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Home My WebLink AboutCity of Tamarac Resolution R-95-1991 Temp. Reso. #7149 Revised 7/25/95 Revised 8/17/95 CITY OF TAMARAC, FLORIDA . RESOLUTION NO. R-95- A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA REPEALING RESOLUTION NO. R-87-294, AND AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE A BUS SHELTER AGREEMENT BY AND BETWEEN THE CITY OF TAMARAC, AND PUBLIC ADVERTISING, INC.; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Tamarac currently has an agreement with Public Advertising, Inc.; and WHEREAS, the agreement between the City of Tamarac and Public Advertising, Inc. expires December 31, 1997; and WHEREAS, the Company has requested an amendment to the agreement to provide for assignment to Patrick Media Group, Inc., to add the installation of ten (10) additional shelters, and increase the structure fee paid to the City; and WHEREAS, City and Company mutually wish to rescind said agreement and addendum so as to enter into a new agreement between the parties relating to bus shelter construction, maintenance, operation and advertising; and WHEREAS, the prior Bus Shelter agreement and addendum dated September 9, 1987 and adopted by the City pursuant to Resolution No. R-87-294 shall be null and void from this date forward; and ORIGINALS IN CITY CLERK'S FILES Exhibit "A" Bus Routes, Stops and Shelters - drafted by Engineering Dept. City of Tamarac - 7/21/95 Exhibit "B-]" pgs. 1-11 Shelter Assembly - by Patrick Media Group - 1/24/94 - Signed off by Bernard Sauve - 6/15/95 2 Temp. Reso. #7149 Revised 7/25/95 Revised 8/17/95 WHEREAS, the City and Company expressly recognize that the City has revoked prior Resolution No. R-87-281 through the adoption of Resolution No. R-90-30 and the parties hereby expressly waive any and all rights now and in the future which may have been conferred by Resolution No. R-87-281; and WHEREAS, the agreement between the City of Tamarac and Public Advertising, Inc. adopted by the City pursuant to Resolution NO. R-90-30 shall be null and void from this date forward; and WHEREAS, the agreement between the City of Tamarac and Public Advertising, Inc. adopted by the City pursuant to Resolution NO. R-87-329 shall be null and void from this date forward; and WHEREAS, the agreement between the City of Tamarac and Broward County dated August 12, 1992, adopted by the City pursuant to Resolution No. R-92-129 continues in full force and effect; and WHEREAS, the addendum agreement between the City of Tamarac and Public Advertising, Inc. dated August 12, 1992, adopted by the City pursuant to Resolution No. R-92-130 continues in full force and effect; and WHEREAS, the Tri-party agreement between the City of Tamarac, Florida Department of Transportation (FDOT) and Florida Power and Light Company dated May 8, 1991, adopted by the City pursuant to Resolution No. R-91-98 is in full force and effect; and WHEREAS, it is the recommendation of the Building Official and Assistant City Manager to approve the agreement; and 11 3 Temp. Reso. #7149 Revised 7/25/95 Revised 8/17/95 WHEREAS, the agreement will provide for the installation of ten additional bus shelters, an increase of fees paid to the City, and assignment to Patrick Media Group, Inc.; and WHEREAS, the City Commission of the City of Tamarac, Florida deems it to be in the best interests of the citizens and residents of the City of Tamarac to enter into an agreement for Bus Shelters with Public Advertising, Inc. NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SECTION 1: That the foregoing WHEREAS clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of the Resolution. SECTION 2: That the appropriate City officials are hereby authorized to execute an agreement between the City of Tamarac, and Public Advertising, Inc., Florida, a copy of said agreement being attached hereto as "Exhibit 1". SECTION 3s That Resolution Nos. R-87-294, R-87-281, R-87-281, R-90-30 and R- 87-329 are hereby repealed. SEQT�I bl 4: All Resolutions or parts of Resolutions in conflict herewith are hereby repealed to the extent of such conflict. ECTI N : If any clause, section, other part or application of this Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. SECTION 6: This Resolution shall become effective immediately upon adoption. 1 4 Temp. Reso. #7149 Revised 7/25/95 Revised 8/17/95 PASSED, ADOPTED AND APPROVED this t/3 day of , 1995. �K. NORMAN ABRAMOWITZ MAYOR ATTEST: CA OL A. EVANS, CMC CITY CLERK -- I HEREBY CERTIFY that I have RECORD OF COMMISSION VOTE 4approved this Resolution MAYOR ABRAMOWITZ DIST. 1: V/M KATZ DIST. 2: CO.MM. MISHKIN DIST. 3: COMM. SCHREIBER CL,/ ELL KRA UST. 4: COMM. MACHEK CITY ATTORNEY Building/LD 1 1 • AGREEMENT BETWEEN CITY OF TAMARAC AND ELLER MEDIA COMPANY FOR ERECTING AND MAINTAINING BUS STOP SHELTERS Temp. Reso. No. 7149 Exhibit " 1 " WITHIN THE CITY OF TAMARAC, FLORIDA SEPTEMBER 1, 1995 C� 9-91---qi AGREEMENT BETWEEN CITY OF TAMARAC AND ELLER MEDIA COMPANY FOR ERECTING AND MAINTAINING BUS STOP SHELTERS WITHIN THE CITY OF TAMARAC, FLORIDA TABLE OF CONTENTS ARTICLE 1 GRANT OF RIGHT .......................................... 3 ARTICLE 2 INDEPENDENT CONTRACTOR ............................... 5 ARTICLE 3 PAYMENT OF FEES ........................................ 7 ARTICLE 4 MAINTENANCE OF BUS SHELTERS ........................... 8 ARTICLE 5 REMOVAL OF BUS SHELTERS ............................... 8 ARTICLE 6 LOCATION AND CONSTRUCTION OF BUS SHELTERS ............ 9 ARTICLE 7 NON -WAIVER OF POWERS AND REGULATIONS ............... 10 ARTICLE 8 TRANSFER OR ASSIGNMENT ............................... 11 ARTICLE 9 INDEMNIFICATION ........................................ 12 ARTICLE 10 INDEMNITY AND INSURANCE .............................. 13 ARTICLE 11 LOCAL AGENT FOR INSURANCE AND BONDING .............. 17 ARTICLE 12 NO CONTINGENT FEE .................................... 18 ARTICLE 13 MISCELLANEOUS ........................................ 19 ARTICLE 14 SEVERABILITY.......................................... 24 ARTICLE 15 TERMINATION ........................................... 25 ARTICLE16 TERM .................................................. 25 This is an Agreement between the CITY OF TAMARAC, a Florida Municipal Corporation, (hereinafter "CITY") and ELLER MEDIA COMPANY, a Delaware corporation, its successors and assigns, (hereinafter "COMPANY") WITNESSETH: WHEREAS, CITY and PUBLIC ADVERTISING, INC., entered into a five (5) year agreement and addendum dated September 9, 1987 relating to COMPANY'S rights to conduct bus shelter operation and maintenance with accompanying advertising rights within the City of Tamarac; and WHEREAS, the current agreement between the parties expires December 31, 1997; and . WHEREAS, PUBLIC ADVERTISING, INC. has requested an amendment to the agreement to provide for transfer and assignment to ELLER MEDIA COMPANY; and WHEREAS, ELLER MEDIA COMPANY and CITY have agreed to add the installation of ten (1 Q) additional shelters and increase the structure fee paid to the CITY; and WHEREAS, CITY and PUBLIC ADVERTISING, INC. mutually wish to rescind said agreement and Addendum so as to enter into a new agreement between the parties relating to bus shelter construction, maintenance, operation and advertising; NOW, THEREFORE, in consideration of the mutual terms and conditions, promises, covenants and payments hereinafter set forth, CITY and COMPANY agree as follows: 1. The foregoing recitals are true and correct and form part of the consideration 1 R—i5-0q 2. That the prior Bus Shelter agreement and Addendum dated September 9, 1987 and adopted by the CITY pursuant to Resolution No. R-87-294 shall be null and void from this date forward and be of no force or effect upon CITY and COMPANY, their successors and assigns. In addition the CITY and COMPANY expressly recognize that the CITY has revoked prior Resolution No. R-89-281 through the adoption of Resolution No. R-90-30 and the parties hereby expressly waive any and all rights now and in the future which may have been conferred by Resolution No. R-87-281. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representations or agreements whether oral or written. 3. That the agreement between the City of Tamarac and Public Advertising, Inc. adopted by the CITY pursuant to Resolution No. R-90-30 shall be null and 0 void from this date forward. 4. That the agreement between the City of Tamarac and Public Advertising adopted by the City pursuant to Resolution No. R-87-329 shall be null and void from this date forward. 5. That the agreement between the City of Tamarac and Broward County dated August 12, 1992, adopted by the CITY pursuant to Resolution No. R-92-129 continues in full force and effect. 6. That the addendum agreement between the City of Tamarac and Public Advertising, Inc. dated August 12, 1992, adopted by the CITY pursuant to Resolution No. R-92-130 continues in full force and effect. 2 7. That the Tri-Party Agreement between the City of Tamarac, The Florida Department of Transportation and the Florida Power and Light Company dated April 19, 1991, adopted by the CITY pursuant to Resolution No. R-91- 86 is in full force and effect. ARTICLE 1 GRANT OF RIGHT 1.1 The CITY hereby grants to the COMPANY for the term herein described the exclusive right to construct, erect, install, repair, and maintain shelters at bus stop locations throughout the CITY, subject to the CITY and the COMPANY mutually agreeing to each said location. This right is intended to include both existing bus stop locations and those created by the CITY or by the Broward County Mass Transit Division within the corporate limits of the CITY or on land owned by the CITY within Broward County, Florida, at any time during the term hereof. Moreover, such right shall pertain to and include all bus stop locations within the CITY whether on land owned or leased by the CITY, on land over which the CITY has obtained easement or use rights, or at other locations approved by State Statute. 1.2 The CITY and COMPANY agree that the COMPANY shall erect and maintain bus shelters to be placed at certain designated possible locations, more particularly shown on Exhibit "A", attached hereto and made part of this 40 3 agreement. Bus shelters shall be placed, maintained and relocated as required by the CITY. The COMPANY's obligation to place bus shelters at • the direction of the CITY is limited to thirty-three (33) existing and ten (10) additional to be installed through July 1, 1996. The CITY and COMPANY agree that additional bus shelters may be added at any time upon mutual agreement by their designated representatives at public carrier stops assigned by CITY, Broward County Mass Transit or the Florida Department of Transportation. The bus shelters are designed for the convenience of those using the buses in the CITY and shall be placed upon the streets traversed by public transit buses in the CITY. It shall be the responsibility of the COMPANY to provide all costs associated with supplying electricity, if available at the particular location, to the bus shelters authorized under this agreement. 1.3 COMPANY shall install bus shelters only at public carrier stops and only with the express approval of CITY and, as appropriate, either the Broward County Mass Transit Division (hereinafter "COUNTY"), or Florida Department of Transportation (hereinafter "FDOT"). All bus shelters shall be erected in accordance with Chapter 337.407 and 337.408, of the Florida Statutes and Chapter 14-20, of the Florida Administrative Code as amended from time to time. 1.4 COMPANY shall install up to five non -advertising bus shelters as designated by CITY, and any additional shelters as mutually agreed upon by both 4 10 parties. These non -advertising shelters shall be non -revenue, with no fees paid to the City. 1.5 COMPANY shall illuminate bus shelters from approximately sunset to sunrise. All illuminations shall be controlled by a photo electric cell. 1.6 CITY and COMPANY agree that COMPANY shall have no obligation to install shelters where electric power is not available. After installation, COMPANY shall not be deemed in breach in the event of any interruption of electric power through causes not in control of COMPANY. ARTICLE 2 INDEPENDENT CONTRACTOR 2.1 The Relationship of COMPANY to the CITY shall be that of an independent COMPANY, and no principal -agent or employer -employee relationship between the parties is created by this agreement. By entering into this agreement with CITY, COMPANY acknowledges that it will, in the performance of its duties under this agreement, be acting as an independent COMPANY and that no officer, agent or employee of COMPANY will be for any purpose an employee of the City of Tamarac and that no officer, agent or employee of COMPANY is entitled to any of the benefits and privileges of a CITY employee or officer under any provision of the Statutes of the State or Florida or ordinances of the City of Tamarac. 18 5 2.2 COMPANY may not display advertising upon bus benches. COMPANY shall not place any cigarette or liquor advertising on bus shelters is within 500 feet of any elementary school, middle school, high school, playground established educational center, established religious center, hospital, cemetery or community center. 2.3 For the privilege granted in this agreement, COMPANY shall pay CITY, upon execution of this agreement, $600.00 prorated for the full months remaining in the calendar year prior to January 1st for each bus shelter currently in place within the CITY. Thereafter on the first working day of January of each year, COMPANY shall pay to the CITY a sum of as per schedule of Article 3 for each bus shelter installed and in place. 0 Whenever a new bus shelter is installed by COMPANY, said scheduled annual fee shall be prorated for the number of full months remaining in the calendar year prior to January 1. Also on the first working day of January of each year, COMPANY shall submit a report to the Director of Finance stating the total number of bus shelters in place on December 15 of the prior year and providing the following information for each bus shelter: (a) bus shelter number, (b) bus shelter location, (c) name of business on abutting property, and (d) name of advertiser on the bus shelter. The fee required under this Section shall be paid according to the number of bus shelters in place on the fifteenth day of 6 0 'e,e�s-/T7 December for each calendar year, whether or not there is advertising on them. ARTICLE 3 PAYMENT OF FEES 3.1 All monies to be paid to the CITY in the form of fees as provided in Article 2 above shall be paid with the CITY to receive a fixed fee per shelter as follows: Year PAYMENT SCHEDULE 1 /1 /96 600 1 /1 /97 630 • 1 /1 /98 650 1 /1 /99 700 1 /1 /2000 730 3.2 Upon a space -availability basis, the COMPANY shall allow CITY approved public service announcements to be advertised within the shelters. Any such public service announcements shall be removed by the COMPANY in the event the COMPANY rents such advertising space, upon five (5) days notice by the COMPANY to CITY. The cost of preparation and installation of such public service announcements shall be paid by the CITY. 3.3 The CITY and COMPANY agree that there shall be no payment for non - advertising bus shelters. ARTICLE 4 MAINTENANCE OF BUS SHELTERS 4.1 All bus shelters must be cleaned regularly and when needed, and must be maintained in good repair in a safe and sightly condition. The CITY's decision as to the state of repair and condition shall be conclusive. COMPANY shall inspect each bus shelter periodically to ensure full compliance with the provisions of this Article. 4.2 COMPANY shall regularly, and when needed, remove trash and other debris from around each bus shelter. The CITY's decision as to the need for trash and debris removal shall be conclusive. COMPANY shall inspect each bus shelter location periodically to ensure full compliance with the provisions of 0 this Article. 4.3 If COMPANY fails to properly maintain bus shelters, CITY may provide the maintenance at its option to protect and ensure public safety. COMPANY shall reimburse CITY for all expenses related to CITY's maintenance of bus shelters. ARTICLE 5 REMOVAL OF BUS SHELTERS 5.1 No bus shelter installed at the streets or sidewalks of the CITY shall be removed by the COMPANY during the terms of this agreement except with the consent of the CITY. The CITY may, for reasonable cause, order the COMPANY, in writing, to remove any bus shelter and its accompanying foundation. When the CITY orders the bus shelter removed, the COMPANY shall remove it within thirty (30) days at the COMPANY's own expense. if the COMPANY fails to remove the bus shelter and foundation, the CITY may order its removal and destroy or sell it at the CITY's discretion, and may, in addition, bill the COMPANY for the removal or destruction in a sum not in excess of One Thousand Dollars per bus shelter. ARTICLE 6 • LOCATION AND CONSTRUCTION OF BUS SHELTERS 6.1 All bus shelters shall be placed in accordance with the provisions of Florida Administrative Code Chapters 14-20 as amended and Florida Statute Sections 337.407 and 337.408 as amended. in addition, the location of bus shelters shall be subject to approval of the appropriate governmental agencies, including FDOT, Broward County and City of Tamarac. 6.2 All bus shelters shall be built in accordance with specifications attached hereto as Exhibit "13-1 ". Any variation from the specifications contained in Exhibit "13-1" must be approved by both CITY and COMPANY. All shelters shall meet the criteria for handicapped access as set out in Federal, State �0l and law and regulations including but not limited to Florida Statute Section 337.408, as amended. COMPANY shall install handicapped access sidewalk pathways from the road to the bus shelter and from directly behind the shelter to an existing sidewalk abutting a right-of-way. All shelters shall contain a four (4) foot to seven (7) foot seating bench depending on the size of structure to be installed. Size of bench to be approved by the Building Official. The COMPANY shall be responsible for applying and obtaining all necessary building permits and paying all fees for the bus shelter structures. The COMPANY and/or its qualifier shall be responsible for requesting and passing all necessary inspections. The bus shelter structures shall comply with all statutory and administrative requirements including the South Florida Building Code as amended. ARTICLE 7 NON -WAIVER OF POWERS AND REGULATIONS 7.1 This agreement shall not be taken or held to imply the relinquishment or waiver by CITY of its power to make other reasonable requirements or regulations pertaining to the subject matter hereof, and CITY hereby expressly reserves the right to make all regulations which may be necessary or proper to secure the safety, welfare and accommodation of the public, including, but not limited to, the right to adopt and enforce regulations to *I 10 1* protect and promote the health and general welfare of the public from danger and inconvenience in the management and operation of the installation of bus shelters detailed herein. Nothing herein contained shall constitute a waiver of any of the requirements of the rules and regulations adopted by CITY, including the right to make such changes and amendments to said rules and regulations as said CITY may deem to be advisable and necessary to protect the public health and general welfare of its inhabitants. f_1:4 9IN 14-1 TRANSFER OR ASSIGNMENT • 8.1 The rights arising under this agreement may not be sold, transferred, assigned or otherwise disposed of, without the prior written consent of the CITY. The City Commission may grant or deny any request as it deems in the public interest. The City Commission may impose conditions on any transfer or assignment as deems to be in the public interest. Upon acceptance of this agreement, the City Commission acknowledges and consents to the transfer assignment of this agreement to Eller Media Company. Any other attempted disposition made without the Commission's consent shall be void. The rights granted under this agreement shall be a privilege to be held by the COMPANY for the benefit of the public. 11 8.2 Eller Media Company, by execution of this agreement, agrees to terms contained herein and agrees to be bound by the terms upon the assignment of this agreement to this company. 8.3 Eller Media Company acknowledges the agreement between the City of Tamarac and Broward County dated August 12, 1992 adopted by the CITY pursuant to Resolution R-92-129 and further agrees to be bound by all terms contained in the addendum agreement between the City of Tamarac and Public Advertising, Inc. dated August 12, 1992 adopted by the CITY pursuant to Resolution R-92-130. ARTICLE 9 INDEMNIFICATION . 9.1 COMPANY, its authorized successors and assigns (pursuant to Article 8), hereby assumes risk of loss and/or injury to property and/or persons arising directly or indirectly from the performance of any of its obligations directly or indirectly under this agreement and further agrees to indemnify and hold harmless CITY, its officers, agents, and employees from and against any and all claims, liabilities, demands, suits, costs or expenses relating to this agreement, including, but not limited to, expenses of litigation and attorney's fees arising from any such claims, loss or injury. Without limiting the foregoing, the indemnity provided herein shall specifically include any claim 12 1* 4-�s� '9' against CITY arising out of any claims relating to this agreement. This indemnification shall continue beyond the term of this agreement for claims arising directly or indirectly as a result of this agreement. l_1:4 0Is] 0 =11111i F INDEMNITY AND INSURANCE 10.1 The COMPANY, its authorized successors and assigns (pursuant to Article 8) shall indemnify the City of Tamarac, its officers, agents and employees, from any actions, directly or indirectly, arising from the rights granted by this contract including but not limited to the placement, construction, . maintenance, use or existence of the bus shelters on or near the streets, sidewalks and rights -of -ways in the City of Tamarac. Upon demand COMPANY shall, at its own expense, defend and indemnify the CITY, its officers, agents and employees, against all actions relating to this agreement. COMPANY shall obtain and maintain in full force and effect during the term of this contract, Workers' Compensation insurance covering all employees in performance of work under this contract. COMPANY shall make this same requirement of any of its subcontractors. COMPANY shall indemnify and save CITY harmless from any damages resulting to CITY for failure of either COMPANY or any subcontractor to take out or maintain such insurance. 0 13 The COMPANY shall take out and maintain during the term of this contract, a Comprehensive General Liability Insurance policy, naming as insured CITY, its officers, agents, and employees. This policy shall include but not be limited to all of the following coverage: GENERAL LIABILITY: Comprehensive Premises - operations Products/Completed Operations Hazard Broad Form Property Damage Independent Contractors Personal Injury Cross Liability and Severability of Interest Clause Contractual Liability AUTOMOBILE LIABILITY: Comprehensive Owned Hired Non -Owned 10.2 COMPREHENSIVE GENERAL LIABILITY INSURANCE: COMPANY shall procure and shall maintain during the term of this si U 14 0 agreement and any renewals Public Liability and Property Damage Insurance in an amount not less than $1,000,000 combined single limit coverage for bodily injury, death and property damage (except automobile). 10.3 AUTOMOBILE INSURANCE: COMPANY shall procure and maintain, during the term of this agreement and renewals, Comprehensive Automobile Liability Insurance in an amount not less than $1,000,000 combined single limit coverage for bodily injury, death, and property damage (automobile). 10.4 EXCESS OR UMBRELLA LIABILITY: COMPANY shall procure and maintain, during the term of this agreement and any renewals, Excess Umbrella Liability Insurance in an amount not less . than $1,000,000 coverage in excess of Automobile and Bodily Injury/Property Damage coverages. 10.5 SCOPE OF INSURANCE: The insurance required under the above paragraphs shall provide adequate protection for COMPANY against damage claims which may arise from operations under this agreement, whether such operations be by the insured or by anyone directly or indirectly employed by the insured. CITY shall be named a named an additional insured on all of COMPANY's liability insurance policies provided for herein. GENERAL: COMPANY shall not commence work under this agreement until it has 0 15 obtained all the insurance required under this agreement, and such insurance has been approved by the CITY. COMPANY shall be responsible for delivering to CITY the Certificate of Insurance for approval, COMPANY shall name the City of Tamarac as an additional insured on the Liability Certificate of Insurance. COMPANY's Certificate of Insurance must be attached and included in this agreement as Exhibit "C". All insurance policies shall be issued by companies duly licensed to write business insurance policies in the State of Florida and rated -A- or better by A.M. Best Key Rating Guide. Further, CITY shall be named as an additional insured on all insurance policies (except Workers' Compensation). Certificates of each policy, together with a statement by the issuing company to the extent that said policy shall not be canceled without thirty (30) days prior written • notice received by CITY, and shall be delivered to CITY for review and approval. Insurance coverage specified herein constitutes the minimum requirements and said requirements shall in no way lessen or limit the liability, of COMPANY under the terms of this agreement. COMPANY shall procure and maintain, at its own cost and expense, any additional kinds and amounts of insurance that, in its own judgment, may be necessary for proper protection in the completion of its work. COMPANY shall be responsible for, and shall obtain and file insurance certificates on behalf of all its subcontractors. All Certificates of Insurance shall be filed with CITY. 16 ALL INSURANCE COMPANIES PROVID D S ULD: Be rated at least AVI per Best's Key Rating Guide. Be licensed to do business in Florida. All policies provided should be occurrence not Claims -Made forms. The COMPANY shall name the CITY as an additional insured on all Comprehensive General Liability insurance policies. COMPANY shall require insurance companies providing coverage to give CITY thirty (30) days written notice of its intent to cancel or terminate policy. COMPANY's insurance shall be primary. 0 ARTICLE 11 LOCAL AGENT FOR INSURANCE AND BONDING 11.1 The insurance and bonding companies with whom COMPANY's insurance and performance bonds are written shall be licensed to do business in the State of Florida and shall be represented by an agent or agents having an office located in the State of Florida. The name of the agent or agents shall be set forth on all such bonds and certificates of insurance. COMPANY shall keep the required insurance in full force and effect at all times during the term of this agreement, and any renewals thereof. 11.2 COMPANY shall furnish to CITY a Certificate of Insurance in a form and 0 17 l�,- 9�-is9 amount approved by CITY's Risk Manager, evidencing COMPANY has obtained the required insurance coverage. At the request of CITY the original policy shall be provided for inspection. All policies must provide that they may not be changed or canceled by the insurer in less than thirty (30) days after CITY has received written notice of such change or cancellation. Such insurance amounts may be reviewed upward at CITY's request, and COMPANY shall revise such amounts within thirty (30) days after receipt of such request. ARTICLE 12 NO CONTINGENT FEE 0 12.1 COMPANY warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for COMPANY to solicit or secure this agreement and that it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for COMPANY any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this agreement. For the breach or violation of this provision, CITY shall have the right to terminate the agreement without liability at its discretion, to deduct from the contract price, or otherwise recover, the full amount of such fee, commission, percentage, gift or consideration. 18 0 �- , 5 9 ,� , � . ARTICLE 13 MISCELLANEOUS 13.1 VENUE: This agreement shall be considered consummated in Broward County, Florida. All actions brought hereunder shall be brought exclusively in Broward County, Florida. 13.2 TIME IS OF THE ESSENCE: Time shall be deemed to be of the essence concerning this Agreement whenever time limits are imposed herein for the performance of any obligations by any of the parties hereto, or whenever the accrual of any rights to either of the parties hereto depends on the passage of time. 13.3 RIGHT TO REQUIRE PERFORMANCE: The failure of CITY, at any time, to require performance by COMPANY of any provisions herein shall in no way affect the rights of CITY hereafter to enforce the same. Nor shall waiver by CITY of any breach of any provisions herein be taken or held to be a waiver of any succeeding breach of such provisions or as a waiver of any provision itself. 13.4 UNENFORCEABLE PROVISIONS: If any provision of this Agreement shall be declared illegal, void or unenforceable, the other provisions shall not be affected and shall remain in full force and effect. 13.5 FORCE MAJEURE: Neither COMPANY nor CITY shall be liable for the failure to perform its duties if such failure is caused by a riot, war, 9 19 governmental order or regulation, strike, act of God, or other similar or different contingency beyond the reasonable control of COMPANY. 13.6 APPROVAL BY CITY COMMISSION: This agreement shall not be considered fully executed or binding or effective on CITY until the same shall be approved and accepted by the City Commission of the City of Tamarac in an open meeting as required by law and executed by the COMPANY and CITY. After such approval and acceptance, CITY shall deliver to COMPANY a certified copy of the Resolution as evidence of the authority of the person authorized to bind CITY to the terms, covenants and provisions of this agreement and to perform the same in accordance herewith. CITY or COMPANY may request changes that would increase, decrease, or otherwise modify the services to be provided under this agreement. Such changes must be in accordance with the provisions of the Tamarac City Code, must be contained in a written amendment executed by the parties thereto, with the same formality and of equal dignity prior to any deviation from the terms of this agreement, including the initiation of any extra work. 13.7 COMPLIANCE WITH LAWS: COMPANY, its officers, agents, employees, and contractors, shall abide by and comply with all laws, federal, state and local. It is agreed and understood that, if CITY calls the attention of COMPANY to any such violations on the part of COMPANY, its officers, agents, employees, or subcontractors, then COMPANY shall immediately desist from and correct such violation. 20 0 13.8 RIGHT TO PERIODIC REVIEWS: CITY shall have the right to conduct periodic public meetings, to review and consider the performance of COMPANY regarding its compliance with the material terms of the agreement, any amendments desired by COMPANY, the need for any future new services, and potential amendments to the franchise reflecting service requirement changes based on advancements in technology or demonstrated community needs. An agent of COMPANY shall be available to attend all public meetings upon reasonable notice by CITY for concerns associated with the agreement. 13.9 CHANGES IN LAW: Should the State of Florida, City, County, United States or Federal agency, or any State or Federal Court, or any agency thereof • require either Broward County, City of Tamarac, or COMPANY to act in a manner which affects or is inconsistent with any provisions of the agreement Documents, CITY shall be authorized to determine whether a material provision of the agreement Documents is affected in relation to the rights and benefits conferred by the agreement Documents upon CITY or the public. Upon such determination, CITY and COMPANY shall negotiate in good faith to modify or amend the agreement to such extent as may be necessary to carry out the full intent and purposes thereof in relation to the rights and benefits of CITY, or the public. 13.10 EFFECTIVE DATE: This agreement shall be effective upon the execution of this agreement and performance of this agreement shall begin on the 9 21 R- 76--o7 commencement date set forth herein. 13.11 LICENSE AND TAXES: COMPANY shall obtain all licenses and permits (other than the license and permit granted by COMPANY) and promptly pay all taxes required by CITY. 13.12 EXHIBITS: The Exhibits A, B-1, and C, are incorporated herewith by reference for all purposes as though fully set forth. 13.13 PARAGRAPH HEADINGS: The section in paragraph headings contained herein are for convenience and reference and are not intended to define or limit the scope of any provision of this agreement. 13.14 ENTIRE CONTRACT: This agreement constitutes the entire agreement and understanding between the parties relating to the subject matter, and it shall not be modified, altered, changed, or amended in any respect unless done . so in writing and approved by the City Commission of the City of Tamarac, Florida. 13.15 DRAFTING: This agreement has been negotiated and drafted by all parties hereto and shall not be more strictly construed against any party because of such parties' preparation of this agreement. 13.16 BANKRUPTCY: This agreement shall terminate in the case of bankruptcy (voluntary or involuntary) or insolvency of COMPANY. In the case of bankruptcy, such termination shall take effect on the day and at the time that the bankruptcy action is filed. 13.17 NOTICES: Notice required or permitted to be delivered hereunder shall be 22 0 in writing and shall be deemed to be delivered, whether or not actually received, when deposited in the United States Mail, postage prepaid, certified mail, return receipt requested, addressed to the respective party at the address set forth below: CITY: COMPANY: City Manager Mrs. Muriel Gold, President City of Tamarac Public Advertising, Inc. 7525 N.W. 88th Avenue 2020 Mears Parkway Tamarac, Florida 33321-2401 Margate, Florida 33063 (305) 724-1230 (305) 972-2121 With a copy to: With a copy to: City Attorney Mr. Thomas F. Neville, President of South City of Tamarac Florida Division 7525 N.W. 88th Avenue Eller Media Company Tamarac, Florida 33321-2401 1360 N.W. 78 Avenue (305) 724-1240 Miami, Florida 33126 40 (305) 591-2072 13.18 ENFORCEMENT: The legal fees and other expenses of the prevailing party to any litigation or dispute arising out of this agreement shall be paid by the other party. 13.19 DISCRIMINATION: COMPANY, in the execution, performance, or attempted performance of this agreement, shall not discriminate against any person or persons because of sex, race, religion, color, or national origin, handicap or marital status, COMPANY's employees or applicants for employments (as provided in Title VI of the 1964 Civil Rights Act, the Florida Human Rights Act of 1977, and the American Disabilities Act of 1992), understand and agree that this agreement is conditioned upon the veracity of this Statement * .- 23 of Assurance. COMPANY herein assures CITY that said COMPANY will comply with Title VI of the Civil Rights Act of 1964 when federal grants are involved. Other applicable Federal and State laws, Executive Orders, and regulations prohibiting discrimination as hereinabove referenced are included by this reference thereto. This Statement of Assurance shall be interpreted to include Vietnam -Era Veterans and Disabled Veterans within its protective range of applicability. COMPANY must be an Equal Opportunity Employer and have an affirmative action plan and not discriminate on the basis of handicapped status. ARTICLE 14 SEVERABILITY 0 14.1 If any part, section, sub -section, or other portion of this agreement is declared void, unconstitutional, or invalid for any reason, such part, section, sub -section, or other portion, or the prescribed application thereof, shall be severable, and the remaining provisions of this agreement, and all applications thereof not having been declared void, unconstitutional, or invalid shall remain in full force and affect. CITY and COMPANY declare that no invalid or prescribed provision or application was an inducement to the execution of this agreement, and that they would have executed this agreement, regardless of the invalid or prescribed provision or application. 24 __a* n �J ARTICLE 15 TERMINATION 15.1 Upon thirty (30) days written notice, CITY shall have the right to cancel this agreement for cause or at CITY's option to effect immediate compliance with the contract on the part of the COMPANY. In the event CITY elects to effect compliance with the contract, then any costs or expenses incurred by CITY to effect compliance shall be paid within ten (10) days of written notice thereof to COMPANY. Non-payment of any cost and expense is charged shall be deemed a material breach. CITY shall be paid through the date of termination. ARTICLE 16 TERM 16.1 Term. The term of this agreement is from date of execution to December 31, 2000. In the event this contract is not renewed at the end of its term, COMPANY shall have ninety (90) days within which to either remove the existing bus shelters or make other arrangements for their disposition which other arrangements must meet with the approval of CITY. + 25 IN WITNESS WHEREOF, the parties hereto have made and executed this agreement on the respective dates under each signature: CITY OF TAMARAC through its CITY COMMISSION, signing by and through Its Mayor, authorized to execute same by Commission action on the?.. day of '- PP, 1995; and, PUBLIC ADVERTISING, INC., signing by and through its President duly authorized to execute same, and ELLER MEDIA COMPANY signing by and through its President duly authorized to execute same. ATTEST: AROL A. EVAN , CITY CLERK (SEAL) APPRO /VEP AS TO FORM AN LEGAL S MFIC4NOT / CITY ATTORNEY F CITY CITY OF TAMARAC By N RMAN ABRAMOWITZ, MAYOR Dated: ` C CI ANAL R I S- f) Vf Dated: �C�- 9--- 11 26 to 4- r, S-- / q� AGREEMENT BETWEEN THE CITY OF TAMARAC AND ELLER MEDIA COMPANY FOR ERECTING AND MAINTAINING BUS STOP SHELTERS WITHIN THE CITY OF TAMARAC, FLORIDA PUBLIC ADVERTISING INC. ATTEST: �-1P,uel A - C 01-.�p (Please type name of Corporate Secretary) (CORPORATE SEAL) • STATE OF FLORIDA ) COUNTY OF BROWARD) PUBLIC ADVERTISING, INC. A / /,?---� BY: Muriel Gold, /President Authorized Representative of Public Advertising, Inc. Dated: Before me personally appeared MURIEL GOLD, to me well known and known to me to be the person described in and who executed the foregoing instrument, and acknowledged to and before me that he executed said instrument for the purposes therein expressed. WITNESS my hand and official seal, this )3 day of S 11995. My Commission Expires: E FICIAL NOTARY SEALPHYLLIS POLIKOFF OMMISSION NUMBERCC39O392 y COMMISSION E%p,SEPT 231908 27 qNoar&yPublic State of Florida at Large // XZ-Z-15 PO 4/-ilt-10�� J�- 9�-- / �� AGREEMENT BETWEEN THE CITY OF TAMARAC AND ELLER MEDIA COMPANY FOR ERECTING AND MAINTAINING BUS STOP SHELTERS WITHIN THE CITY OF TAMARAC, FLORIDA ELLER MEDIA COMPANY ATTEST: Akf-c, E GL C-,e (Please type name of Corporate Secretary) (CORPORATE SEAL) No 564(, AT rr At c STATE OF FLORIDA ) COUNTY OF BROWARD) ELLER MEDIA COMPANY BY: Mr. Thomas F. Neville President of So. FL Division Authorized Representative Eller Media Company, Inc. Dated: V/? $� - — Before me personally appeared LLY � /(/EULL__ _, to me well known and known to me to be the person described in and who executed the foregoing instrument, and acknowledged to and before me that he executed said instrument for the purposes therein expressed. WITNESS my hand and official seal, this /3 day of 5 , 1995. My Commission Expires: SEAL �4F aV PV OFpIG1Al NOTARY o P1 ,141.1s pouy.OFF 2 n COMMISSION NUMABR e CG39as9Z MV COMM1881ON EXP. #eo,, to sEPT 23 1998 K-11 A9ZL ZL� Notary Public State of Florida at Large 1.41 ,tyLLisAedlr f r--I LJ Eli 0 SEP 20 '95 09'- 19 FROM R-EXANDERALB<ANDER Almndcr & Alexander of Connecticut, Inc. Two : Pickwick PIR7A P.O. Box 1409 Gree:rwich, Connecticut 06836-1409 Telephone: (203) 869-1140 Fax: (203) 869-0839 TO: Dina McDermott COMPANY- City of Tamarac FAX NO: 305-724-2454 FROM: Linda Cogan DATE: 9/20/95 TO nder ��i C CC' &\�Clljj-)c FAX COVER PAGE RE: Patrick Media-Cerdficate of Insurance Total Number of Pages Including Cover Page: 1 If dxTe is a problem witht his transmission please call (203) 863-6343 or on Net 560-6343. Anw:bed is the certificate of Insurance for the captioned insured as rupwad. As discussed with Scott Jones we are still finalizing adding the name: of Eller Media company to the policy dIC11bre we cannot issue a cemftate m d= name to date. Fed free to call with any questions, ��Y1 CA I SEP 20 ' 95 09 s 19 FROM Fl-t,-J "L)t c MG""' tro+uh :�rr rirra• IFICATE�OF INSURANCE A OF W THIS CEFiTi E iS A5 HOLDER T S CO oS NOT ATE I* UP HEISWEX)co gr TM PO<J� SU,Cw. NO RICERS UPON 7Hf= CEp {IiCOM AIMfB�. F7C7'E?d OR Ar~T'81t THE CDVE�iP�'E AFFORO� ALEXANDER & ALEXANDER Of CT, INC. COMPA►MO AFFORDWO CCVERAW TWO PICKWICK FLAZA tjN-L NV FIRCO- P.O. BOX 14.09 a,L~ A1�lTIONAi_ GREENWICH,' CT 06836-1409 "g'm" F�•ERAL. INWPStCE co. ova � srwm .. T, Pn1A 5LiftPt-'�S m4wI'll - caMrrwr C LErMR YC r QRV� -.,TItiy:'. MEi TA SR?+1P. Tpr_ r� :as N. WnsHu sT :N Avs- L'E co~ E LUM SCRnNTON. Fri 7.8503 THE TO � LISTS B�Ow HAVE eEI=N IS�JJf� TO THE � "ram � TINS R5 ro CERT� TMAr THE POLICiEB OF rcIpICACf ED. Mp riMTfI6TAMDM ANY HCOUIgRME�iT• T OR TO ALL AFFORDEM By THE CONTMaE � is s<.E�T PE{{gp V&K;H THLS CERTaFIOAT E MAY BE MSlIEO A LiTHENaTS MAY HAVE BEM REDIX•� BY P1�D G1.NMfS. S ANP �lON8 THE TEEN& UCLMON POL= eweam roLvr momm m Una coa�w+wd r�eucr �ir�er � �,00+rn ' oNn a�wiwmn : - 7 � Eaa+e�a�UAMLE" 15012475 TX 11/95 •soo.�� s /01 -"X oorw�,uLaaWUL-weam �as�wv.s++urtr s ` � p�„eMaoe L�� eearoo� s e r a CON>su�'� � ACS (5?67_ , 11/ 11/94 11/01/9v _5 X AW AM 52£7115 TX i!/i!!94 11/O1/9'3 � s X QyojW auras ,4t 1 X gooMAMAUMS wp r s X rsM AMM sosow X tm*Q AiJe x I n s QW.AW UAW" uo� oa�sn+o� s gxcmummurr 73-73 --36 08/18/9 88/19/°6 s + Ulu POW X U 40b19E3 tA35? 11/11/94 il/01195 suQU� MY wopoce ' o°w"" 40619 c CA 11 / 11 / 94 11 / 01 /95 eaa� s ' A AN* 4861924 DED. 11 / 11 /94 11 /91 /95 OmpAd-4momyULWr R wssm 14061925 DED/ TX 11 / 11 /se I 1 /01 /94 aerial:-� s �/i�r� 08/18/96 L_Tft-g ss5, C i�RpFEeiTY - I LP055iaG..38 $100, SW I3EDL'CTIBL E . gL WET LIl�IIT:liLS, 000, 04.'0 ALL RISK SXOE95 QROA;RTY- Rki?50600T 08/ 18/9Z 08/ 18/9E. 'i10�.0ic7 DEDUCTIBLE D ALL RISK o � �10'w• rt�rs SHq" ANY OF TM ABOVE PESOMSED PO4.K= BE � TO. up A710N DATE THEREOF. THE 8MMM wmce TO THE COMMATE HOI•um tIA m TO"E; MAIL.DAYS WRI1n3N LEFT. BUT FAILURE TO MAIL SUC.M KrnCE *W= IM M)W NO OMJSO DN OR OF ANY KM UPOM THE COMPANY. IT'S ABSCS OR REPRWMPMwlV0. CITY 1F TAgItiRAC , UABRJW 7'..25 NW 88 Wc-�&E - TA14ARAC, cti 3M ;-2401 TOTAL. PAM.002 _