HomeMy Public PortalAboutELLER MEDIA COMPANY - Transit Bus Shelter Advertising AgreementTRANSIT SHELTER AGREEMENT
(Eller Media Company/
City of Carson)
THIS AGREEMENT, made and entered into as of October 5 � 2000, by and
between the City of Carson, a municipal corporation of the State of California ("City") and Eller
Media Company, a Delaware corporation ("Contractor"). In consideration of the respective
covenants and promises herein contained and subject to all of the terms and conditions hereof, the
parties hereby agree as follows.
Recitals.
a. Business and Professions Code Section 5408.5 and other applicable law allows
for the placement of advertising displays located on bus shelters provided that those shelters have
met the standards and are approved by agreement or permit of the public agency having
operational authority over the highway adjacent to the shelter.
b. City desires transit shelters at various designated bustop locations throughout the
City.
C. City desires to cause transit shelters to be provided at certain bustop locations
which have high quality design features consistent with the General Plan of the City of Carson
and the requirements of the Carson Redevelopment Agency.
d. City has requested the construction and maintenance of such transit shelters to be
accomplished by entering into a written agreement between the City and Contractor.
e. Contractor represents that it has thoroughly reviewed the terms of this Agreement
and has independently investigated the feasibility and costs of providing the services set forth in
this Agreement and has detennined that it is feasible to provide the transit shelters pursuant to the
teens and conditions of this Agreement is willing and qualified to provide such shelters to the
City.
f. City is willing to provide Contractor with the right to construct, erect, install,
repair, maintain and insure such transit shelters on City -owned property or right of way under the
terms and conditions hereinafter set forth.
g. As used in this Agreement, the term "Director" shall mean the Director of Public
Works of the City of Carson.
2. Grant of Right by City
City hereby grants to Contractor, on the terns hereinafter described, an exclusive license
to construct, erect, install, illuminate, repair, maintain, advertise and insure transit shelters as
described herein at bus stop locations throughout the City as designated by the City from time -to -
time to be placed on the City's public right-of-way. City reserves the right to allow other transit
shelters constructed and maintained by persons other than Contractor on public or private
property when such additional transit shelters have been required as part of the land use
entitlements and conditions of approval for the private property development.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 1 ELLER MEDIA COMPANY
3. License Fee Payable to City
In consideration of the rights granted hereby, Contractor agrees to pay to City a license
fee equal to the following:
a. Advertising Revenues.
(1) Twenty -two -and -a -half percent (22.5%) of the gross advertising revenues
received after agency/sales commission have been deducted by Contractor for the rental
of advertising space in and on the shelters, or
(2) The cumulative total of the guaranteed fees for each shelter in the ground
per month for the entire year pursuant to Section 3.d below, whichever is greater; and
(3) In the event the percent amount for any year exceeds the cumulative
guaranteed fees paid during that year, the difference will be remitted to the City within
sixty (60) days following the end of the year.
b. Capital Improvement Fee. Contractor will provide a one-time Capital
Improvement fee in the amount of $100,000 for thefirst five years within thirty (30) days
following the execution of this agreement. Upon the
Contractor will provide another payment of $50,000
execution of the extension.
C. Advance Payments.
approval of the second five-year term,
within thirty (30) days following the
(1) Contractor agrees to pay half of the first five years guaranteed revenue
up front based on the number that can be installed. Guaranteed payments for the
remaining first five years will commence upon the depletion of the initial payment based
on the date of installation and the length of time the shelters are in the ground for the
five-year period; and
(2) Contractor agrees to pay half of the second five years guaranteed revenue
upon the signing approval of the second five-year terns based on the number of shelters in
the ground at that time. Guaranteed payments for the remaining second five years will
commence upon the depletion of the initial payment based on the length of time the
shelters are in the ground for the five-year period.
d. Guaranteed Fees. Guaranteed fee per shelter per month will increase by 2% each
year after the first year as follows:
Year 1
$125.00
Year 2
$127.50
Year 3
$130.05
Year 4
$132.65
Year 5
$135.30
Year 6
$138.01
Year 7
$140.77
Year 8
$143.58
Year 9
$146.45
Year 10
$149.39
e. Poster Credit. Contractor will provide to City a $2,000 per year credit with its in-
house poster production division for the design and production of posters.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 2 ELLER MEDIA COMPANY
f. Accountings. Contractor shall provide a Statement of Account showing all
shelter locations and revenues received on a yearly basis within sixty (60) days following the end
of the year. Contractor shall allow reasonable inspection of its books and records for revenue
accrual by City officials as authorized by the City Manager at Contractor's office during
reasonable business hours. Any amounts not paid when due shall bear interest at the rate of 1%
per month, compounded monthly (but in no event more than the greatest rate permitted by
applicable law).
g. Books and Records. All payments from Contractor to City shall be supported by
a Statement of Account showing all shelters located within the City and revenues received.
Contractor shall allow inspection of its books and records by City or City's agents at Contractor's
offices during reasonable business hours to verify the fees due to City.
4. Contractor's Services
Contractor agrees, at its own costs and expenses, to perform as follows:
a. Scope of Service. Contractor agrees to build, install, maintain, repair, and insure
up to ninety (90) transit shelters with advertising in the City upon its public right-of-way. All
shelters built by Contractor shall remain the property of Contractor. The existing City shelters
shall continue to be maintained by City for the purpose of public necessity or until such time as
the City detennines said shelters are to be removed. Contractor may construct and maintain
additional bus shelters for the purpose of advertising in the City and upon City sidewalks at
locations mutually agreed upon by both City and Contractor. All bus stop locations for transit
shelters shall be approved in writing by the Director, which approval may be withheld by City in
its sole and absolute discretion.
b. Design of Shelters. Except as hereinafter provided, shelters shall be so designed
to conform to City's design standards. Each shelter shall have displayed in a conspicuous place
the name of Contractor and shelter number. Any design changes, except otherwise specified in
Exhibit "A" of this contract, shall be submitted to City for City's written approval at least thirty
(30) days prior to installation, Contractor shall obtain written approval of City's City Manager, or
designee, of all design changes before installation.
(1) All transit shelters and transit benches shall be securely bolted or
fastened to the ground in a manner approved by the Director.
(2) The color of the transit benches shall be as specified in the approved
design.
(3) There shall be only one transit bench at each approved transit shelter and
transit bench location, unless the Director determines that an additional bench is required
due to the volume of transit riders using the location.
(4) A translucent back and side panel may be installed on the transit shelter
upon the written approval of the Director finding that the back and side panels are needed
to protect persons from the elements because the transit shelter is located away from
protecting screens such as a building, structure or extensive landscaping. Opaque panels,
whether by design or due to changes resulting from age and weather shall not be allowed
on transit shelters.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 3 ELLER MEDIA COMPANY
(5) The advertising panel of a transit shelter shall be on the far side as
viewed from the closest line of traffic to facilitate observation by police personnel.
(6) A trash receptacle shall be provided at each approved transit shelter. A
trash receptacle shall also be provided at each transit bench location where the Director
determines that a trash receptacle is needed at the location. The design of trash
receptacles for the transit shelters and shall be approved by the Director.
C. Permit Requirements. . Contractor shall obtain a master permit from City for the
initial group of transit shelters. In the event additional shelters are required, an individual or
group permit will be obtained, and each such permit shall be valid only for the particular
location(s) specified therein. Each application for a permit to install bus shelters must be
accompanied by a plan showing the proposed location of each bus shelter and such other
information as the City Manager, or designee, may require.
d. Installation of Transit Shelters and Transit Benches. Contractor shall install the
first shelter within sixty (60) days from and after the date said shelter is permitted and shall install
the remaining transit shelters within one hundred twenty (120) days after the first shelter is
permitted. Where installation of a shelter requires disturbance of existing pavement or sidewalks,
Contractor shall promptly replace that pavement and sidewalk in a manner satisfactory to
Director. If Contractor's work results in any damage to utilities, street furniture, vegetation or
private property, Contractor shall promptly restore, repair or replace the damaged property to its
original or a better condition
e. Permit Charges. City shall waive any fees, costs and permit charges regularly
assessed by City. The shelters shall be constructed in conformity with the relevant requirements
of the Uniform Building Code and applicable City codes.
f. Repair and Maintenance. Contractor shall maintain, repair, clean and service the
transit shelters located at approved bus stops. Transit shelters and trash receptacles adjacent to
such shelters shall be kept in a clean, neat, safe and sanitary condition. Contractor may enter
upon and into the transit shelters at any reasonable time with personnel and materials, including
but not limited to electric wires, meters, and clock work machinery, reasonably necessary for
repairing and maintaining the shelters. All such work shall be performed at the sole expense of
Contractor. Each shelter shall be cleaned and trash collected (where a trash receptacle has been
installed) not less than two (2) times per week. In the event the Director determines that a transit
shelter or transit bench fails to comply with the requirements of this Agreement or is otherwise in
a state of disrepair or deferred maintenance, the Contractor shall remove such transit shelter or
transit bench within three (3) days of notice from the Director and shall replace the transit shelter
or transit bench in accordance with the requirements of this Agreement within the time set by the
Director. As an exception to the foregoing removal requirement, the Director may demand that
the transit shelters or transit benches may be removed within one (1) day of notice if he
determines that the problem is severe. Contractor shall, upon request of the City, provide a report
detailing maintenance and repairs on all shelters. The City may supplement additional regular
maintenance at its own cost. If Contractor fails to maintain the transit shelters and transit benches
as required by this Agreement, City may take such action as is required to maintain the transit
shelters in the condition required by this Agreement at the Contractor's expense.
g. Power Source. Each transit shelter shall be lighted with a power source other
than solar power. Solar panels for power shall not be allowed. Contractor shall pay all sums that
may become due for the power supplied to the shelters and shall keep City indemnified against
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 4 ELLER MEDIA COMPANY
any and all such costs. City shall assist in the supplying of power to the shelters for health and
safety purposes by providing access to City owned street lights and safety lights when determined
feasible by both the City and Contractor.
h. Graffiti. It will be the responsibility of Contractor for graffiti abatement on the
bus shelter. Contractor agrees to remove graffiti from the bus shelter during the routine
maintenance and repair of the unit. Contractor agrees to utilize those materials that will best deter
the prevalence of graffiti. In the event graffiti abatement measures are insufficient to deter the use
of the back panels for the display of graffiti, Contractor shall have the sole discretion to replace
the back panels with a cross bar or remove them altogether.
i. Advertising. Contractor shall utilize the shelters for advertising, but shall only do
so only upon the advertising panels depicted on the designs which are approved by the Director.
The following regulations governing advertising on the transit shelters have been suggested by
and specifically approved by the Contractor:
(1) Contractor shall reject any advertising that it deems to be in bad taste.
(2) No advertisement or sign on any shelter shall be displayed which would
advertise or display alcoholic beverages, tobacco products, nudity or partial nudity,
political/election campaigns, religious symbolism or services, or adult-oriented
businesses, activities, merchandise or entertainment.
(3) No advertisement or sign on any shelter shall be displayed which would
be offensive or objectionable to the public, or which advertises competing services or
products within a one block radius of real property primarily devoted to providing such
services or products. Should City, in its sole discretion, determine any advertising on any
shelter to be indecent or vulgar, Contractor shall remove all such advertising within
twenty-four (24) hours after City serves notice upon Contractor requiring the removal of
such advertising pursuant to this paragraph.
(4) No advertisement or sign on any shelter shall display any word, phrase,
symbol or character likely to interfere with, mislead or distract traffic, or conflict with
any traffic control device nor shall any shelter contain a directional sign or arrow
directing people to a nearby use. No banners, pennants, balloons, A -frame signs, neon
signs, flashing or blinking lights, directional signs, and flags shall be allowed on any
transit shelter or transit bench. No exposed neon shall be placed on any transit shelter.
(5) Contractor will provide a minimum of six percent (6%) of advertising
space to the City on a non -cumulative basis for the promotion of public service
announcements. Additional panels will be provided on a space available basis.
j. Extensions; Minor Changes. With respect to the matters set forth in this
Section, the Director shall have the authority to extend the times for performance.
5. Interests and Ownership of Contractor
Contractor hereby covenants that Contractor has no interest and shall not acquire any
interest, direct or indirect, which would conflict in any manner with the performance of the
services contemplated by this agreement. No person having such interest shall be employees or
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C138=980\621952-2 Page 5 ELLER MEDIA COMPANY
associated with Contractor in the performance of services hereunder. City and Contractor hereby
acknowledge that the shelters shall at all times remain the property of Contractor.
6. Shelter Removal
a. Contractor shall retain the right to remove any transit shelter upon thirty (30)
days notice to City in event the Federal, State, Municipal or other proper authorities should
hereafter establish any rules, regulations or taxation which shall so restrict location, construction,
maintenance or operation of the shelters as to substantially diminish the value of said shelters for
advertising proposes, or in the event of "chronic vandalism", as hereinafter defined.
b. In the event City fails to receive notice of renewal of the comprehensive general
liability insurance, on or before twenty (20) days before the expiration date thereof, or in the
event the comprehensive general liability insurance as required below is canceled and no
evidence of equal coverage is filed with City on or before twenty (20) days prior to the expiration
date of the coverage, or upon termination of this Agreement for any reason, Contractor agrees to
remove immediately all of its shelters and if it fails to do so within thirty (30) days after notice to
do so is received by Contractor, City shall have the right to remove said shelters and Contractor
agrees to pay City, City's costs for such removal and site restoration.
C. "Chronic Vandalism" is defined as damage inflicted to an individual shelter
during any one (1) year period which requires cumulative expenditures for replacement and repair
that exceed fifty percent (50%) of the original cost of construction and installation of the shelter.
Prior to removing such shelter Contractor shall provide to City records detailing the cumulative
expenditure on said shelter. City agrees to make every effort possible to apprehend and convict to
the fullest extent of the law any individual or group of individuals who inflict graffiti, vandalism,
theft, damage, or any other effect which defaces or devalues the bus shelter, its advertising
content or accompanying amenities. Contractor will cooperate with City in its efforts to provide
safety and security for the bus shelters and its transit patrons. In the event graffiti is found for
eight consecutive weeks on the back panels, Contractor reserves the right to replace the back
panels with a cross bar.
d. Upon removal of any or all shelter erected by Contractor hereunder, all material
shall be removed from the site, including, but not by way of limitation, all wires. The site shall be
restored to the condition as it existed prior to installation of the shelter, including complete
restoration of any sidewalk upon which the shelter was located.
e. If Contractor does not remove all shelters and benches within thirty (30) days
after notice to remove they shall be deemed abandoned and City shall have the right to remove
the remaining shelters and dispose of them, in which event Contractor shall pay all costs of
removal and site restoration.
7. Term
a. The term of this Agreement shall commence at 12:01 a.m. on the day following
the installation of the sixtieth (60"') advertising shelter, or on the one -hundred -twentieth (120`l)
day after the date of this Agreement, whichever shall first occur, and shall continue for five (5)
years (the "Tenn"), unless previously terminated as hereafter provided. City may grant an
additional five-year term under the terms and conditions set forth in Section 3, in the event that all
of the conditions of the first five years have been met to the satisfaction of City. This extension
shall be initiated by a written request from Contractor not less than 30 days or more than 180 days
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 6 ELLER MEDIA COMPANY
prior to expiration of this agreement and shall be deemed granted if there is no written reply from
City within thirty (30) days of the receipt of Contractor's letter. In the event that the City fails to
timely process permits and grant approvals permitting the installation of sixty (60) transit shelters
within one hundred twenty (120) days of the date of this Agreement, the City Manager is
authorized to extend the Term by such time as the City Manager determines, in the City
Manager's sole discretion, to be equitable.
8. Termination
a. This Agreement may be terminated by City upon fifteen (15) days' notice to
Contractor if: (1) Contractor fails to provide satisfactory evidence of renewal or replacement of
comprehensive general liability insurance in accordance with this Agreement at least twenty (20)
days before the expiration date of the previous policy.
b. The City Manager may suspend this Agreement at any time upon finding that: (1)
the Contractor is in breach of a material term of this Agreement; and (2) said breach could cause
an immediate adverse affect upon the health or safety of members of the public.
C. If either party is in default under this Agreement, the non -breaching party shall
send written notice specifying the breach. If the breach is not cured within thirty (30) days from
the receipt of the notice, or if the default can not be cured within thirty (30) days delay in the
exercise of a remedy would not (in the defaulting party's reasonable judgment) cause any
irreparable harm to the non -defaulting party the cure period shall be extended to allow the
defaulting party a reasonable period of time to cure the default, so long as the defaulting party is
actively pursuing the cure of the default within the thirty (30) day period. If the defaulting party
fails to cure the default within such cure period this Agreement shall terminate upon not less than
thirty (30) days written notice.
9. Independent Contractor
Contractor is, and shall at all times remain as to City, a wholly independent contractor.
Contractor shall have no power or authority to incur any debt, obligation, or liability on behalf of
City or otherwise act on behalf of City as an agent. Contractor shall not, at any time, or in any
manner, represent that it or any of its agents or employees are in any manner agents or employees
of City. Contractor agrees to pay all required taxes and hold City harmless from any and all taxes,
assessments, penalties, and interest asserted against City by reason of the independent contractor
relationship created by this Agreement. Contractor shall fully comply with the worker's
compensation law regarding Contractor and Contractor's employees. Contractor further agrees to
indemnify and hold City harmless from any failure of engineer to comply with applicable
worker's compensation laws. City shall have the right to offset against the amount of any fees due
the Contractor under this Agreement any amount due to City from Contractor as a result of
Contractor's failure to promptly pay to City any reimbursement or indemnification arising under
this section.
10. Insurance
Contractor agrees to provide liability and workers compensation insurance at its sole cost
and expense in accordance with the requirements set forth in Exhibit `B," attached hereto and
incorporated herein. The failure of Contractor to continuously maintain the insurance required by
this Section shall constitute a breach of this Agreement.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 7 ELLER MEDIA COMPANY
11. Contractor Indemnification of City
a. Contractor and City agree that City, its employees, agents and officials should, to
the extent permitted by law, be fully protected from any loss, injury, damage, claim, lawsuit, cost,
expense, attorneys fees, litigation costs, defense costs, court costs or any other cost arising out of
or in any way related to the performance of this Agreement by Contractor. Accordingly, the
provisions of this indemnity provision are intended by the parties to be interpreted and construed
to provide the fullest protection possible under the law to the City. Contractor acknowledges that
City would not have entered into this Agreement in the absence of the commitment of Contractor
to indemnify and protect City as set forth herein.
b. To the full extent permitted by law, Contractor shall defend, indemnify and hold
harmless City, its employees, agents and officials, from any liability, claims, suits, actions,
arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or
costs of any kind, whether actual, alleged, or threatened, actual attorneys fees incurred by City,
court costs, interest, defense costs including expert witness fees and any other costs or expenses
of any kind whatsoever without restriction or limitation incurred in relation to, as a consequence
of, arising out of or in any way attributable actually, allegedly or impliedly, in whole or in part to
the performance of this Agreement by Contractor. All obligations under this provision are to be
paid by Contractor as they are incurred by the City.
C. Without affecting the rights of City under any provision of this agreement or this
section, Contractor shall not be required to indemnify and hold harmless City as set forth above
for liability attributable to the fault of City, provided such fault is determined by agreement
between the parties or the findings of a court of competent jurisdiction.
d. Contractor has no obligation under this Agreement for liability proven in a court
of competent jurisdiction or by written agreement between the parties to be the fault of City.
e. Contractor agrees to obtain executed indemnity agreements with provisions
identical to those as set forth here in this section from each and every subcontractor, sub -tier
contractor or any other person or entity involved by, for, with or on behalf of Contractor in the
performance or subject matter of this Agreement. In the event Contractor fails to obtain such
indemnity obligations from others as required here, Contractor agrees to be fully responsible
according to the terms of this section. Contractor shall have sixty (60) days from the date of this
Agreement to obtain such indemnity agreements from such persons with whom Contractor has
existing agreements.
f. Failure of City to monitor compliance with these requirements imposes no
additional obligations on City and will in no way act as a waiver of any rights hereunder. This
obligation to indemnity and defend City as set forth herein is binding on the successors, assigns
or heirs of Contractor and shall survive the termination of this Agreement or this section.
g. Contractor shall also indemnify and hold harmless the City, its employees, agents
and officials, from any liability, claims, suits, actions, arbitration proceedings, administrative
proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual,
alleged, or threatened, actual attorneys fees incurred by City, court costs, interest, defense costs
including expert witness fees and any other costs or expenses of any kind whatsoever without
restriction or limitation incurred in relation to a third party challenge to the validity of this
Agreement or any actions of the City with respect to approval of this Agreement.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 8 ELLER MEDIA COMPANY
12. City Indemnification of Contractor
a. Contractor and City agree that Contractor, its employees, agents and officials
should, to the extent permitted by law, be fully protected from any loss, injury, damage, claim,
lawsuit, cost, expense, attorneys fees, litigation costs, defense costs, court costs or any other cost
arising out of or in any way related to the action or omissions of the City with respect to its
obligations under this Agreement. Accordingly, the provisions of this indemnity provision are
intended by the parties to be interpreted and construed to provide the fullest protection possible
under the law to the Contractor. City acknowledges that Contractor would not have entered into
this Agreement in the absence of the commitment of City to indemnify and protect Contractor as
set forth herein.
b. To the full extent permitted by law, City shall defend, indemnify and hold
harmless Contractor, its employees, agents and officials, from any liability, claims, suits, actions,
arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or
costs of any kind, whether actual, alleged, or threatened, actual attorneys fees incurred by
Contractor, court costs, interest, defense costs including expert witness fees and any other costs or
expenses of any kind whatsoever without restriction or limitation incurred in relation to, as a
consequence of, arising out of or in any way attributable actually, allegedly or impliedly, in whole
or in part to the performance of City's obligations pursuant to this Agreement. All obligations
under this provision are to be paid by City as they are incurred by the Contractor.
C. Without affecting the rights of Contractor under any provision of this agreement
or this section, City shall not be required to indemnify and hold harmless Contractor as set forth
above for liability attributable to the fault of Contractor, provided such fault is determined by
agreement between the parties or the findings of a court of competent jurisdiction.
d. City has no obligation under this Agreement for liability proven in a court of
competent jurisdiction or by written agreement between the parties to be the fault of Contractor.
e. The obligations of City under this or any other provision of this Agreement will
not be limited by the provisions of any workers compensation act or similar act. City expressly
waives its statutory immunity under such statutes or laws as to Contractor, its employees, agents
and officials.
f. Failure of Contractor to monitor compliance with these requirements imposes no
additional obligations on Contractor and will in no way act as a waiver of any rights hereunder.
This obligation to indemnity and defend Contractor as set forth herein is binding on the
successors, assigns or heirs of City and shall survive the termination of this Agreement or this
section.
13. Legal Responsibilities.
Contractor shall keep fully informed of all Federal, State and local laws, regulations and
ordinances that in any manner affect those employed by or in any way affect or govern the
performance of services pursuant to this Agreement. Contractor shall at all times observe and
comply with all such laws, regulations and ordinances.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 9 ELLER MEDIA COMPANY
14. Representatives and Notices
City's City Manager shall be the representative of City for purposes of this Agreement
and may issue all consents, approvals, directives, or agreements on behalf of City called for by
this Agreement except as otherwise expressly provided in this Agreement.
Anthony Ingegneri shall be the representative of Contractor for purposes of this
Agreement, and may enter into any subordinate agreements with City pursuant to this Agreement
on behalf of Contractor. Contractor may designate a replacement representative to act on behalf
of Contractor by written notice to City.
Notices and written communications sent by one party to the other shall be personally
delivered or sent by certified or registered U.S. Mail, return receipt requested, postage prepaid, or
a reliable overnight delivery service, such as but not limited to Federal Express, to the following
addresses (or such other addresses as may be designated by notice given in accordance with this
paragraph):
If sent by City to Contractor:
Bruce K. Seidel, President
Southern California Transit Shelter Division
Eller Media Company
1539 West Orangewood Avenue
Orange, CA 92688
and
Paul Meyer
President and CEO
Eller Media Company
2850 East Camelback Road
Ste. 300
Phoenix, AZ 85016
If sent by Contractor to City:
City of Carson
City Manager
701 East Carson Street
Carson, CA 90745
Notice shall be deem received upon actual receipt of the notice or three (3) business days
following deposit in one of the approved transmission methods.
15. Subcontractors
No portion of this Agreement shall be subcontracted without the prior written approval of
Director. Contractor shall be fully responsible to City for the performance of any and all
approved subcontractors.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 10 ELLER MEDIA COMPANY
16. Equal Opportunity
a. By signing this Agreement Contractor certifies that it does not discriminate
against any employee or applicant for employment because of race, color, creed, religion, sex,
marital status, national origin, ancestry, physical handicap or medical condition, except as
provided in California Labor Code Section #1420, in connection with employment, upgrading,
promotion, or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay
or other forms of compensation and selection for training including apprenticeship. Such
affirmative action shall be in accordance with the affirmative action guidelines adopted by City.
Contractor agrees to post in conspicuous places, available to employees and applicants for
employment, notices to be provided by City setting forth the provisions of this non-discrimination
clause.
b. Contractor shall, in all solicitations or advertisements for employees placed by or
on behalf of Contractor, state that all qualified applicants will receive consideration for
employment without regard to race, color, creed, religion, sex, marital status, national origin,
ancestry.
C. Contractor agrees to cause the foregoing provisions to be inserted in all
subcontracts for any work covered by this Agreement, so that such provisions will be binding
upon each subcontractor provided that the foregoing provisions shall not apply to contracts or
subcontracts for standard commercial supplies or raw materials.
d. To the greatest extent feasible, Contractor shall endeavor to employ residents of
the City of Carson in the rendering of the services required by this Agreement. All solicitations
for employment arising in whole or in part out of the execution of this Agreement, whether full -
or part-time, new or replacement hires, shall be listed with the Carson Job Clearinghouse and the
Torrance -Carson -Lomita Private Industry Council. Information on how to list employment
opportunities with these agencies may be obtained at Carson City Hall.
17. Assignability
Contractor shall not assign or transfer any interest in this Agreement, whether by
assignment or novation, without the prior written consent of the City, which consent shall not be
unreasonably withheld. Any purported assignment without such consent shall be void and
without effect.
18. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
19. Entire Agreement
This agreement supersedes any and all other agreements, permits or City approvals, either
oral or in writing, between the parties hereto with respect to the subject matter hereof and
contains all of the covenants and agreements between the parties with respect to said matter, and
each party this Agreement acknowledges that no representation, inducements, promises or
agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any
party, which are not embodied herein, and that any other agreement shall be effective only if
executed in writing and signed by both City and Contractor.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 11 ELLER MEDIA COMPANY
20. Tax Interest
Contractor recognizes and understands that this Agreement may create a possessory
interest subject to taxation and Contractor agrees to assume all liability and responsibility for
payment of taxes levied on such interest.
21. Third Party RiEhts
No third party shall be deemed to have any rights hereunder against any of the parties as
a result of this Agreement.
22. Waiver of Breach
No breach of any provision of this Agreement can be waived unless the waiver is in
writing. Waiver of any one breach of a provision shall not be deemed to be a waiver of any other
breach of the same or any other provision of this Agreement.
23. Attorney's Fees
Should any dispute under this Agreement lead to litigation, the prevailing party in
litigation shall be entitled to reasonable attorney's fees and litigation expenses incurred with
respect to the dispute and the prosecution of the action.
24. Contractor's Warranties and Representations
Contractor warrants and represents to City as follows:
a. Contractor has not employed or retained any person or entity, other than a bona
fide employee working exclusively for Contractor, to solicit or obtain this Agreement.
b. Contractor has not paid or agreed to pay any person or entity, other than a bona
fide employee working exclusively for Contractor, any fee, commission, percentage, gift, or any
other consideration contingent upon or resulting from the execution of this Agreement. Upon any
breach or violation of this warranty, City shall have the right, in its sole discretion, to terminate
this Agreement without further liability, or, in the alternative, to deduct from any sums payable
hereunder the full amount or value of any such fee, commission, percentage or gift.
C. Contractor has no knowledge that any officer or employee of the City has any
interest, whether contractual, non -contractual, financial, proprietary, or otherwise, in this
transaction or in the business of the Contractor, and that if any such interest comes to the
knowledge of Contractor at any time, a complete written disclosure of such interest will be made
to City, even if such interest would not be deemed a prohibited "conflict of interest" under
applicable laws.
d. Upon the execution of this Agreement, Contractor has no interest, direct or
indirect, in any transaction or business entity which would conflict with or in any manner hinder
the performance of services and work required by this Agreement, nor shall any such interest be
acquired during the tenn of this Agreement.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 12 ELLER MEDIA COMPANY
25. Gender and Number
As used herein, the masculine shall include the feminine and neuter, and the singular
shall include the plural.
26. Third Party Rights
No third party shall be deemed to have any rights hereunder against any of the parties
hereto as a result of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
and year first above written.
ELLER MEDIA, a Delaware corporation ("Contractor")
T y I gegn 'i
Vi esident, Pu is Affairs
CITY OF CARSON,
a municipal corporation of the
State of California ("City")
ATTEST:
City Clerk
Approved as to Form:
RICHARDS, WATSON & GERSHON
By
City Attorney
Mayor
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 13 ELLER MEDIA COMPANY
EXHIBIT A
fisf"Illl"MU-9 "5e]WJ O • WT ol)XI- �U_ 11 -mi -0 WipVto'Gy 7MWM311�1NYX1t
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 14 ELLER MEDIA COMPANY
• � 1
t +_h
—.V •• •�.� d+ ? i S..i �e t
{I A
i.
•iccs
.tt1 �
?tet
t.^ — �;•�
ry, j; firIA
• � 1
t +_h
—.V •• •�.� d+ ? i S..i �e t
{I A
i.
•iccs
EXHIBIT B
CITY OF CARSON INSURANCE REQUIREMENTS
1. Commercial General Liability/Umbrella Insurance. Primary insurance
shall be provided on ISO -CGL form No. CG 00 01 1185 or 88. Total limits shall be not less than
two million dollars ($2,000,000.00) per occurrence for all coverages and four million dollars
($4,000,000.00) general aggregate. City and its officers, agents and employees shall be named as
additional insureds using ISO additional ensured endorsement form CG 20 10 11 85 (in no event
will City accept an endorsement form with an edition date later than 1990). Coverage shall apply
on a primary non-contributing basis in relation to any other insurance or self-insurance, primary
or excess, available to City or any employee or agent of City. Coverage shall not be limited to
the vicarious liability or supervisory role of any additional insured. Umbrella Liability Insurance
(over primary) shall apply to bodily injury/property damage, personal injury/advertising injury, at
a minimum, and shall include a "drop down" provision providing primary coverage above a
maximum of $25,000.00 self-insured retention for liability not covered by primary policies but
covered by the umbrella policy. Coverage shall be following form to any underlying coverage.
Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to
policy limits. There shall be no cross -liability exclusion. Policies shall have concurrent starting
and ending dates. If Contractor uses existing coverage to comply with these requirements and
that coverage does not meet the requirements set forth herein, Contractor agrees to amend,
supplement or endorse the existing coverage to do so. The following coverages will be provided
by Contractor and maintained on behalf of City and in accordance with the requirements set forth
herein.
2. Business Auto/Umbrella Liability Insurance. Primary coverage shall be
written on ISO Business Auto Coverage form CA 00 01 06 92 including symbol 1 (Any Auto).
Limits shall be no less than two million dollars ($2,000,000.00) per accident. Starting and ending
dates shall be concurrent. If Contractor owns no autos, a non -owned auto endorsement to the
General Liability policy drafted above is acceptable.
3. Workers' Compensation/Employers' Liability shall be written on a policy
form providing workers' compensation statutory benefits as required by law. Employers' liability
limits shall be no less than one million dollars per accident or disease. Employer's liability
coverage shall be scheduled under any umbrella policy described above. Unless otherwise
agreed, this policy shall be endorsed to waive any right of subrogation as respects the City, its
officers, agents or employees.
4. Contractor and City further agree as follows:
A. This Section supersedes all other sections and provisions of this
Agreement to the extent that any other section or provision conflicts with or impairs the
provisions of this Section.
B. Nothing contained in this Section is to be construed as affecting
or altering the legal status of the parties to this Agreement. The insurance requirements
set forth in this Section are intended to be separate and distinct from any other provision
in this Agreement and shall be interpreted as such.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 15 ELLER MEDIA COMPANY
C. All insurance coverage and limits provided pursuant to this
Agreement shall apply to the full extent of the policies involved, available, or applicable.
Nothing contained in this Agreement or any other agreement relating to the City or its
operations limits the application of each insurance coverage.
D. Requirements of specific coverage features or limits contained in
this Section are not intended as a limitation on coverage, limits or other requirements, or
a waiver of any coverage normally provided by any insurance. Specific reference to a
given coverage feature is for purposes of clarification only and is not intended by any
party to be all-inclusive, or to the exclusion of other coverage, or a waiver of any type.
E. For purposes of insurance coverage only, this Agreement shall
be deemed to have been executed immediately upon any party hereto taking any steps
that can be deemed to be in furtherance of or towards performance of this Agreement.
F. All general or auto liability insurance coverage provided
pursuant to this Agreement, or any other agreements pertaining to the performance of this
Agreement, shall not prohibit Contractor, and Contractor's agents, officers or employees
from waiving the right of subrogation prior to a loss. Contractor hereby waives all rights
of subrogation against City.
G. Unless otherwise approved by City, Contractor's insurance shall
be written by insurers authorized to do business in the State of California and with a
minimum "Best's" Insurance Guide rating of "A:VII." Self-insurance will not be
considered to comply with these insurance specifications.
H. In the event any policy of insurance required by this Agreement
does not comply with these requirements or is cancelled and not replaced, City has the
right but not the duty to obtain the insurance it deems necessary and any premium paid by
City will be promptly reimbursed by Contractor. Upon Contractor's failure to make such
reimbursement within 30 days of written demand, City may deduct that sum from any
monies due Contractor hereunder or otherwise.
I. Contractor agrees to provide evidence of the insurance required
herein, satisfactory to City, consisting of certificate(s) of insurance evidencing all of the
coverages required and an additional insured endorsement to Contractor's general liability
and umbrella liability policy (if any) using ISO form CG 20 10 11 85. Certificate(s) are
to reflect that the insurer will provide 30 days' notice of any cancellation of coverage.
Contractor agrees to require its insurer to modify such certificates to delete any
exculpatory wording stating that failure of insurer to mail written notice of cancellation
imposes no obligation, and to delete the word "endeavor" with regarding to any notice
provisions. Contractor agrees to provide complete copies of policies to City upon
request.
J. Contractor shall provide proof that policies of insurance required
herein expiring during the term of this Agreement have been renewed or replaced with
other policies providing at least the same coverage. Such proof shall be furnished within
72 hours of the expiration of the coverages.
K. Any actual or alleged failure on the part of City or any other
additional insured under these requirements to obtain proof of insurance required under
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 16 ELLER MEDIA COMPANY
this Agreement in no way waives any right or remedy of City or any additional insured,
in this or any other regard.
L. Contractor agrees to require all subcontractors or other parties
hired for this project to provide general liability insurance naming as additional insureds
all parties to this Agreement. Contractor agrees to obtain certificates evidencing such
coverage and make reasonable efforts to ensure that such coverage is provided as
required here. Contractor agrees to require that no contract used by any subcontractor, or
contracts Contractor enters into on behalf of City, will reserve the right to charge back to
City the cost of insurance required by this Agreement. Contractor agrees that upon
request, all agreements with subcontractors or others with whom Contractor contracts on
behalf of City will be submitted to City for review. Failure of City to request copies of
such agreement will not impose any liability on City, its officers, agents, or employees.
M. If Contractor is a Limited Liability Company, general liability
coverage must be amended so that the Limited Liability Company and its Managers,
Affiliates, employees, agents and other persons necessary or incidental to its operations
are insureds.
N. Contractor agrees to provide immediate notice to City of any
claim or loss against Contractor that includes City as a defendant. City assumes no obligation or
liability by such notice, but has the right (but not the duty) to monitor the handling of any such
claim or claims.
CITY OF CARSON TRANSIT SHELTER AGREEMENT
C1380\0980\621952-2 Page 17 ELLER MEDIA COMPANY
ITEM NO. (27) PROPOSALS FOR BUS SHELTERS WITH ADVERTISING (ENGINEERING
SERVICES)
RECOMMENDATION for City Council:
TAKE the following actions:
1. DIRECT staff to negotiate an agreement with Eller Media for bus shelters with advertising.
2. AUTHORIZE the Mayor to sign a five-year contract with a five-year extension following
approval as to form by the City Attorney.
3. DECLINE the MTA grant for nine new bus shelters.
ACTION: Approved staff recommendation Nos. 1, 2, and 3. C/MO 5/0
Sweeney requested that the City Attorney include the exclusion of alcohol, tobacco, violence, and
political ads in the contract.
Upon inquiry, Boyce reported that the two (2) employees in charge of cleaning the bus shelters will
be reassigned within the Street Maintenance operation on an asphalt or concrete crew, where
needed. He further indicated that a request would be forthcoming to transfer their salaries to the
General Fund.
Tony Ingegneri, representing Eller Media, reaffirmed their commitment to 1) work with the City
regarding the exclusion of alcohol, tobacco, violence, and political ads and 2) dedicate vacant space
on shelters to City, L. A. County, and National public service.
Ontal referred to billboard signage and reported that Abe Dato, a representative of Eller Media, has
expressed their willingness to consider any request from the City with sufficient advance notice.
ORDINANCE SECOND READING (Item 28)
ITEM NO. (28) ORDINANCE NO. 00-1186, GRANTING A NONPUBLIC UTILITY PIPELINE
FRANCHISE TO DOW CHEMICAL COMPANY
ACTION: Fajardo continued this item to February 1, 2000.
Fajardo directed Groomes to schedule a meeting with Dow Chemical Company and Roye Love,
contact person for the meeting with Dow.
Carson City Council
January 18, 2000
PAGE 11
City of Carson
Report to Mayor and City Council
January 18, 2000
New Business Discussion
SUBJECT: PROPOSALS FOR BUS SHELTERS WITH ADVERTISING
"j- Li�'
Submitted by Farrokh Abolfat i, P.E. Approv—ealyr4Wome oomes
Acting Engineering Services Director City Manager
I. SUMMARY
The city received two proposals to install bus shelters with advertising. The Public
Works Committee has reviewed the proposals and recommends the city accept the
proposal from Eller Media.
II. RECOMMENDATION
Take the following actions:
1. DIRECT staff to negotiate an agreement with Eller Media for bus shelters with
advertising.
2. AUTHORIZE the Mayor to sign a five year contract with a five year extension
following approval as to form by the City Attorney.
3. DECLINE the MTA grant for nine new bus shelters.
III. ALTERNATIVES
Council could elect to accept the other proposal, seek new proposals or take no
action at this time. The Council could also accept the MTA grant for nine new
shelters of $54,000, requiring a $28,000 city match.
IV. BACKGROUND
Carson spends about $90,000 annually for maintaining approximately 15 shelters
and 200 bus stops. The money comes from the Proposition A sales tax collected for
transportation programs.
Until 1986, other transit operators had shelters in Carson with advertising. High
maintenance costs and low revenues led the vendors to cancel the programs. A 1992
request for proposals (RFP) for such a program received no responses. The city
circulated a new RFP in late 1999, and received two responses. Both firms agree to
install additional shelters for a total of up to 90 shelters; be responsible for all
maintenance; clean all the shelters and bus stops at least twice per week; provide 30
gallon trash cans; exclude alcohol, tobacco, violence, and political ads; provide
insurance and indemnification for the city and remove any graffiti quickly.
27 •
City of Carson Report to Mayor and City Council
January 18, 2000
There are some differences between the proposals. Outdoor Systems is offering a
variety of shelter designs while Eller Media is offering only one design (unless the
firm receives a contract in excess of five years) . On the other hand, Eller is offering
a higher monthly rate and a $100,000 capital improvement fee at the beginning of
the agreement. Assuming 90 shelters with advertising, Eller Media would pay a
minimum of $802,545 and Outdoor Systems would pay a minimum of $469,800
over a five-year period. This is in addition to providing the shelters and the
maintenance.
Staff checked three references from each firm. All references spoke highly of the
respective firms without qualification. Any concerns a city had were properly
addressed to the city's satisfaction. Several city's have recently renewed or extended
agreements with one or the other of these companies.
Facilities and Maintenance has raised a concern that the level of maintenance called
for in the request for proposals is not sufficient. Both firms agreed to provide more
maintenance and cleaning as needed to protect their investment in the shelters. The
savings of $90,000 in Prop A by eliminating the city's bus shelter crew are needed
to offset the anticipated increase in the new Carson Circuit contract.
At its December 13 meeting, the Public Works Committee (now a commission)
heard presentations from the firms and recommended the city accept the alternative
proposal from Eller Media. Eller is willing to provide a higher quality bus shelter if
they receive a five year contract with a five year extension instead of a two year
extension.
One issue to consider is the appropriateness of advertising in the public right-of-
way. Some people believe the public right-of-way should not contain any
advertising. The Council may wish to consider this in its decision.
On a related subject, the city has received a grant of $52,217 from the Metropolitan
Transportation Authority to replace nine of the existing shelters. The city must pay
35 percent of the total, making the city's contribution $28,500. Of that amount,
$5,000 is for maintenance. The city would then receive no advertising revenue for
these shelters and be required to provide the maintenance for them. The Public
Works Committee recommended the Council decline the grant.
The City Attorney, in a confidential memo regarding bus shelter advertising, has
concluded that if the city seeks to prevent advertisements related to certain subjects,
then appropriate restrictions should be included in the contract with the shelter
operator.
V. FISCAL IMPACT
By contracting bus shelters with advertising, the city would save $90,000 a year in
maintenance costs. For a ten year contract, Carson would receive $1,478,212 plus
2
City of Carson Report to Mayor and City Council
January 18, 2000
a $150,000 capital improvement fee. Eller will pre -pay half of all guaranteed
revenue to Carson once the contract is signed.
VI. EXHIBITS
1. Proposals (provided to Council under separate cover)
2. Draft Public Works Committee minutes from December 13, 1999 (pages 4-10)
C:\My Documents\COUNCIL\bus shelters.doc BW
Reviewed bv:
City Clerk
Finance
Community Development
Human Resources
Engineering Services
Public Safety
Facilities & Maintenance
Recreation & Community Services
Action taken by City Council
Date
3
NEW BUSINESS
ITEM NO. 99-15
Proposals on advertising on
bus shelters
PWC —December 13, 1999
Committee Member Sandland asked staff if speed limit
signs are posted. Mr. Garland stated that there are no
speed limit signs posted in residential streets cause it is
automatically 25 MPH, but it could possibly help slow
speed traffic if signs were posted.
Committee Member Sandland moved to install a speed
limit sign on Jay St. off of Main St. to identify speed limit
traveling on to Jay St. toward Gulf Avenue, and a speed
limit sign placed on Jay St. immediately to the west of
Gulf between Gulf Avenue and Main St., seconded by
Committee Member De Leon, and unanimously carried.
Director Schultz said that the city spends $90,000 from
Prop A funds for maintaining approximately 15 shelters
and 200 bus stops. However, lately the plexiglas on the
bus shelters has been deteriorating. In 1992, a request
for proposals was not successful. This year, the city
tried it again and received two proposals. Both vendors
agree to install additional shelters for a total of up to 90
shelters, be responsible for all maintenance, clean all
the shelters and bus stops at least twice per week,
provide 30 gallon trash cans, exclude alcohol, tobacco,
violence, and political ads; provide insurance and
indemnification for the city, and remove any graffiti
quickly.
Director Schultz mentioned that there were two
companies at the meeting to make their presentations
which will include history, designs, and financial. He
stated that based on the recommendation by the
Committee, will be recommended to the Council on
January 4 or 18, 2000.
Committee Member Sandland had a conflict of interest
with the two vendors and asked that he be excused
from voting on the matter. Chair Genewick granted the
request and excused Committee Member Sandland.
Director Schultz at this juncture flipped a coin and Eller
Media was the first presenter.
4
PWC —December 13, 1999
Mr. Bruce Seidel, President, Eller Media Transit Shelter
Division in Southern California, started with the history
of Eller's involvement in the southern California area, six
counties. He expressed the interest of Eller Media in
responding to the City of Carson's RFP. Mr. Seidel read
a cover letter that was included with their bid package
that explained their offer which was a combination of
high quality shelter service and a significant revenue.
Eller offers to pay Carson 50% of all guaranteed
revenue up front in addition to a capital improvement fee
(CIF) of at least $100,000 and increase CIF by $10,000
for each additional year guaranteed over five years.
This CIF is being offered in the spirit of partnership and
is intended to be used by the city on capital
improvements such as buying a new scoreboard for the
city's high school or purchasing a new van for a senior
center.
Mr. Siedel stated that the majority of their contracts are
five years and over, and normally 10 years with an
option, or five years with several options after that. He
mentioned that the reason for the bonuses to extend the
contract for five years was to comply with any design
criteria that the city would like to have.
Mr. Seidel reiterated the bid results reported that Eller
was $333,000 over the competitors but is very
interested in serving the city.
Tony Ingegneri, architect, handed out a brochure
showing the different designs offered by Eller. He
indicated the shelter depicted in the proposal as the
shelter to be provided is the primary shelter throughout
Southern California and parts are readily available for
maintenance. He mentioned that with a five year
renewal, Eller is willing to offer other designs, such as
colors, roof designs, backs, benches and trash cans.
The additional five years that will help amortize the
additional cost involved with providing this program and
will change the revenue to the city.
In conclusion, the products and designs that are
provided to the city is the back mesh of the shelters that
is designed to reduce graffiti and vandalism.
PWC —December 13, 1999
Chair Genewick asked if the contract is for five plus five
additional years, and if so would one design be picked
for the entire city or if there are 90 shelters can the
design be mixed.
Mr. Ingegneri answered that different designs can be
installed for different areas, but he recommends not
having too many different designs but may be different
in colors. Mr. Seidel mentioned that continuity needs to
be kept around the city. Certainly different designs in
certain areas are possible.
Vice -Chair Cottrell asked if the enclosures were
plexiglas. Mr. Ingegneri said they prefer not to use
plexiglas due to maintenance reasons, and that punch
steel is much easier to maintain. Vice -Chair Cottrell
asked if the punch steel was transparent. Mr. Ingegneri
said that it is transparent enough to see through as
much as you can see through.
Committee Member Genewick asked if there were glass
or plexiglas anywhere in the shelters and if they are
etched or grafitied what happens. Mr. Ingegneri
answered that glass is placed where the advertisements
are located.
Committee Members had concerns regarding the type
of enclosures, maintenance, and weather conditions.
Mr. Ingegneri assured the committee that the type of
materials being used will be maintained and replaced if
it is damaged and with the weather conditions, it will
shield from the wind but not from the rain. If there are
particular corners that are too windy, plexiglas can be
installed.
Chair Genewick addressed the objectionable
advertisement. Is there a provision where the city will
have control of the advertisements. Mr. Ingegneri said
that it is impossible to obtain approval due to the time
constraints of the advertisement. Therefore, the copy is
received the day it is advertised. Mr. Ingegeri said that
they are sensitive to issues that the city would be
sensitive to.
s�
Chair Genewick asked staff who will pay for the
electrical power connection and extension for utility
service to the bus shelter. Director Schultz believes that
it will be up to the contractor and the Edison Company.
Chair Genewick asked if Prop A is not used can it be
used for another project? Director Schultz stated that
the reason the city is leaning towards the advertising is
the fact that RFP is out for the Carson Circuit and staff
anticipates the cost will be higher than what is currently
being paid; therefore, the Prop A funds will be needed.
Also, Director Ken Boyce is concerned that the
contractor may not supply more than twice a week
maintenance of the trash receptacles at some locations
and may require more than twice a week. The city is
requesting that the contractor empty trash receptacles
more than twice a week. Mr. Seidel mentioned that they
will provide the service at their cost the location requires
extra attention.
Director Schultz stated that the city did apply for nine
new bus shelters and received a grant for $52,000
requiring a $28,000 match. He asked if it would be
better off to not accept the grant or have advertisements
on all the bus shelters and receive revenue for the city.
Tim Fox, Director, Transits for Outdoor Advertising,
recapped that their proposal is offering the city $470,000
and maintaining 200 bus stops. The cost for
maintaining one shelter is approximately $100 per
month which is capital to the city. They will install 90 ad
shelters with 30 gallon trash cans, relocate or remove
the city owned shelters, set up a 24-hour hotline and
respond to calls from the city within four hours of any
emergency service. If the city finds any ads
objectionable, Outdoor will remove any ads at the
request of the city with no questions asked. They
believe in creating a partnership with the city because
they understand that the constituents care about the city
and if they are unhappy the city will be informed.
He gave a history of the company and the merger that
has just happened with Infinity Broadcasting, which is a
subsidiary of CBS. This means that they will be able to
market their outdoor advertising along with radio and
television ads. He is hoping that this will create greater
revenue source for ads and to sell them for better
prices, and that means better revenue for the city.
PWC — December 13, 1999 7
PWC —December 13, 1999
Mr. Fox stated that they have over 20 franchises in the
Southern California area and provide close to 2000 bus
shelters located in L. A. County, cities of Torrance, Long
Beach, and neighboring cities. Outdoor Systems prefer
to use perforated metal screens. It is better for
aesthetic reasons and when etched it could be removed
with graffiti remover or paint over the scratches. The
shelter maintenance company is Shelter Clean with 20
years of experience in maintaining, installing, and
operating the bus shelters, knowledgeable in ADA
requirements, best source of power, etc.
Mr. Fox passed out pictures of the shelter designs.
Committee Member Hudson asked for the strength of
the screen. He said it was flexible enough where it will
not break.
Vice -Chair Cottrell asked if the shelters will be
maintained by the company or subcontractors. Mr. Fox
said that they use subcontractors and will provide a Blue
Line shelter structure, as well as the electrical hook ups
that will be submitted to the city for approval.
PWC —December 13, 1999
Vice -Chair Cottrell asked if the city will have a choice of
different models and designs. Mr. Fox said that it is
recommended to stick to one particular design and
identify a few districts in the city and try to create a
unique look as in different roofs, back of the screens,
colors, and benches.
Vice -Chair Cottrell asked why the revenue guarantee is
lower than the competitor. Mr. Fox said that he wanted
to keep it simple. Their proposal for the first five
guaranteed years is $77 per shelter, per month and
escalates to $97.00. In addition, they offer to share
revenue with the city at 15%. Year one would be 90
shelters at $44.00 per shelter.
Chair Genewick expressed his feelings of having MTA
shelters and new contract shelters which can create a
problem with maintenance, appearance, and from the
public's point of view may not know who the shelter
belongs to.
Director Schultz recapped the offer from both vendors,
Outdoor at $77 per month per shelter and Eller Media at
$125 per month per shelter plus $100,000 capital
improvement fee.
Committee Member Hudson asked if all the bus shelters
will be owned by one company or mix with MTA.
Director Schultz mentioned that currently there are no
shelters owned by MTA. They will be funding nine bus
shelters including installation and maintenance by the
city. He also mentioned that, for uniformity, he would
recommend the advertising bus shelters and not accept
the grant which requires a 35% match from the city.
Outdoor expressed that he does not want to see the city
lose the grant but can possibly be worked into the
agreement to mix in those shelters and maintain them.
Chair Genewick asked Eller Media that in the proposal,
pg. 14, under "Conclusion" the statement reads "on day
one of the Eller Media Shelter program in Carson, the
city will receive a check for up to $889,106. Eller Media
clarified that it was a typo and that it should be for a ten
year contract, and that Eller will pay one half up front.
a�
Eller Media stated that maximum revenue to Carson is
$1,622,000 with a ten-year contract plus a signing
bonus. Also, they will pay for printing 20 shelter posters
per year over the five or ten year contract. Eller Media
also has a full printing operation plant in Los Angeles.
Chair Genewick asked who would determine where the
city will post public information versus the private
advertising. Mr. Seidel mentioned that with 180 ad
faces in the city, it is the city's space to use and
negotiations at the end of the year to indicate when
poster are needed, i.e., July 4th, Christmas parade, back
to school, etc.
Chair Genewick mentioned that Outdoor Systems
provides for six posters rather than ten. Mr. Fox said
that according to the RFP, the city requested six posters
per year, and it was proposed accordingly, but if the city
asked for more, they can provide more. If the city
requested posting outside of the community, some of
the six posters will be posted in surrounding
communities, not just in the city.
Vice -Chair Cottrell moved to recommend to Council the
support of the concept of advertising on bus shelters by
Eller Media, seconded by Committee Member Hudson,
and unanimously carried, without the vote of Committee
Member Sandland due to conflict of interest.
Committee Member Hudson moved to reject the MTA
grant, seconded by Cottrell, and unanimously carried,
without Committee Member Sandland's vote.
Committee Member Sandland rejoined meeting at 7:50
p.m.
DIRECTOR'S REPORT Director Schultz said his farewell to the Committee in
that he is retiring December 30, 1999.
ORAL COMMUNICATIONS
(AUDIENCE) None
PWC —December 13, 1999 10