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HomeMy WebLinkAboutC18-334 StreetMediaGroup LLCFOURTH AMENDMENT TO AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND STREETMEDIAGROUP, LLC THIS FOURTH AMENDMENT (“Fourth Amendment”) is effective as of ________________, by and between StreetMediaGroup, LLC, a Colorado Corporation (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 was amended as described in the First Amendment dated the 11th day of June, 2014, in which the County waived its right to collect certain revenue associated with special event advertisements, waived its right to collect the Minimum Annual Guaranteed (MAG) payment for one year, and compensated Concessionaire for certain Additional Services; and WHEREAS, the Original Agreement was amended as described in the Second Amendment dated the 5th day of January, 2016, in which the County waived its right to collect the MAG payment for an additional year; and WHEREAS, the term of the Original Agreement expired on the 1st day of October, 2016 and as described in the Third Amendment dated the 14th day of June, 2016 the parties extended the term of the Original Agreement for an additional 24 months on the same terms and conditions as set forth in the Original Agreement; and WHEREAS, on the 14th day of November, 2017 the Board of County Commissioners adopted Resolution Number 2017-074, a policy concerning advertisements on mass transit vehicles and property; and WHEREAS, the term of the Original Agreement expires on the 1st day of October, 2018 and the parties desire to extend the term of the Original Agreement for an additional 24 months; and WHEREAS, based on a recommendation from the ECRTA Advisory Board, the parties desire to reduce the original MAG payment of $100,000 by $25,000 resulting in a new MAG payment of $75,000. FOURTH AMENDMENT DocuSign Envelope ID: 20E1236E-3B72-4468-99CF-068EE60F0B62 11/13/2018 NOW, THEREFORE, in consideration of the foregoing and the mutual rights and obligations as set forth below, the parties agree as follows: 1. The Original Agreement shall be amended to extend the term for an additional 24 months to the 1st day of October, 2020, and reduce the MAG payment to $75,000.00. 2. As set forth in Resolution 2017-074, the Policy for Advertisements on Eagle County Mass Transit Vehicles and Property will be attached to this Fourth Amendment as Exhibit A and hereinafter as an exhibit in all contracts concerning advertising on mass transit vehicles. 3. To the extent that the terms and provisions of the Fourth Amendment conflict with, modify or supplement portions of the Original Agreement, the First Amendment, the Second Amendment or the Third Amendment, the terms and provisions contained in this Fourth Amendment shall govern and control the rights and obligations of the parties. 4. Except as expressly altered, modified and changed in this Fourth Amendment, all terms and provisions of the Original Agreement, the First Amendment, the Second Amendment and the Third Amendment shall remain in full force and effect, and are hereby ratified and confirmed in all respects as of the date hereof. 5. This Fourth Amendment shall be binding on the parties hereto, their heirs, executors, successors and assigns. ////REMAINDER OF PAGE BLANK///// DocuSign Envelope ID: 20E1236E-3B72-4468-99CF-068EE60F0B62 IN WITNESS WHEREOF, the parties hereto have executed this Fourth Amendment to the Original Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS ______________________________ Kathy Chandler-Henry, Chair Attest: By: __________________________ Regina O’Brien, Clerk to the Board CONCESSIONAIRE By: __________________________ Print Name: ___________________ Title: _________________________ DocuSign Envelope ID: 20E1236E-3B72-4468-99CF-068EE60F0B62 Troy Hammond COO / GM EXHIBIT A (Page 1 of 1) POLICY FOR ADVERTISEMENTS ON EAGLE COUNTY MASS TRANSIT VEHICLES AND PROPERTY This Policy shall be effective upon adoption by the Board of Eagle County Commissioners, and it shall be incorporated as an exhibit into all contracts for advertising on Eagle County mass transportation property. Contractors must comply with the standards set forth in this policy, as they may be amended from time to time and Eagle County shall display only those advertisements that comply with this policy. POLICY • All pilot programs or experimental advertisements must be approved in writing by Eagle County in advance of the display of any such advertisements. • All advertising contractors shall be responsible for the daily administration of Eagle County's advertising in a manner consistent with this policy and with the terms and conditions of their agreements with Eagle County. • Eagle County, in its reasonable discretion, may amend, waive, modify or revoke the application of any or all of these standards as it deems necessary or to facilitate its primary mass transportation function, or to fulfill its strategic plan, goals and objectives. • Eagle County, in its sole discretion, shall approve all advertising content, copy, design, and colors to be displayed in/on Eagle County’s buses or transportation facilities based on aesthetic considerations. Further, Eagle County, in its sole discretion, may reject or prohibit the installation of or compel the removal of any advertising material that it may deem offensive, controversial, immoral or inappropriate for the community including the following: o Advertisements that Eagle County deems to be Illegal o Advertisements that Eagle County deems to be related to alcohol, tobacco or firearms o Advertisements that Eagle County deems to be adult only, obscene or pornographic in nature, content or format o Advertisements that Eagle County deems to be defamatory or in support of imminent lawlessness or violent action o Advertisements that Eagle County deems to concern a political candidate, ballot measure or initiative petition o Advertisements that Eagle County deems to be in infringement on any copyright, trade or service mark, title or slogan o Advertisements that Eagle County deems to be misaligned with Eagle County’s image, mission, vison, values, strategic plans or goals o Advertisements that partially or fully obscure logos, numbering or other designative markings necessary to transit operations o Advertisements that Eagle County deems to be false, misleading or deceptive DocuSign Envelope ID: 20E1236E-3B72-4468-99CF-068EE60F0B62 DocuSign Envelope ID: 20E1236E-3B72-4468-99CF-068EE60F0B62