HomeMy WebLinkAboutC-2482 - Bus Shelter Pilot ProgramCITY OF NEWPORT BEACH
TO: FINANCE DIRECTOR
Traffic Engineering
FROM: CITY CLERK
DATE: May 19, 1986
SUBJECT: Contract No. C -2482
OFFICE OF THE CITY CLERK
1714) 640-2251
Description of Contract Agreement for Bus Shelters
Effective date of Contract _may 19. 1986
Authorized by Minute Action, approved on April 14, 1986
Contract with _ Inter -City Shelters, Inc.
Address P.O. Box 5370 -286
Santa Ana, CA 92704
Amount of Contract (See Agreement)
Wanda E. Andersen
City Clerk
WEA :lr
attach.
City Hall • 3300 Newport Boulevard, Newport Beach, California 92663
TO: CITY COUNCIL
• FROM: Public Works Department
SUBJECT: BUS SHELTER AGREEMENT
c -z.41,fz
Apri�4, 1986
CITY COUNCIL AGENDA
ITEM NO. F -3 -(e)
BY THE CITY COUNCIL
CITY OF NEWPORT BEACH
APR 14 1986
APPROV_ED��e
Approve and authorize the Mayor and City Clerk to execute an agreement with
INTER —CITY SHELTERS, INC. to provide bus shelters at various locations.
DISCUSSION
The City Council reviewed the one —year, trial bus shelter program at their
Study Session on March 10, 1986. At that time, staff was directed to
prepare an agreement to continue the program. The proposed agreement will
be substantially similar to that shown as Attachment A.
The key points of the proposed contract are as follows:
1. The existing ten (10) shelters with advertising are to remain.
• Additional locations are permitted by written, mutual consent.
2. The City is entitled to one (1) shelter without advertising for the
ten (10) existing advertising shelters. An additional advertising
free shelter will be provided for each five (5) additional shelters
with advertising.
3. The City is entitled to thirty —five (35) bus benches and ten (10) free-
standing information signs at no cost.
4. The Contractor will pay the City $100 per month, per shelter with
advertising. This rate is to be adjusted annually, based upon the
Consumer Price Index.
5. The contract covers a period of five (5) years and provides for a
single, five (5) year extension.
Approval of this agreement will result in the provision of bus shelters at
various locations in the City. These shelters will be installed and
maintained by the Contractor and will result in revenue to the City.
Richar dmonston
Traffic Engineer
RME : bb
Attachment
()e�)
AGREEMENT FOR BUS SHELTERS
C_zfPz
THIS AGREEMENT, entered into this /�Z& day of ,
1986, by and between the CITY OF NEWPORT BEACH, a municipal c oration
(hereinafter referred to as "City "), and INTER -CITY SHELTERS, INC., a
California corporation (hereinafter "Contractor "), is made with reference
to the following:
RECITALS•
A. The City is a municipal corporation duly organized and validly
existing under the laws of the State of California with the power to carry
on its business as it is now being conducted under the Statutes of the
State of California and the Charter of the City.
B. The City and Contractor desire to enter into an agreement for
the installation and maintenance of bus shelters at mutually acceptable
locations throughout the City, upon the terms and conditions herein.
NOW, THEREFORE, it is mutually agreed by and between the
undersigned parties as follows: y
Y'" d
-I-
1. TERM.
The term of this Agreement shall commence on the 1st day of
May 1986, and shall remain and continue in effect until April 30, 1991,
which is a five (5) year term, unless terminated as set forth herein.
Such term may be extended by mutual written consent of the
parties for one successive term of five (5) years, but neither the City nor
the Contractor shall incur any obligation beyond the term contained herein
prior to execution of the written agreement.
2. LOCATIONS.
City hereby grants to Contractor, on terms herein contained,
the right to install, repair and maintain shelters at ten (10) locations,
said locations described in Exhibit "A ", attached hereto and incorporated
herein by reference.
Additional locations may be requested by either City or
Contractor. Approval of said additional locations shall be by written
mutual consent.
3. FEE PAYABLE TO CITY.
A. Mon_ thly Fee.
Contractor shall make payment to City on a monthly
basis. The monthly fee shall be One Hundred Dollars ($100.00) per month,
per shelter for the period from May 1, 1986 thru April 30, 1987. Payment
shall be made six (6) months in advance with payments due on May 1 and
November 1 of each year. t*
-2-
9 •
The monthly fee shall be subject to adjustment as of May
1, 1987 and as of May 1st of each year thereafter during the term of this
Agreement. In no case shall the adjusted fee be less than the current
rent. The adjustment shall be equal to the increase in the Consumer Price
Index for the twelve month period (commencing March 1 and ending the last
day of February, hereinafter the "adjustment period ") prior to the date of
adjustment. The adjustment shall be calculated by adding each monthly
percentage increase during the adjustment period, subtracting any decreases
and multiplying the total by the monthly fee in effect prior to the
adjustment. The Consumer Price Index (All Urban Consumers -All Items) for
the Los Angeles -Long Beach - Anaheim, California area as published and
released by the Bureau of Statistics for the United States Department of
Labor shall be the index utilized for calculating adjustments.
If the Consumer Price Index, as now compiled and
published, is superseded by another index, then the new index shall be used
to calculate the increase in fee provided that an appropriate conversion
from the old index to the new can feasibly be made. If such conversion
cannot be made, or if no such index is published, then another index
generally recognized as authoritative shall be substituted by agreement.
The fee for any fractional part of any month between the
date of installation and the first date of the following month shall be
prorated and paid by Contractor, along with fees for the remainder of the
six (6) month period. P-41
-3-
B. Other Considerations.
Contractor agrees to furnish, install and maintain one
(1) bus shelter without advertising for the first ten (10) locations
shown on Exhibit A.
Contractor agrees to furnish, install and maintain one
(1) additional bus shelter without advertising for each five (5)
additional locations agreed to by City.
Contractor agrees to furnish, install and maintain one
(1) of the above shelters without advertising at 3300 Newport Boulevard.
Contractor agrees to furnish, install and maintain
thirty -five (35) bus benches without advertising; and ten (10) free-
standing public information signs.
In the event that Contractor is granted additional
locations as provided in subsection 2, Contractor agrees to provide two
(2) additional benches for each said location.
Said installation shall be completed within sixty (60)
days from notification by City of installation location. All
installations provided for above, with the exception of bus shelters with
advertising, shall become the property of City at the termination or
expiration of this Agreement, as herein provided.
i•)OP
-4-
9
4. CONTRACTOR'S SERVICES.
A. Scope of Service.
Contractor shall, at its own cost and expense,
construct, install and maintain bus shelters, bus benches and public
information signs as herein described at locations approved by City.
B. Time of Installation.
Contractor shall install any additional shelters within
sixty (60) days of City's authorization to begin installation.
C. Shelter Des_ ign.
Each shelter shall be constructed to a common design.
Said design shall be submitted for written approval by City at least thirty
(30) days prior to installation.
Design shall include detailed drawings and structural
calculations of all elements including, but not limited to, the shelter and
the bench. Each shelter shall include the provision of an adequately -sized
trash container.
D. Permits.
Contractor shall obtain separate permits from City for
each bus shelter. Said permits shall consist of a Public Works
Encroachment Permit, a Building Permit, an Electrical Permit, and any other
permit deemed necessary by City. Each shelter shall have displayed in a
conspicuous place the name of Contractor and the Encroachment Permit
number. P019
-5-
•
All required permits for each shelter shall be issued at
the same time and no such permits shall be issued without proof of
available electrical service. Contractor shall pay all permit costs
regularly assessed by City.
E. Performance Guarantee.
Contractor shall post and maintain a bond in the penal
sum of Five Hundred Dollars ($500) per shelter permit issued, the total
value of Contractor's bond being determined by the total number of permits
issued for shelters to be constructed. Contractor's bond shall remain in
effect over the duration of this Agreement to insure the faithful
performance of Contractor's covenants for maintenance of the shelters,
timely payment of all revenues due the City, including permit fees and
advertising revenues, and restoration of shelter site to its condition
existing prior to installation of the shelter whenever a shelter is
removed. Contractors bond shall be in a form approved by the City
Attorney.
F. Repair and Maintenance.
Contractor shall maintain, repair, clean and service the
shelters. Contractor shall be at liberty to enter upon and into shelters
at any reasonable time with personnel and all necessary materials,
including but not limited to electric wires, meters, clock work machinery
and other items reasonably necessary for making said shelter effective.
All such work shall be performed at the sole expense of Contractor. Each
shelter shall be cleaned not less than two (2) times per week. Emergency
repairs shall be done within twenty -four (24) hours. Contractor shall
provide City with twenty -four (24) hour emergency telephone number. OW
-6-
�'
G. Advertising.
No advertisement or sign on any shelter shall be
displayed except in the area designated for advertising.
No advertisement or sign on any shelter shall be
displayed which would be offensive, inappropriate 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. Advertising of alcoholic beverages, tobacco products or of a
political nature shall not be displayed. Should City, in its sole
discretion, determine any advertising or any shelter to be offensive,
inappropriate or objectionable to the public, 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.
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.
H. Shelter Removal.
Contractor shall retain the right to remove any shelter
upon thirty (30) days notice to City in the event the federal, state,
municipal or other proper authorities should hereafter establish any rules,
regulations or taxations which shall so restrict location, construction,
maintenance or operation of the shelters as to substantially diminish the
value of said shelters for advertising purposes, or in the event of
"chronic vandalism ", as hereinafter defined. /,`
-7-
In the event City fails to receive notice of renewal of
the Permit, the Performance Guarantee Bond, the comprehensive general
liability insurance, or any of them, on or before twenty (20) days before
the expiration date thereof, or in the event either or both the Performance
Bond or comprehensive general liability insurance are canceled and no
evidence of equal coverage is filed with City on or before twenty (20) days
prior to the expiration date of either coverage, or upon termination of
this Agreement for any reason, Contractor agrees to remove immediately all
of its shelters. If Contractor fails to do so within thirty (30) days
after notice to do so is mailed by City, City shall have the right to
remove said shelters and Contractor agrees to pay to City, Cityts costs for
such removal and site restoration.
"Chronic Vandalism" shall be defined as damages
inflicted to an individual shelter during any six (6) month period which
requires cumulative expenditures for replacement and repair that exceed the
original cost of construction and installation of the shelter.
City reserves the right to demand that any of said
shelters be removed if a shelter is not maintained properly; if the bus
stop location is changed; shelter will interfere with any construction,
maintenance or repairs of any public utility or public improvement; or, if
any term of this agreement or of any permit issued to contractor by City is
violated. In the event of said demand, Contractor agrees to be responsible
for all costs involved in restoring the site. /
Upon removal of any or all shelters 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 said
shelter was located.
5. INDEPENDENT PARTIES.
The parties to this Agreement intend that the relation
between them created by this Agreement is that of employer - independent
contractor. The manner and means of conducting the work are under the
control of the Contractor, except to the extent that they are limited by
statute, rule or regulation and the express terms of this Agreement. No
Civil Service status or other right of employment will be acquired by
virtue of the Contractor's services. None of the benefits provided by the
City to its employees including, but not limited to, unemployment
insurance, workers' compensation insurance, retirement and deferred
compensation plans, vacation and sick leave, are available from the City to
the Contractor, its employees or agents. From any fees due the Contractor,
deductions shall not be made for any State or Federal taxes, FICA payments,
PERS payments, or other purposes normally associated with an employer -
employee relationship. Payment of the above items, if required, are the
responsibility of the Contractor. a#
-9-
6. INSURANCE.
On or before the commencement of the term of this Agreement,
Contractor shall furnish the City with certificates showing the type,
amount, class of operations covered, effective dates and dates of
expiration of insurance policies. Such certificates, which do not limit
Contractor's indemnification, shall also contain substantially the
following statement: "The insurance covered by this certificate will not
be canceled or materially altered, except after ten (10) days written
notice has been received by the City."
It is agreed that Contractor shall maintain in force at all
times during the performance of this Agreement all appropriate policies of
insurance, and that said policies of insurance shall be secured from a good
and responsible company or companies, doing insurance business in the State
of California.
Consultant shall maintain the following insurance coverage:
A. Liability Insurance.
General liability coverage in the following minimum limits:
Bodily Injury $ 500,000 each person
$1,000,000 each occurrence
$ 500,000 aggregate
Property Damage $ 100,000 each occurrence
$ 250,000 aggregate
A combined single limit policy with aggregate limits in the
amount of $1,000,000 will be considered equivalent to the required minimum
limits.
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B. Subrogation Waiver. Contractor agrees that in the
event of loss due to any of the perils for which it has agreed to provide
insurance, that Contractor shall look solely to its insurance for recovery.
Contractor hereby grants to City, on behalf of any insurer providing
insurance to either Contractor or the City with respect to the services of
Contractor herein, a waiver of any right of subrogation which any such
insurer of said Contractor may acquire against City by virtue of the
payment of any loss under such insurance.
C. Failure to Secure. If Contractor at any time during
the term hereof, should fail to secure or maintain the foregoing insurance,
City shall be permitted to obtain such insurance in the Contractor's name
or as an agent of the Contractor and shall be compensated by the Contractor
for the costs of the insurance premiums at the maximum rate permitted by
law computed from the date written notice is received that the premiums
have been paid.
D. Additional Insured. The City, its City Council,
boards and commissions, officers, agents, servants and employees shall be
named as an additional insured on all policies of insurance required by
this Agreement. The naming of an additional insured shall not affect any
recovery to which such additional insured would be entitled under this
policy if not named as such additional insured and an additional insured
named herein shall not be held liable for any premium or expense of any
nature on this policy or any extension thereof. Any other insurance held
by an additional insured shall not be required to contribute anything
toward any loss or expense covered by the insurance provided by this
policy. Proceeds from any such policy or policies shall be payable to the
City primarily, and to the Contractor secondarily, if necessary.
-11-
7. HOLD HARMLESS.
Consultant shall indemnify and hold harmless City, its City
Council, boards and commissions, officers, agents, servants and employees
from and against any and all loss, damages, liability, claims, suits, costs
and expenses, whatsoever, including reasonable attorneys' fees, regardless
of the merit or outcome of any such claim or suit, arising from or in any
manner connected to the negligent performance or omission of any services
or work conducted pursuant to this Agreement.
8. PROHIBITION AGAINST TRANSFERS.
A. Consultant shall not assign, sublease, hypothecate, or
transfer this Agreement or any interest therein directly or indirectly, by
operation of law or otherwise. Any attempt to do so without said consent
shall be null and void, and any assignee, sublessee, hypothecate or
transferee shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer.
B. The sale, assignment, transfer or other disposition of
any of the issued and outstanding capital stock of Contractor, or of the
interest of any general partner or joint venturer or syndicate member or
cotenant if Contractor is a partnership or joint venturer or syndicate or
cotenancy, which shall result in changing the control of Contractor, shall
be construed as an assignment of this Agreement. Control means fifty
percent (50 %) or more of the voting power of the corporation. -W
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9. TERMINATION.
In the event Contractor hereto fails or refuses to perform
any of the provisions hereof at the time and in the manner required
hereunder, Contractor shall be deemed in default in the performance of this
Agreement. If such default is not cured within a period of two (2) days
after receipt by Contractor from City of written notice of default,
specifying the nature of such default and the steps necessary to cure such
default, City may terminate the Agreement forthwith by giving to the
Contractor written notice thereof.
The City shall have the option,
without cause, of terminating this Agreement
written notice to Contractor as provided herein.
Agreement, each party shall pay to the other
compensation specified in this Agreement that is
the effective date of termination.
10. COST OF LITIGATION.
at its sole discretion and
>y giving thirty (30) days
Upon termination of this
party that portion of
earned and unpaid prior to
If any legal action is necessary to enforce any provision
hereof or for damages by reason of an alleged breach of any provisions of
this Agreement, the prevailing party shall be entitled to receive from
the losing party all costs and expenses in such amount as the court may
adjudge to be reasonable attorneys' fees. 124
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I
! 11. COMPLIANCES.
ii
I Contractor shall comply with all laws, State or Federal, and
` all ordinances, rules and regulations enacted or issued by the City.
12. WAIVER.
A waiver by the City of any breach of any term, covenant, or
condition contained herein shall not be deemed to be a waiver of any
subsequent breach of the same or any other term, covenant, or condition
contained herein whether of the same or a different character.
13. RECORDS.
I
Contractor shall maintain complete and accurate records with
I respect to costs, expenses, receipts and other such information required by
City that relate to the performance of services under this Agreement.
j Contractor shall maintain adequate records on services
provided in sufficient detail to permit an evaluation of services. All
such records shall be maintained in accordance with generally accepted
I accounting principles and shall be clearly identified and readily
I accessible. Contractor shall provide free access to the representatives of
the City or its designees at all proper times to such books and records,
I
and gives the City the right to examine and audit same, and to make
transcripts therefrom as necessary, and to allow inspection of all work,
data, documents, proceedings and activities related to this Agreement.
Such records, together with supporting documents, shall be kept separate
from other documents and records and shall be maintained for a period oof,
three (3) years after receipt of final payment. j"" Q
-14-
0
14. NOTICES.
All notices, demands, requests or approvals to be given
under this Agreement, shall be given in writing and conclusively shall be
deemed served when delivered personally or on the second business day after
the deposit thereof in the United States Mail, postage prepaid, registered
or certified, addressed as hereinafter provided.
All notices, demands, requests, or approvals from Contractor
to City shall be addressed to City at:
City of Newport Beach
3300 Newport Boulevard
P. 0. Box 1768
Newport Beach, CA 92658 -8915
Attention: City Manager
All notices, demands, requests, or approvals from City to
Contractor shall be addressed to Contractor at:
Inter -City Shelters, Inc.
P. 0. Box 5370 -286
Santa Ana, CA 92704
Attention: Raymond A. Peloso
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15. MERGER OF NEGOTIATIONS
This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto
and all preliminary negotiations and agreements of whatsoever kind or
nature are merged herein. No verbal agreement or implied covenant shall be
held to vary the provisions hereof. Any modification of this Agreement
will be effective only by written execution signed by both City and
Contractor. This Agreement supersedes any prior Agreement between City and
Contractor.
IN WITNESS WHEREOF, the parties have caused this Agreement
to be executed on the day and year first above written.
CITY OF NEWPORT BEACH
A Municipal Corporation
APPROVED AS TO FORM:
City Attorney
RME:bb
4 -7 -86
Attachment: Exhibit A
-16-
INTER -CITY SHELTERS, INC.
A California Corporation
By
ATTEST:
Raymond A. Peloso
President
"r1'7.000W?V7�'7Si0zn 41 _WZm'-_u.0
City Clerk
Fj
EXISTING BUS SHELTER LOCATIONS
AS OF APRIL 1, 1986
�J
1.
Coast Highway
and
Dover Drive
- eastbound,
farside
2.
Coast Highway
and
Avocado Avenue
- westbound,
nearside
3.
Dover Drive
and
Coast Highway
- northbound,
farside
4.
Newport Center Drive
and
Farallon Drive
- southbound,
farside
5.
Newport Boulevard
and
32nd Street
- northbound,
farside
6.
Balboa Boulevard
and
32nd Street
- northbound,
farside
7.
MacArthur Boulevard
and
Birch Street
- southbound,
farside
8.
Campus Drive
and
MacArthur Bl.
- eastbound,
farside
9.
Balboa Boulevard
and
23rd Street
- northbound,
farside
10.
Balboa Pier
RME:bb
EXHIBIT A
CITY OF NEWPORT BEACH
OFFICE OF THE CITY CLERK
1714 '648 -- 25l 644 -3005
T0: FINANCE DIRECTOR
Public Works - Traffic Engineering
FROM: CITY CLERK
DATE:. December 26, 1984
SUBJECT: Contract No. 96
Description Description of Contract Bus Shelter Pilot Program
Effective date of Contract December 18, 1984
Authorized by Minute Action, approved on November 26, 1984
Contract with Inter -City Shelters Inc.
Address 12 Corporate Plaza Drive, Suite 202
C �
f�i e 1
_4
Amount of Contract (See Agreement)
1," .
Wanda E. Andersen
City Clerk
WEA:lr
attach.
City Hall • 3300 Newport Boulevard, Newport Beach, California 92663
I
I
CARO
o
INSURANCE COMPANY
COLUMBIA, SOUTH CAROLINA
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KNOW ALL MEN BY THESE PRESENTS:
-v
BOND NO: S 014 657
PREMIUM $ 5
That we, NATIONAL DISPLAY ADVRRTTSTNA, INC- DRA- TNTFR -CTTY SHELTERS, TNOasPrincipal,
and SOUTH CAROLINA INSURANCE COMPANY, incorporated under the laws of the State of South Carolina, with prin-
cipal office in Columbia, South Carolina, as Surety, are held and firmly bound unto
CITY OF NEWPORT BEACH
in penal sum of FIVE THOUSAND ----------------- 00 /100s ----------- ($5,000.00 ) Dollars,
lawful money of the United States, for which payment, well and truly to be made, we bind ourselves, our heirs,
executors, administrators, successors and assigns, jointly and severally, firmly, by these presents.
WHEREAS, the said Principal has applied to said Obligee fttx8>i"Nm install and maintain benches
and bus shelters on public streets in the City of Newport Beach
NOW, THEREFORE, THE CONDITION OF THE OBLIGATION IS SUCH, That if the said Principal shall indemnify
said Obligee against all loss to it caused by said Principal's breach of any ordinance, rule or regulation relating
thereto, then the above obligation shall be void, otherwise to be and remain in full force and effect.
PROVIDED, THE LIABILITY OF THE SURETY upon this bond shall be and remain in full force and effect for the
full period of the certificate or license, and renewals thereof, issued to the principal above named, or until ten days
after receipt by the Obligee of a written notice signed by such Surety, or its authorized agent, stating that the liability of
such Surety is thereby terminated and canceled; and provided further, that nothing herein shall affect any rights or
liabilities which shall have accrued under this bond prior to the date of such termination.
Signed, sealed and dated the 8 day of JANITARY 198_.
NATIONAL DISPLAY ADVERTISING, INC. DBA:
INTER —CITY SHELTERS, INC.
^ Principal
SOUTH CAROLINA INSURANCE CCVPANY
-
MARSHA C. GARRISON AJTOR Ef INFACT
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AGREEMENT FOR BUS SHELTERS
THIS AGREEMENT, made and entered into this /yroL.day of DECEMBER 1984,
by and between the CITY OF NEWPORT BEACH, a municipal corporation of the
State of California, (The "City ") and INTER -CITY SHELTERS, INC., a
California corporation, ( "Contractor ").
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1*03EAS, City desires to have bus shelters, hereinafter referred to
as "shelters ", installed at various designated bus stop locations through-
out the City on a trial basis; and
WHEREAS, City desires to provide such shelters to the public without
incurring costs and expenses therefor; and
WHEREAS, City has requested proposals for construction and mainten-
ance of such shelters; and
WHEREAS, Contractor represents that it is willing and qualified to
provide such shelters under the terms and conditions hereinafter set
forth; and
WHEREAS, City is willing to provide Contractor with a right to
construct, erect, install, repair, maintain and insure such shelters on
City -owned property under the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the respective and mutual
covenants and promises hereinafter contained and made and subject to all
of the terms and conditions hereof, the parties hereto agree as follows:
1. Grant of Right by City.
City hereby grants to Contractor, on the terms hereinafter
described, the right to construct, erect, install, repair, maintain and
insure shelters at ten (10) bus stop locations. Said locations shall be
subject to final review and approval by the City Traffic Engineer.
2. Fee Payable to City.
a. In consideration of the right granted hereby, Contractor
agrees to pay to City twenty five and two tenths percent (25.2 %) of the
gross advertising revenues received by Contractor for the rental of
advertising space in and on the shelters, and in no instance shall said
payment be less than a minimum of One Hundred Dollars ($100.00) per month
per shelter,
b. Contractor shall make payment to City on a monthly basis.
The minimum payment will be made Six (6) months in advance. Payments in
excess of the minimum payment shall be paid quarterly.
c. All payments from Contractor to City shall be supported by
a Statement of Account showing all shelter locations and revenues received.
d. Contractor shall allow inspection of its books and records
by City officials as authorized by City's Manager or Finance Director at
Contractor's office during reasonable business hours to determine revenues
due to City.
e. (quarterly reports (unaudited) concerning gross advertising
receipts derived from shelters within City shall be provided to the
Finance Director of City within thirty (30) days after the conclusion of
each calender quarter.
f. In consideration of the right granted hereby, Contractor agrees
to furnish, install, and maintain one (1) bus shelter without advertising;
thirty -five (35) bus benches without advertising; and ten (10) free- standing
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public information signs
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Said installation shall be completed within
ninety (90) days from the execution of this Agreement.
g. All installations provided for in Section f. above shall
become the property of City at such time as City shall elect to discontinue
the advertising shelter program or shall select a provider other than
Contractor.
3. Contractor's Services.
follows:
Contractor agrees, at its own cost and expense to perform as
a. Scope of Service. Contractor shall construct and maintain
ten (10) shelters in the City and upon City sidewalks at ten (10) locations,
of the type designated by Contractor as TS 582.
b. Time of Installation. Contractor shall install all ten (10)
shelters within sixty (60) days of City's authorization to begin installation.
c. Design of Shelters. Except as hereinafter provided, said
shelters shall be so designated and constructed as to conform to Contractor's
drawing I.C.S. 984 attached hereto as Exhibit "A ". Each shelter shall
have displayed in a conspicuous place the name of Contractor and a permit
number, which shall be given to Contractor by City. Any design changes
shall be submitted to City for City's written approval at least thirty (300
days prior to installation. Contractor shall obtain written approval of
City's Building Director of all design changes before installation.
d. Permit Requirements. Contractor shall obtain separate
permits from the City for each bus shelter, and each such permit shall be
valid only for the particular location specified therein. Each application
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for a permit to install a bus shelter must be accompanied by the following:
1. A plan showing the proposed location of each bus shelter
and such other information as the Building Director of City may require.
2. Detailed plans and specifications of the shelter.
3. Performance Bond as required hereinafter in Paragraph 4
of this Agreement.
e. Permit Charges. Contractor shall pay all fees, costs and
permit charges regularly assessed by City, and further agrees that the
shelters shall be constructed in conformity with the Uniform Building Code.
f. Repair and Maintenance. Contractor shall maintain, repair,
clean and service the shelters. Contractor shall be at liberty to enter
upon and into shelters at any reasonable time with personnel and all
necessary materials, including but not limited to electric wires, meters,
clock work machinery and other items reasonably necessary for making
said shelter effective. All such work shall be performed at the sole
expense of Contractor. Each shelter shall be cleaned not less than two
(2) times per week. Emergency repairs shall be done within twenty four
(24) hours.
g. Contractor shall provide City with twenty four (24) hour
emergency telephone number.
h. Electricity. Contractor shall pay all semis that may become
due for electrical energy supplied to the shelters and shall keep City
indemnified against any and all such costs.
i. Advertising. Contractor agrees that it shall utilize the
shelters for advertising material only in accordance with the following:
1. No advertisement or sign on any shelter shall be displayed
except in the area designated for advertising pursuant to design diagrams
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attached hereto as Exhibit "A ".
2. No advertisement or sign on any shelter shall be displayed
which would be offensive, inappropriate 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.
Advertising of alcoholic beverages, tobacco products or of a political
nature shall not be displayed. Should City, in its sole discretion, determine
any advertising or any shelter to be offensive, inappropriate or objectionable
to the public, 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.
3. 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.
4. Contractor shall provide space to City for occasional
public notices provided that said requests for space do not substantially
diminish contractor's right to sell such advertising space.
4. Performance Guarantees.
Contractor shall post and maintain a bond in the penal sum of
Five Hundred Dollars ($500.00) per shelter permit issued, the total value
of Contractor's bond being determined by the total number of permits issued
for shelters to be constructed. Contractor's bond shall remain in effect
over the duration of this Agreement to insure the faithful performance of
Contractor's covenants for maintenance of the shelters, timely payment of
all revenues due the City, including permit fees and advertising revenues,
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and restoration of shelter site to its condition existing prior to
installation of the shelter whenever a shelter is removed. Contractor's
bond shall be in a form approved by the City Attorney.
5• Site Location.
The location of shelters shall be selected by Contractor with
the approval of City's Traffic Engineer as to the sites selected and agreed
upon.
6. Shelter Removal.
a. Contractor shall retain the right to remove any shelter
upon thirty (30) days notice to City in the event the federal, state,
municipal or other proper authorities should hereafter establish any
rules, regulations or taxations which shall so restrict location,
construction, maintenance or operation of the shelters as to substantially
diminish the value of said shelters for advertising purposes, or in the
event�of "chronic vandalism ", as hereinafter defined.
b. In the event City fails to receive notice of renewal of
the Permit, the Performance Guarantee Bond, the comprehensive general
liability insurance, or any of them, on or before twenty (20) days before
the expiration date thereof, or in the event either or both the Performance
Bond or comprehensive general liability insurance are cancelled and no
evidence of equal coverage is filed with City on or before twenty (20)
days prior to the expiration date of either 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 mailed by City, City shall have the right to remove said
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shelters and Contractor agrees to pay to City, City's costs for such
removal and site restoration.
C. "Chronic Vandalism" shall be defined as damages inflicted
to an individual shelter during any six (6) month period which requires
cumulative expenditures for replacement and repair that exceed the original
cost of construction and installation of the shelter.
d. City reserves the right to demand that any of said shelters
be removed if (i) the shelter is not maintained properly, (ii) if the
bus stop location is changed, (iii) shelter will interfere with any
construction, maintenance or repairs of any public utility or public
improvement, or (iv) if any term of this agreement or of any permit issued
to contractor by City is violated. In the event of said demand, Contractor
agrees to be responsible for all costs involved in restoring the site as
provided in subsection (e).
e. Upon removal of any or all shelters 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 said shelter was located.
7. Term.
The term of this Agreement shall commence at 12:01 a.m. on the
day following execution hereof by City and shall continue for a term of
one (1) year unless previously terminated as hereafter provided.
8. Termination.
This Agreement may be terminated by City, or Contractor, by
giving the other party thirty (30) days written notice.
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9. Independent Contractor.
Contractor is an independent contractor and not an employee of
City, and all construction and maintenance personnel shall be employees
of Contractor and not employees of City. Contractor shall pay all
salaries and wages, employer's social security taxes, unemployment
insurance and similar taxes relating to employees and shall be responsible
for all applicable withholding taxes.
10. Insurance.
a. Contractor shall obtain at its sole cost and file with
City Managers office, prior to exercising any right or performing any
obligation pursuant to this Agreement, and maintain for the period covered
by this Agreement, a policy or policies of liability insurance or a
certificate of such insurance, satisfactory to the City Attorney of City,
naming City, its officers, agents, and employees, as insured or additonal
insured, which provides coverage not less than that provided in the
form of a comprehensive general liability insurance policy against
liability for any and all claims and suits for damages or injuries to
persons or property resulting from or arising out of operations of
Contractor, its officers, agents, or employees. Said policy of policies
of insurance shall provide coverage for both bodily injury and property
damage in not less than the following minimum amounts: One Million Dollars
($1,000,000.00) combined single limit; or bodily injury, Five Hundred
Thousand Dollars ($500,000) per person and One Million Dollars ($1,000,000.00)
each occurrence; property damage One Hundred Thousand Dollars ($100,000)
each occurrence and Two Hundred Thousand Dollars ($200,000) aggregrate.
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Said policy or policies shall also contain a provision that no termination,
cancellation or change of coverage or of insured or additional insured
shall be effective until after thirty (30) days notice thereof has been
given in writing to City. Contractor shall give to City prompt and timely
notice of claim made or suit instituted arising out of Contractor's
Operations hereunder. Contractor shall procure and maintain at its own
cost and expense, any additional kinds and amounts of insurance which,
in its own judgment, may be necessary for its proper protection in the
prosecution of the work.
11. Representatives and Notices.
City's Manager shall be the representative of City for purposes
of this Agreement and may issue all consents, approvals, directives, of
agreements on behalf of City called for by this Agreement except as
otherwise expressly provided in this Agreement.
Jean- Claude Le Royer, President, shall be the sole 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.
Notices and written communications sent by one party to the
other shall be personally delivered or sent by U.S. Mail, postage prepaid,
to the following addresses:
If sent by Contractor to City:
City Manager
City of Newport Beach
3300 Newport Boulevard
Newport Beach, California 92663
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If sent by City to Contractor:
Jean - Claude Le Royer
Inter -City Shelters, Inc.
12 Corporate Plaza Drive, Suite 202
Newport Beach, California 92660
12. Subcontractors.
None of the services included in this Agreement shall be
subcontracted without the prior approval of City. Contractor shall be
fully responsible to City for the performance of any and all subcontractors.
13. Assignability.
Contractor shall not assign nor transfer any interest in this
Agreement, whether by assignment or novation, without the prior written
consent of City.
14. Hold Harmless.
Contractor shall indemnify and save harmless City, its officers
and employees, from and against any and all damages to property or injuries
to or death of any person or persons, including property and employees or
agents of City, and shall defend, indemnify and save harmless City, its
officers and employees, for any all all claims, demands, suits, actions
or proceedings of any kind or nature, including, but not by way of limitation,
workers' compensation claims, resulting form or arising out of the negligent
acts, errors or aaaissions of,Contractor, his employees or subcontractors.
Contractor shall indemnify and save harmless City, its officers
and employees, fran and against any and all damages to property or injuries
to or death of any person or persons, including property and employees or
agents of City, and shall defend, indemnify and save harmless City, its
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officers and employees, from and against any and all claims, demands,
suits, actions or proceedings therefor, resulting from or arising out of
the intentional or malicious acts of Contractor, his employees of subcontractors.
15. 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 Labor Code Section 1420, in connection with employment, promotion,
demotion, 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 provided by City setting forth
the provisions of this non - discrimination clause.
b. Contractor agrees to cause the foregoing provision 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. Non - compliance with the affirmative action program will
constitute a breach of the terms of this Agreement.
16. Validity.
The invalidity in whole or in part of any provision of this
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Agreement shall not void nor affect the validity of the other provisions
of this Agreement.
17. Governing Law.
This Agreement shall be governed by and constued in accordance
with the laws of the State of California.
18. Entire Agreement.
This Agreement supersedes any and all other agreements 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 to this Agreement
acknowledges that no representations, inducements, promises, or agreements,
orally or otherwise, have been made by any party or by 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.
19. Tax Interest.
Contractor recognizes and understands that this Agreement may
create a possessory interest in Contractor subject to property taxation
and Contractor agrees to assume all liability and responsibility for payment
Of property taxes levied on such interest.
20. Gender and Number.
As used herein, the masculine shall include the feminine and
neuter, and the signular shall include the plural.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement the date and year first above written.
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ATPEST:
r
City C1
City Attorney
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CITY OF NEWPORT BEACH, a
municipal corporation of the
State. of California
Ma r
INTER -CITY SHELTERS, INC.
a California corporation
BY
Raymond A. Peloso
Chairman Of The Board
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TO:
FROM:
SUBJECT:
RECOMMENDATION
CITY COUNCIL
Public Works Department
•
November 26, 1984
CITY COUNCIL AGENDA
ITEM NO. F -3(c)
BUS SHELTER PILOT PROGRAM
Approve an agreement with Inter -City Shelters, Inc. to provide
bus shelters with advertising for a one -year pilot program and
authorize the Mayor and City Clerk to execute the agreement on
behalf of the City.
DISCUSSION
The City Council, on October 22, 1984, directed staff to select a
company to provide bus shelters with advertising and come back
with a contract for approval. The proposals received up to that
point were based on varying criteria and were, therefore, not
readily comparable. New proposals were solicited from the three
companies: Inter -City Shelters, Inc., Target Media, and Shelter
Media. Additionally, a proposal was submitted by a fourth firm:
Transit Shelters of California, Inc. /American Bus Shelter
Company, Inc. A copy of Inter -City Shelters' proposal is
attached.
All of the companies- proposals provided for the same minimum
revenue, thus other factors were considered in the selection.
Inter -City Shelters' proposal stood out as providing the most
additional benefits in the form of bus benches, an advertising -
free shelter, and public information signs. These extra
amenities will become the property of the City if the program is
discontinued after the one -year pilot program.
3Rich�rdjM. Edmonston
f Traffic Engineer
RME:bb
` Attachment
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PROPOSAL FORM
• This constitutes the proposal of Inter -City Shelters, Inc.
to provide bus shelters at ten (10) locations in the City of
Newport Beach for a one -year pilot program.
1. Payments to the City of Newport Beach will be based upon
25.2% of the gross advertising revenue with a minimum guarantee
of $100.00 per month, per shelter. Payments will be made at
least monthly and the minimum guarantee will be paid 6 (six)
months in advance.
2. In addition to the ten (10) shelters with advertising, we
. will provide 1 shelters and 35 benches without
advertising and maintain them at no cost to the City of
Newport Beach.
3. As a public service, we will make See #5% of the advertising
space in the ten (10) shelters available for use by the City.
4. At the completion of the pilot program, 1 of the
shelters and 35 of the benches will become the property of
the City of Newport Beach at no additional cost.
5. Other: 10 Free Standing Signs to be provided free to
0 the city for
'tourist and public information.
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REPRESENTATIVE TITLE �— DAT
RAYMOND A. PELOSO CHAIRMAN OF THE BOARD 10 -14 -84
See Letter and Exhibits
See Contract File for
C -2482
Bus Shelters
Exhibit A