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HomeMy WebLinkAbout17- Administration CITY OF SAN BERK .RDINO - REQUEST I )R COUNCIL ACTION From: Pe Duce Subject: Peggy y Resolution regarding modification Dept: of Agreement with Metro Display p Administration Advertising, dba Bustop Shelters Date: February 19, 1993 Synopsis of Previous Council action: June 1, 1990 — Mayor and Common Council approved agreement with Metro Display Advertising, dba Bustop Shelters to construct nineteen shelters. October 23, 1991 — First Amendment approved to construct an additional thirteen shelters and fifteen non—advertised bus benches. Recommended motion: Adopt resolution. ignature Contact person: Peggy Ducey Phone: 5122 Supporting data attached: yes Ward: all FUNDING REQUIREMENTS: Amount: Source: (Acct. No.) (Acct. Description) Finance: Council Notes: 75-0262 Agenda Item No. CITY OF SAN BERK- .RDINO - REQUEST t JR COUNCIL ACTION STAFF REPORT On October 23 , 1991, the Mayor and Common Council approved a first amendment to an agreement dated June 1, 1990 with Metro Display Advertising, doing business as Bustop Shelters. The original agreement provided for the construction of nineteen advertising bus shelters to be placed throughout the City. These shelters were actually constructed. The first amendment allowed for an additional thirteen shelters and fifteen non-advertised bus benches to be installed at designated locations in the City. These were not constructed before January 22, 1992 when Bustop Shelters filed for voluntary reorganization under Chapter 11 of the Federal Bankruptcy Code. Once bankruptcy was filed, Bustop Shelters did not take action to install the additional 13 shelters, nor did they pay the City any revenues from the advertising on existing shelters. Since they filed for reorganization, Bustop has changed management and developed a Plan of Reorganization. As part of that plan, they are requesting some modifications to the existing agreement and first amendment. The modifications are as follows: 1. That the City not require the thirteen shelters and fifteen benches approved through the first amendment be constructed. 2 . That the Contractor pay all advertising revenue owed to the City prior to the Chapter 11 over a two year period. The amount due is $14, 250, which covers April 1991 to January 1992 . 3 . That all revenue owed to the City after Chapter 11 filing be paid upon court approval of the Plan of Reorganization, estimated to be in late March, 1993 . The amount due as of April 1, 1993 will be $19,950. To be included in the Plan of Reorganization, Council must take action on this second amendment before March 17, 1993 . RECOMMENDATION Approve resolution. 75-0264 1 RESOLUTION 2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF A SECOND AMENDMENT TO AN AGREEMENT BY AND BETWEEN THE 3 CITY OF SAN BERNARDINO AND METRO DISPLAY ADVERTISING, INC. , DOING BUSINESS AS BUSTOP SHELTERS OF CALIFORNIA, INC. 4 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF 5 SAN BERNARDINO AS FOLLOWS: 6 SECTION 1. The Mayor is hereby authorized and directed to 7 execute on behalf of said City a second amendment to the Agreement 8 by and between the City of San Bernardino and Metro Display 9 Advertising, Inc. doing business as Bustop Shelters of California, 10 Inc. , a California corporation, 2692 Dow Avenue, Tustin, CA, 92680 11 relating to the reorganization through bankruptcy of Bustop 12 Shelters. 13 SECTION 2 . The authorization to execute the above-referenced 14 amendment is rescinded if the parties to the agreement fail to 15 execute it within sixty (60) days of the passage of this 16 resolution. 17 I HEREBY CERTIFY that the foregoing resolution was duly 18 adopted by the Mayor and Common Council of the City of San 19 Bernardino at a meeting thereon, held on the day 20 of 1993 , by the following vote, to wit: 21 22 23 24 25 26 27 28 / / / / / j RESOLUTION OF THE CITY OF SAN BERNARDINO EXECUTING AN AMENDMENT TO THE AGREEMENT WITH METRO DISPLAY ADVERTISING, INC. (BUSTOP SHELTERS 2 OF CALIFORNIA) RELATING TO THE PROVISION OF AN ADDITIONAL 13 SHELTERS. 3 4 COUNCIL MEMBERS AYES NAYS ABSTAIN ABS= 5 ESTRADA 6 REILLY 7 HERNANDEZ 8 MAUDSLEY 9 MINOR '10 POPE-LUDLAM 11 MILLER 12 .13 City Clerk 14 The foregoing resolution is hereby approved this day :15 of , 1993 . 16 17 :18 W. R. Holcomb, Mayor City of San Bernardino 19 Approved as to form 20 and legal contentf:--'Zc,-�tC 21 JAMES F. PENMAN City Attorney 22 n 23 By: 24 25 26 27 2 28 / / / / / 1 SECOND AMENDMENT TO AGREEMENT 2 THIS SECOND AMENDMENT TO AGREEMENT made and entered into this 3 day of , 1993 , by and between the CITY OF SAN 4 BERNARDINO, a municipal corporation, 300 North "D" Street, San 5 Bernardino, California 92418 and Metro Display Advertising, Inc. , 6 herein doing business as BUSTOP SHELTERS OF CALIFORNIA, INC. , a 7 California corporation, 2692 Dow Avenue, Tustin, CA 92680 (herein 8 referred to as "Contractor") . 9 WITNESSETH: 10 WHEREAS, the parties hereto entered into that certain 11 Agreement dated June 1, 1990, and a first amendment dated October 12 23 , 1991, relating to bus shelters at certain bus stops locations 13 throughout the City, and 14 WHEREAS, the parties desire now to amend said Agreement in 15 response to the reorganization of Bustop Shelters through 16 bankruptcy, 17 WHEREAS, Contractor did not construct additional 13 shelters 1,8 nor 15 non-advertised bus benches, and under the direction of prior 19 management, committed to install more advertising bus shelters than 20 the market can bear and therefore has placed a financial burden on 21 the company to the extent it has filed for protection under Chapter 22 11 of the Federal Bankruptcy Code, 23 NOW, THEREFORE, the parties hereto agree as follows: 24 1. Section 1 of said Agreement is hereby amended to read as 25 follows: 26 111. Right to Construct 27 City hereby grants to Contractor, on the 28 / / / / / / I terms hereinafter described, a license to 2 construct, erect, install, repair, maintain 3 and insure shelters at nineteen (19) 4 designated bus stop locations on City 5 property, attached as Exhibit "A" . 6 All such shelters shall be completely 7 constructed within three (3) months of the 8 date of this Agreement is executed. 9 City further grants to Contractor, on the 10 terms hereinafter described, a license to 11 construct, erect, install, repair, maintain 12 and insure an additional thirteen (13) 13 designated bus stop shelters at locations on 14 City property, attached as Exhibit "B" . 15 All such additional shelters shall be 1.6 completely constructed with three (3) months 17 of the date this Amendment to Agreement is 18 executed. " 19 The City grants that the thirteen (13) 20 shelters and fifteen (15) benches approved 21 through the contract amendment date October 22 231 1991 will not be required to the 23 constructed. 24 2 . Section 2 of said agreement is hereby amended to read as 25 follows: 26 112 . Fees. 27 Contractor shall pay City seventy-five 28 4 1 dollars per shelter per month or sixteen 2 percent (16%) of the gross advertising 3 received by Contractor for the rental of 4 advertising space for each shelter, whichever 5 is greater. 6 Contractor shall pay, under the terms of 7 bankruptcy reorganization the pre-petition 8 amount owed to City of $14,250, due for the 9 period of April, 1991 through January, 1992 . 10 This amount is to be paid over a two-year 1.1 period as specified in Contractor's Plan of 12 Reorganization as confirmed by the Federal 13 Bankruptcy Court. 14 The post-petition amount owed to City as 15 of March 1, 1993 is $18, 525, due for period of 16 February 1, 1992 through February 28, 1993 . 17 The post-petition amount will continue to 1$ accrue each month by $1, 425 until the Plan of 19 Reorganization is confirmed by the Court. All 20 payments thereafter to be made timely. 21 City and Contractor agree that no new 22 advertising bus shelters will be installed 23 providing guaranteed fees from advertising 24 revenue but additional shelters may be 25 installed with a percentage of the advertising 26 revenue received after agency commission 27 remitted to City under the same conditions 28 5 I outlined in the First amendment to the 2 agreement. Additional non-advertising bus 3 shelters or bus benches will not be provided. 4 Roof design and shelter color will be 5 Contractor's standard bus shelter design. 6 3 . Section 3 of said agreement is hereby amended to read as 7 follows: 8 113 . Term. 9 The term of this Agreement is five (5) 10 years. At the conclusion of this Agreement, 11 the parties may renew or renegotiate the terms 12 and conditions. If the Agreement is not 13 renewed, Contractor shall remove all shelters 1,4 as provided in Paragraph 5 (d) . 1.5 4 . Except as provided herein, all other terms and conditions 16 of the original agreement and first amendment remain unchanged and 17 in full force and effect. 18 IN WITNESS WHEREOF, the parties have executed this Amendment 19 to Agreement on the day and date first above shown. 20 21 22 23 24 25 26 27 28 6 j AGREEMENT BY AND BETWEEN THE CITY OF SAN BERNARDINO AND METRO 2 DISPLAY ADVERTISING, INC. (BUSTOP SHELTERS OF CALIFORNIA) 3 ATTEST: CITY OF SAN BERNARDINO BY: 4 CITY CLERK W. R. HOLCOMB, MAYOR 5 Approved as to form 6 and legal content$ 7 JAMES F. PENMAN, City Attorney 8 BY: 9 CONTRACTORS: METRO DISPLAY ADVERTISING, INC. 10 d.b.a. BUSTOP SHELTERS OF 11 CALIFORNIA, INC. BY: 12 BY: 13 14 1.5 1.6 1.7 18 19 20 21 22 23 24 25 26 27 28