Owner understands that the Agreement and
this Amendment are public records which must be disclosed t o members of the public upon
request, that the City is not prohib ited from providing the Agreement and Amendment to any
member of the public or community group that requests them, and that advertisement of the local
business discount by any member of the public or community group shall not be deemed a
v i olation of this provision by the City."
1.2 Attachment "E". Attachment "E" (Media Format, Scheduling, and Creative
Guidelines & Specifications) to the Agreement is amend ed to r ead as shown in
Exhibit "A" to this First Amendme nl
1.3 At tachmen t "B". Attachment "B" (Diagram of Site) is amende d to add an
Attachment "B-1" (Street Tree Diagram), which is attached heret o as Exhibit "B .''
1.4 Ar ticle Vll. A new Article Vll (Digital Bill board V isib ility) is added to the
Agr eem ent to read as follows:
''ARTICLE VU -DIGITAL BILLBOARD VJS IBTLl.TY
7 .1 Accommodations By City. The City b as planted certain trees w ithin the public
1igbt-of-way on Rosemead Boulevard th at may inte r fere with visibility of the Digi tal Billboard
from motorists and pedestrians on Rosemead Boulevard. These trees are generally described as:
Tree #1 (approxi mately 280 ' South of Subj ect property located at 5402 Rosemead Boulevard,
Temple City); Tree #2 (approximately 68' North of Subject property); Tree #3 (appr oximately
263' North of Subject property) and Tree #4 (approximately 293' North of Subject property),
coll ectively the "Street Trees," and their l ocation is depicted on Attachmen t B-1. In order to
reasonably mitigate any visual interference wilh the Digital Billboards occasioned by the City's
installation of these trees, or other improvements on Rosemead Boulevard, in t h e vicinity of the
program, the City agrees to take the following measures:
a . City shall (i) relocate Tree #1 to l S' North of th e southern most edge of the
existing Bump-out (final lo cation approximately 350' South of south facing digital display); (ii)
Tree #2 sh all remain in its existing locat ion (final location approximately 68' North of nort h
facing digital display); (iii) City shall relocate Tree #3 to 15' orth of the southern most edge of
the existing Bump-out (final location approximately 258' North of n orth facing digital display;
and (iv) City sh all remove T ree #4 as depicted on Attachment B-2.
b. City will maintain the Street Trees at a maximwn height of twenty feet (20'),
as measured from the base of th e tree to the tallest point of the tree, and to have a ma.x.imum
diame ter (i ncluding branch es) of no more than teu feet (10'). Notwithstanding the fo regoing, in
no event shal l Tree #2 visib ly encroach onto the bottom of the skirt or frame embellishment of
t he sign structure.
-3-
LA 114 824-5880-7317 v5
c. City wil l relocate the exist ing streetl igh t currently l ocated on the corn er of
O live Street and Rosem ead Boulevard to the footing located at approx.imate ly twenty-seven feet
(27') north of the existing street light location.
d. C ity will not plant or install any additional tree, landscaping, or fixture in the
public r ight-of-way a long Rosemead Boulevard, from Sereno Drive to Broadway Avenue that
will materially impair the vis ibility of the Digital Billboards.
e. Digital Billboard Owner shall not be required to plant any street trees,
landscaping, or p lace any object which would materially impair the visibility of the Digital
Bill boards .
7.2 Enforcemen t. Digital Billboard Owner m ay enforce the provisions oftbis Article
VII as provided in Section 5.1 (Defa ul t) of thi s Agreement. If City fails to cure the Default or
commence to cure the Default within the tim e provided in Section 5.1, City shall not be liable to
Digital Billboard Owne r for any damages incurred prior to the date Digital B ill board Owner
delivered the required Notice of Default to City."
2. GE ERAL PROVISIONS.
2.1 R emainder U nchange d. Except as s pecifical ly modified and amended in this
First Amendment, the Agreement remains in full force and effect and bindin g upon the parties.
2 .2 Integration. This First Amend ment consists of pages 1 thro u gh 4 and Exhibits A
and B inclusive, which constitute the entire understanding and agreement of the parties and
s upersedes all negotiations or previous agreements between the parties with respect to al l or any
part of the transaction discussed in this F irst Amendmenl
2 .3 Effective Date. This First Amendment shall not become effective until th e date it
has been formally approved by the City Council and executed by the appropriate authorities of
1he City and Digital llillboard Owner.
2.4 Ap plicable Law. The laws of the State of California shall govern the
interpretation and enforcement of this F iTst Amendment.
2.5 Refe1·en ces. All references to the Agreement incl ude all their re~;pective terms
and provisions. All defined terms utilized in this First Amendment have the same meaning as
provided in the Agreement, unless express ly stated to the contrary in this First Amendment.
-4-
LA 114824-5880·73 17 v5
[)--
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to
the Agreement on the date and year first written above.
[notary acknowledgement required]
LA#4824-5K80-7J 17 vS
CITY:
THE CITY OF 1EMPLE CITY
By)-\~~~
Tracey L.<-Hause, Acting City Manager
DIGITAL BILLBOARD OWNER:
By:jj~AIR 1J<
TE~C1TYGATEW~,LLC
Name: l'iirfi UeLor~1111.o
Title: N\CAv'\Afj j f'I:J J?""r1:~€r
-5-
CALIFORNIA ALL·PURPOSE ACKNOWLEDGMENT
~~~~~~~-¢$§
State of Californ ia ~
County of S:o.. V\ ve\V\.U ( ~\. V\. D }
On 06} Dlel ,ft-0 \~ before me, DUSTL~ P AC~e~N~~~~~lhe~!~rc
personally appeared ____ j?_.__._\ ..,.,t...:.'f_,_'{_~ ___ l)--l.,..L..CelD'( e.. V\ Z..o
' • cr • ......
P13CO NOI!lty Seal AboVe
N3ma(s) of Sogrer(a)
who pro ve d t~e on the basi~~~tisfactory evidence to
~the person whose name ~§'are subscribed to th e
hin inst r u ent and ac owit.ged to me that
/she/t executed the e in i er/their a orized capaci tyt{~'t. and th a~~ ~er/th >r signature~ on the instrume~he ~rt: .~~he entity upon ''rehalf of
wh ich the person\f--a d, executed the instrument.
I ce rtify under PENALTY OF PERJURY unde r the laws
of the State of Californ ia th at the foregoing paragrap h is
t rue and correct.
Though the information below IS not required by law, it may prove valuable to persons relying on the document
and rould prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Ti tle or Type of Docume nt:fiYSt ~~'"\' ]> W~
Docu ment Date : 0 ?-/oc:;=/ ;)__a {j_ ___ Nu mber of Pages: --l-'-"~-----1 I
Signer(s) Other Than Named Above : ---4l..!....,A11-f--.,::.~=F-----------------------~ri=F
Capacity(ies) Claimed by Slgner(s)
Sig ner's Name :13'e rv~ Odmto_ ~nd ividual
0 Corporate Officer-Title(s):
0 Pa rtner -LJ Lim ited 0 General
0 A ttorney in Fact
0 Trust ee
0 Guardian or Conservato r
0 Other: ________ _
Signer Is Represen ting : ___ _
Top of lhumb here
Signer's Name: ______________ _ = Individua l
::J Corporate Office r-Title(s): ---------
0 Pa rtne r -0 Umited "J General
0 Att orney in Fact
O Tr uste e
0 Gu ard ia n or Conservato r
0 Other : _________ _
Signe r Is Repre senting : ____ _
RIGHTTliUMBPRJNT
OF SIGNER
Top of thumb here
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C2007 Nabonal No'.ary AssocatJOn • 9350 Oe Solo Aw. P.O Bile 21.02•Cna~N0<1h.CA 9 1 313-2402 •wwwlli aoonal.~org 11om •5907 Aoorder CaiTc.I-Froe 1 -S00-87~7
7
-------·------·----·-----------------------·--------------------·-----
EXHIBIT "A"
ATTAC HMENT "E"
(Media Format, Sched ulin g, a nd Creative Guid elines & Specifications)
A. C ity .Q[Te mple City -Time A Uocat ion
I . North-Facing and South-Facing 14 'x48' Digital Bill boards will each be distributing
general adverti s ing of approximately six (6) seconds each slol
2. City shall be granted o ne (1) o ut of every eight (8) s lo ts on both the 1 orth -Facing Digital
Billboard and So uth-Facing D ig ita l B ill board.
B. Custom Template Design
1. Digital Billboard Owner will initia l ly d esign five (5) custom templates fo r any category
pre-defined by the City (City to provic..l e all artwo rk and lo gos) at no cost to City.
Example Ca tegories May Include:
C ity Events
• City Ann ouncements
• C ity Activi ties
• C ity C i vi c
• C ity Co mmunity
2. Cit y is not require d to use the custom design templates p r ov ided by Di gi ta l Bill board
Owner.
3. Di gi ta l Billboard Owner will , duri ng the term of the Agreement, creat e addit ional
advertising or promotional ads fo r the C ity at S 150 per ad (C ity to provide a U artwork and
logos). Beginning in July, 20 15, and each year the reafter, Digital Billboard Owner may
increase the cost per ad by the lesser of; (i) the i ncrease in the Consumer Price Index (All
Consumers for the Los Angeles, Urba n Co nsumers, not season ally adjusted, for the Los
Angeles-Riverside-Orange-Coun ty area p ublished by the G .S Department of Labor,
Bureau of Labor Statistics) over th e prior fi scal year; or (ii ) a fixed rate of2%.
C. Pre-E xisting Advertisements
1. City m ay d istribute any pre-existing advertisement or promoti o nal image .
D. Production Deadlines
1. All files including City 's des ign, artwork, and other content ("Creative") mus t be
s ubmitted as provided in the Creative Guidelines & Specifications b elow.
E. Monthly Sch ed ulin g
1. Digital B illboard Ovvner shall pro gram all conten t to the Digita l B illboards based on the
month ly scheduling plan.
2. Digital Billboard Owner will a ll ow the City to distribute multip le advertising,
promotional or informationa l spol<; within the C ity 's allotted ti me.
-7-
LA N4SU -58S0·73 17 vS
F. Creative Guidelines & Specifications
1. Notwi thstanding th ese Creative Guide lin es & Specifications, Digital Billboard Owner
shall provide City with an Emergency Notification Process for the sch e duling of City's
Emergency Creative, as pr ovid ed in the sect ion G . be low.
2. Digita l fi les containing City's Creative must be s upplied to Digital Billboard Owner to
fi les@.ax isdi gila lm edia.co m within five (5) business days prior to the first (l sr) day of
each month to allow the Digital Billboard Owner to approve Creative and post.
3. Each advertisement will be displayed according to the designated monthly distribution
schedul e. Once the designated monthly di stribution schedule is programmed, City may
update any given spot throughout the month by emailing files@axisdig ita lm edia.com
anytime Monday through Friday between 9:00am and 5:00pm PST provided that any
such upd ate shall b e delivered at least three (3) days p rior to its posting.
4. All Creative submitted by City sh a ll m eet the below specification s ("File Type"):
o Size: 200 pixels higb x 704 pixels wide
o Formats: JPEG, PNG, BMP
o Color Mode: RGB
o Resolution: 72 DPI
5. Digital Billboard O wner may, upon 30 days prior written no t ice make reasonable non-
material chru1ges to the Creative Guidelines & Sp ecificatio ns . Digital Billboard Owner
shall not make any m aterial change to the Creative Guidelines & Specifications without
first giving City thllty (3 0) days a dvance written notice spec ifying all of the proposed
changes and the reasons for such changes, and then obtaining City's written agreement to
the ch anges, w hich the City will n ot unreasonably withhold. Notwith standing the
foregoing, Digital B illboard Owner shall, upon thllty (30) days prior written notice to
City, have the r ight to change its fil e type specifications an d software appli cations, or
Creative di stribution methods, without City 's consent.
6 . City warrants that all Creative provided to Dig ital Billboard Owner shall not infringe
upon a n y trademru·k or copyright, st ate or federa l and agrees to defend, indemnify and
hold Digital Billboard Owner free and harml ess fro m any and all loss, liability , and
claims, including reasonable attome y 's fees, arising therefrom.
7 . City sh a ll not displ ay Creative which advocates or expresses a political view, a po litical
endorsement, re li gious view, or expresses a position contrary to the United States
Constitution. Political and religious views, include but ar e not limited to abortion, same
sex mruTiage, and gun control. Digital Billboard Owner agrees that reference to City
sponsored events and programs, and City public ser vice announcements related to
awareness of p ublic health, safe ty and welfare concerns (including but not limited to
general voting and polling place information, lit e rac y programs, a nti-smoking, anti-
to bacco, and anti-underage drinking laws, ordinances, and programs, teen pregnancy
awareness programs, and similar matters) a re not pro hibited or restricted under this
Agreement or the Creati ve Guidelines and Spec ifications in thi s Attachment "E".
8. City shall not en gage in commercial advertis in g nor di s play of any Creative which would
inherently compete with Digital Billboa rd Owner for advertising revenues. City shall not
di splay any Creative claiming or depicting the City, its employees, agents, contractors or
vendors to be the operator of th e Di gi tal Billboards.
9. City shall not s ublet, re se ll, trru1sfer, d onate or assign any of City's advertising slots.
10. City shall not incorporate RSS or live feeds in any of City's Creati ve .
-8-
LA 114824-5880-73 17 v5
-----·-·-·---·n ·--· )v
11. Digital B ill board Owner reserves the r ight to reject or withdraw any Creative w h ere it
reasonably determin es that the Creative is inco nsistent with the te rm s of this Agr eement,
the Creative Guidelines & Specifications set forth in this Attachment "E", or tha t the
di splay of the Creative woul d cause significant i njury to, or umeasonab le interference
with, Digital Billboard Owner's business, or wou ld compromise the integrity of its
network.
G . Emergency Notification Process
D igital Billboard Owner shall provide City with an E m er ge ncy Notification Process by
creatin g a se parate web page specificall y for City's priority communication to D igi tal
Billboard Owner for sch edul iJlg of City's Emergency Creative within the City's a ll otted t ime.
Di gital Billboard O wn er shall provide City with a U semame and Password for the
Emergency No ti fi cation P age. Upon City 's access of th e Emergency Notification Page, City
shall upload all requisite Emergency Creative and p r ovide specific scheduling instructions to
Digital Billboard Owner. Digital Billboard O wner shall u se its best efforts to schedule and
publish a ll requ is ite Emergency Creative in a priority and timely manner.
In the event Di gital Billboard Owner's e m ergency notification page is temporarily
i naccessible or a change in Billb oard Owner's software applications, n etwork, or other
system hardware renders Billboard Owner incapa bl e of providing City with this s p ecific
process of Emergency Notification; D igital B i llb oard Owner shall provide City with an
alternative emergency notification process to ensure Di gital Billboard Owner's t imely
response for sch eduling and publishing of City's Emergency Creative.
-9-
LA 114824-5880-7317 v5
-------·--· ---------·-------·-------------··---
LA #4 &2 4-5880-73 17 v5
EXHIBIT "B"
ATTACHMENT "B-1"
(Existi ng Street Tree Diagram)
-1 0-
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EXIUBIT "B"
ATTACHMENT "B-2"
(F in al Street Tree Location Aerial Diagram)
-11-
LA #4824-5880-7317 v5
OFFICIAL BUSINESS
Document exe mpt from recording
f ees pursuant to Cal. Gov. Code §
6103 .
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of Temple City
9701 Las Tunas Drive
Temple City , CA 91780
ATTN: Community Deve lopm ent
Dept.
ATTACHMENT C
SPACE ABOVE THIS LINE FOR RECORDING USE
SECOND AMENDMENT TO
DIGITAL BILLBOARD ADVERTISING AND
AMORTIZATION AGREEMENT
by and between
the
CITY OF TEMPLE CITY
and
TEMPLE CITY GATEWAY, LLC, ASSIGNEE OF
DELORENZO FAMILY TRUST
Dated September _, 2014
LA 114847-4 442-0380 v2
SECOND AMENDMENT TO DIGITAL BILLBOARD ADVERTISING AND
AMORTIZATION AGREEMENT
This Second Amendment to Digital Billboard Advertising and Amortizat ion
Agreement ("Second Amendment"), which is dated for reference as indicated on the
cover page, is hereby entered into by and between the CITY OF TEMPLE CITY , a
Ca li fornia charter city ("C ity"), and TEMPLE C ITY GATEWAY , LLC , ASSIGNEE OF
DELORENZO FAMILY TRUST ("Digital Billboard Owner"), as foll ows:
RECITALS
A. City and Digital Billboard Owner entered in to that certain Digi tal Bill board
Advertising and Amortization Agreement on or about October 6 , 2011
("Agreeme nt"). The Agreement was recorded with the Lo s Angeles County
Recorder 's Office on October 13 , 20 11 , as Document Number 20 111 38940.
B . City and Digital Billboard Owner subsequently entered into a First Amendment to
Digita l Billboa rd Agreement on or about February 5, 2014 ("First Amendment") to
(i) add additio na l information regarding the con tent and formatti ng of the City 's
advertising s lots, (ii) add procedures for the submission of advertising slots by
the City to Digital Billboard Owner, and (ii i) memorialize City 's efforts to
reaso nab ly mitigate material v isua l interference to the Digita l Billboard
occasioned by the City's in stall ation and mai ntenance of certa in street t rees ,
landscaping, a nd fixtures in the vicinity of the Digital Billboard along Rosemead
Blvd . The First Amendment was recorded with the Los A ngeles County
Recorder's Office on March 10, 20 14, as Document Number 20140240738 .
C . Digital Billboard Owner and City desire to amend the Agreement , as amended by
the First Amendment, to reflect an extension of time fo r Digi tal Billboard Owner to
comp lete the installatio n of certain site improvements specified in Attachment "D "
(Projectffimelin e) to the Agreement and to amend paragraphs "b" and "c" of
Section 7.1 "Accommodations by City" of Article VII "Digital Billboard V is ibility"
added to the Agreement by the Fi rst Amendment.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consid e ration of the promises made and recited herein ,
the parties do hereby enter into th is Second Amendment which modifies and amends
the Agreement as fo ll ows:
1. AMENDMENT. The Agreement is hereby modified and amended as follows:
1.1 Attachment "D" (Project I Timeline). Attachment "D" (Project I Timeline)
of the Agreeme nt is hereby amended as follows :
1.1.1 The "Proj ect Summary" portion of Attachment "D" is amended to
include a new clarifying introductory statement to read as follows :
LA #484 7-4442-0380 v2 -1-
"Digit a l Billboard Owne r h as completed Ph ases I, II and Ill of the Project,
and sha ll complete Ph ase IV within t h e time require d under "Project
T im e s" below. F a il ure of Di g ita l Bi llbo ard Own e r to t im ely satisfy the
req uirements in th is Attachme nt s ha ll co nstitute a def a u lt pursu ant to
Section 5 .1 (Default) of t he Agreement. For purposes of t his Attachment ,
the word "Installation" shall mean that the Digital Bi llboard Owner shall
hav e completed all co ns truct ion and installatio n wor k f o r the item and
have submitted to Ci ty everything reasonab ly required to obtain a
certificate of occupancy or other fina l City approva l for the item ."
1.1.2 Th e "Project Times" portion of Attach me nt "D" perta ini ng to "Ph ase
IV" is a m ended to read as fo llows:
"Phase IV
·By J u ly 31 , 2016 ."
1.2 Section 7.1 "Accommodations by City ." Pa ragraphs "b" and "c " of
S ectio n 7.1 "Accomm odations by City" of A rt icle VII "Digita l Billboard V isibility" added to
the Agreemen t by th e First Amendment are hereby amended to rea d as follows :
"b . City s h a ll reloca te th e exist ing street lig ht located at the corner of
Rosemead Bo uleva rd a nd Olive Street , as pro vi ded b elow a nd dep ict ed in
Attachme nt B . Upon such re location , City will have sat isfied its obligation t o
relocate the street light. Dig ita l Billboard Owne r con sents to t he street light's new
locatio n , whic h is on t he so uth s ide of Olive Street approximate ly sixty (60) fee t
east from the end of the existin g curb return , a nd ag rees that the relocated street
light does not materially impair the vis ibility of the Digital Billboard . See Exh ibit 1,
Attachments A & B, to this Second Amendment i ncorpora ted herei n by reference.
Digital B illboard Owner also a grees th at City has no o b ligatio n t o remove t he
preex ist in g street light located on the co rn e r of Rancho Real Road and
Rosemead Blvd, a nd that it s ha ll be deemed by the parties to not materially
im p ai r t he vi s ib ility o f t h e Dig ita l B ill boa rd."
"c . City will not pla nt or install any additiona l trees , landscaping , or
fixture in t he public right-of-way along Rosemead Boulevard , from Sereno Drive
to Broadway Ave n ue , tha t will mat eria ll y impair the visibi lity of the Digita l
B illboa rd . City agrees to remove the two (2) Street Banners (b ut not the street
lights) located in the i mmediate vicinity of the property along Rosemead Blvd.,
and depict ed in Exhibit 1, Attachment A , to this Second Amendment and
incorporated herein by refe re nce, withi n thirty (30) days of th e effect ive d ate of
t h is Secon d Amendment."
2. GENERAL PROVISIONS.
2 .1 Remainde r Un c hanged . Except as specifically modified and amended in
t h is Second Ame nd ment, the Agreement remains in full force and effect and binding
upon the parties.
LA 114847-4442-0380 v2 -2 -
2.2 Integration. This Second Amendment consists of pages 1 through 4 and
Exhibits 1 inc lusive , which constitut e the entire understanding and agreement of the
parties and supersedes a ll negotiati ons or previous agreements between the parties
with respe ct to all or any part of the transaction discussed in this Second Amendment.
2.3 Effective Date. This Second Amendment shall not become effective until
the date it has been formally approved by the City Council and executed by the
appropriate authorit ies of the City and D ig ita l Billboard Owner.
2.4 Applicable Law. The laws of the State of California shall govern the
interpretation and enforcement of this Second Amendment.
2.5 References . All refere nces to the Agreement include all their respective
t erms and provisions. All defined terms util ized in this Second Amendment have the
same meaning as prov ided in the Agreement , unless expressly stated to the contrary in
this Second Ame ndm ent.
IN WITNESS WHEREOF , the parties hereto have executed this Second
Amendment to the Agreement on the date and year first written above.
ATTEST:
Peggy Kuo , City C lerk
APPROVED AS TO FORM
E ri c S . Vail , City Attorney
[Notary Acknowledgem e nt Required]
LA #4847-4442-0380 v2 -3-
CITY:
THE C ITY OF TEMPLE CITY
By :=---==----"""="",.,....-.,-,--------Don Penman, City Manager
DIGITAL BILLBOARD OWNER :
TEMPLE CITY GATEWAY, LLC , ASS IGNEE
OF DELORENZO FAMILY TRUST
By : ~N~a_m_e_: ___________ __
Title : ___________ _
CALI FORNIA AL L-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF
On , __ before me , , personally appeared proved
to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscr ibed to the
within instrumen t and acknowledged to me that he/she/they executed the same in his/her/th eir authorized
capacity(ies), and t hat by his /h er/the ir sig n ature(s) on the instrument the pe rson(s), or the entity upon
be half of which the pe rson(s) acted , exec uted the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true an d correct.
WITNESS my hand and official seal.
Signature:----------------
OPTIONAL
Though the da ta below is not required by law, it may prove va luab le to persons relyin g on the document
and could pr event fraud u lent reattachme nt of this form
CAPACITY CLAIMED BY SIGNER
0 INDIVIDUAL
0 CORPORATE OFFICER
D
D
D
D
D
TIT L E(S)
PARTNER(S) 0 LIMITED
0 GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR
OTHER __________ _
SIGN E R I S REPRESENTING :
(NAME OF PERSON(S) OR ENTITY(IES))
LA #4847-4442-0380 v2
DES CRIPTION OF ATTACHED DOCUME NT
TITLE OR TYPE OF DOCUMENT
NUMBER OF PAGE S
DATE OF DOCUMENT
SIGNER(S) OTHER THAN NAMED ABOVE
EXHIBIT "1"
ATTACHMENT A
(T wo Street Banners and One Light Pole to be Removed)
ATT ACHM ENT 8
(Relocation of One Ligh t Pole Removed)
LA #4847-4442 -0380 v2
Attachment B
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WEST
SOUTH
.--------14' •411' l£0 s c:re oon
r-------Molal ?a~Bs (f'r.l me)-Br!Aihed l'lmh
r----Archl!ectur31 Metal Panels •
Palnlled 'PRall Gnry"
,------Moul Canopf -Painted 'Cusltlm Orange"
,------Channel Left~ • Painted 4 Bacl<jt ·Regal Blue'
Mel a! P anelS "I Overhang·
Pailllcd 'Regal Blue'
Vehicle Servtce Center · 4 Bays
S1eef S ~tPports ·Brushed Flnl&h
Vehicle Car Wash • 4 Bays
Arc:Mccturat Meral P analt. P olntwd 'l'lnrf Gray·
Metal Pallels (F'rame) ·Brushed Finish ,---------Aluminu:niGiass Siarefronl Adcltion • Bntshed Flnb~
,.------Me~ cor.o;:ry-Pa''"ed ·eu•orn Orang ..
,.-----Sta si Suwcm-Btushed FlrUh
Vehicle Service Center • 4 Bays New Stor"tront A ddillon Vehlcle Car Wash • 4 Ba ys
BUILDING ELEVATIO NS
TEMPLE CITY GATEWAY
BUILDJNG RE-FACADE & STOREFRONT ADDITION
N ~~
.~.._...
Scale: 1116'" ,. -o·
Nadel Architects, Inc.
ATTACHMENT E
Temple City Gateway
July 1, 2014
City of Temple City
Attn: Mr. Don Penman
9701 Las Tunas Drive
Temple City, CA 91780
ATTACHMENT F
5402 Rosemead Blvd., Templ e City CA
Re: Temple City Gateway I North Facing Digital Display obstructions
Dear Don,
Below please find (2) remaining items we would like to address with the City of Temple City.
We are pleading with the City to help clear the significant obstructions within the North Facing
Digital Display as referenced below.
Item 1. Due to the obstructions of the North Facing Digital Display caused by the (3) existing
street lights along Rosemead Blvd (within approx. 50 to 60 ' from each other), Temple City
Gateway, LLC is pleading with th e City to discuss the removal of an old existing street light on
the corner of Rancho Real Road and Rosemead Blvd (as referenced in Attachment A).
Item 2. Due to the obstructions within the North Fac ing Digital Dis play due to (3) street banners
from Broadway Ave to the North Facing Digital Display, Temple City G ateway, LLC is
r e questing the removal of (1) street banner mounted on a street light along Rosemead Blvd just
North of Rancho Real Road (as referenced in Attachment A). The First Amendment to the
Amortization Agreement prov ision 7 .1. C states that the City will not plant or install any
additional tree, land scaping or fixture in the public right-of-way along Rosemead Blvd from
So reno Drive to Broadway A venue that would m a terially impair the visibility o f the Digital
Billboards.
The City's assistance in helping to eliminate the obstructions within the North Facing Digital
Display would make a significant impact in the future success of the digital displays. We
genuinely seek the City's help and assistance regarding this matter.
ierre DeLorenzo
Temple City Gateway, LLC I Managing Partner
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