No preview available
HomeMy WebLinkAboutC16-003 Street Media Group LLCSECOND AMENDMENT TO AGREEMENT BETWEEN EAGLE COUNTY. COLORADO AND STREETMEDIAGROUP. LLC t.-THIS SECOND AMENDMENT ("Second Amendment") is effective as of the ( - day of Jo*olI , 2oito bv snd between StreetMediaGroup, LLC, aColorado limiteO tiaUitity company (hereinafter "Concessionaire") and Eagle County, Colorado, a body corporate and politic (hereinafter "County''). RECITALS WHEREAS, County and Concessionaire entered into an agreement dated the 2nd day of October, 2012, for certain Services (the "Original Agreement"); and WHEREAS' the Original Agreement contemplated that Concessionaire would perform certain duties with a minimum annual guarantee paid to the County in an amount equal to $101,000; and WHEREAS, the Board of County Commissioners agreed to provide in-kind donation to the Vail Valley foundation in the form of advertising on ECO Transit buses for the purpose of promoting the 2015 World Alpine Ski Championship; and WHEREAS, by a First Amendment dated the l lth day of June,20l4,the Original Agreement was amended to include additional services as described in Exhibit 1 of the First Amendment in which the County waived its right to collect 5l% of the revenue for such services and compensated Concessionaire for the Additional Services in the amount of One Hundred Fiftv Three Thousand Dollars ($153,000); and WHEREAS, by this same First Amendment, County waived the Minimum Annual Guaranteed (MAG) payment requirement described in Section 5 of the Original Agreement for the contract period October 2,2013 through October 1,2014; and WHEREAS, County and Concessionaire desire by this Second Amendment to further modify the additional services and associated compensation established in the First Amendment and incorporated into the Original Agreement. SECOND AMENDMENT NOW THEREFORE, in consideration of the foregoing and the mutual rights and obligations as set forth below, the parties agree as follows: l. Due to the fact that the World Alpine Ski Championship advertising campaign was posted on the buses during two contract years of the Agreement, resulting in eliminating them from service for advertising during both years, the Minimum Annual Guaranteed (MAG) payment will be waived by County for an additional year subsequent to the initial year which was set forth in the First Amendment. Eagle Gounty Ccmmi$sloners' OfficgC16-003 2.For the contract period October 2,2014 through October I,2015 only, County shall waive the Minimum Annual Guaranteed (MAG) payment requirement described in Section 5 of the Original Agreement. Notwithstanding the foregoing, Contractor shall continue to be obligated to pay 5lYo of all other advertising revenue to the County during the time the MAG is being waived. Contractor's MAG payment obligation under the Original Agreement shall againbecome effective and applicable beginning October 2,2015 and for the duration of the agreement term. Capitalized terms in this Second Amendment will have the same meaning as in the Original Agreement. To the extent that the terms and provisions of the Second Amendment conflict with, modify or supplement portions of the Original Agreement, the terms and provisions contained in this Second Amendment shall govern and control the rights and obligations of the parties. Except as expressly altered, modified and changed in this Second Amendment, all terms and provisions of the Original Agreement shall remain in full force and effect, and are hereby ratified and confirmed in all respects as of the date hereof. This Second Amendment shall be binding on the parties hereto, their heirs, executors, successors. and assiens. [REST OF PAGE INTENTIONALLY LEFT BLANK] 2 Eagle County Am Scope and Comp Final l/14 3. 4. 5. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Original Agreement the day and year first above written, COUNTY OF EAGLE, STATE OF COLORADO. Its BOARD OF COMMISS ler-Henry, CONCESSIONAIRE: STREETMEDIAGROUP. LLC By: Print Name: Title: 3 Eagle County Am Scope and Comp Final 1/14 Teak J. Simonton, Clerk to the Lsa