HomeMy WebLinkAboutOrdinances - ORD-11-1529 - 01/31/2011 - AUTHORIZE AGMT WITH PACE SUBURBAN SHELTERSORDINANCE NO. ORD-11-1529
AN ORDINANCE AUTHORIZING THE EXECUTION
OF AN AGREEMENT BETWEEN THE CITY OF MCHENRY, SUBURBAN BUS
DIVISION OF THE REGIONAL TRANSPORTATION AUTHORITY, TITAN
OUTDOOR AND FAMILY SERVICE AND COMMUNITY MENTAL HEALTH
CENTER
WHEREAS, the City of McHenry ("CITY") and the Suburban Bus Division of the
Regional Transportation Authority ("PACE") recognize the importance of providing
passenger shelters within the CITY corporate limits to riders of public transportation; and
WHEREAS, PACE and Titan Outdoor have entered into an agreement for the
acquisition, installation and maintenance of passenger shelters placed within the PACE
service region and for the sale of advertising space on such shelters; and
WHEREAS, PACE, Titan Outdoor and Family Service and Community Mental Health
Center wish to set forth revenue sharing principles applicable to the income received from
advertising shelters placed within CITY'S corporate limits, and to establish other parameters
of the Program.
NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND CITY COUNCIL
OF THE CITY OF MCHENRY, MCHENRY COUNTY, ILLINOIS AS FOLLOWS:
SECTION 1: The Advertising Transit Shelter Agreement, bearing the date of January
31, 2011, between the CITY, PACE, Titan Outdoor and Family Service and Community
Mental Health Center be and the same is hereby approved. A complete and accurate copy of
said intergovernmental agreement, labeled "Advertising 'Transit Shelter Agreement -Family
Service and Community Mental Health Center" is attached to this ordinance and incorporated
herein by reference.
SECTION 2: The Mayor is hereby authorized to affix their signature as Mayor to
said Intergovernmental Agreement for the uses and purposes therein set forth.
SECTION 3: All Ordinance or parts thereof in conflict with the terms and provisions
hereof are hereby repealed to the extent of such conflict.
SECTION 4: This Ordinance shall be published in pamphlet form by and under the
authority of the corporate authorities of the City of McHenry, McHenry County, Illinois.
SECTION 5: This Ordinance shall be in full force and effect from and after its
passage, approval, and publication in pamphlet form as provided by law.
PASSED THIS r DAY OF JANUARY , 2011
AYES: SANTI, GLAB, SCHAEFER, BLAKE, WIMMER, PETERSON, CONDON
NAYS: NONE
ABSTAINED: NONE
ABSENT:
NONE
NOT VOTING: NONE
APPROVED THIS 31ST DAY OF JANUARY , 2011
`' ✓ "—
n5k ,
)4AYOR
ATTEST:
CITY CLERK-7
Advertising Transit Shelter Agreement -Family Service and Community Mental Health
Center
THIS AGREEMENT is made and entered into this 3 1 " day of January, 2011 by and between
the Suburban Bus Division of the Regional Transportation Authority, a unit of local
government and municipal corporation created under the Regional Transportation Authority
Act (hereinafter "Pace"); the City of McHenry, a unit of local government and municipal
corporation created under the laws of the State of Illinois (hereinafter "Municipality"); Family
Service & Community Mental Health Center, a not -for -profit corporation (hereinafter "Family
Service"); and Titan Outdoor, a private corporation (hereinafter "Titan").
WHEREAS, Family Service intends to have installed an advertising shelter on property it
owns at 4100 Veterans Parkway, McHenry, IL; and
WHEREAS, Pace has agreed to purchase and install said passenger shelter;
WHEREAS, Pace and Titan have entered into an agreement for the acquisition, installation
and maintenance of passenger shelters placed within Pace's service region and for the sale of
advertising space on such shelters (Pace Contract #103193C, (hereinafter "Contract"); and
WHEREAS, the Parties wish to set forth revenue sharing principles applicable to the income
received from advertising shelters placed on Family Service's property, and to establish other
parameters of the Program,
NOW THEREFORE, the Parties agree as follows:
1. Duration. This agreement shall remain in force for a minimum term of ten (10) years from
the date of enactment. After the ten-year period, this agreement shall be in force unless written
notice to terminate is given by either party, in which case the agreement shall be considered
terminated within 90 days of that notification.
2. Duty to Remove. In the event the Family Service exercises its right of termination pursuant
to Paragraph 1 above, Pace and Titan agree to remove any shelters within 90 days of request
for removal and if they fail to do so, Municipality or Family Service shall have the right to
remove them, and Pace and Titan jointly and severally shall be obligated to pay Municipality
or Family Service its costs for such removal.
3. Type and location of shelters. Pace shall, after Municipality and Family Service approval
of shelter locations and design from the shelter types available to Pace at the time of
construction, determine the location wherein each shelter shall be placed on Family Service's
property with regard to optimum passenger usage and bus route access. Any shelters to be
constructed will be of a type approved by the Municipality.
4. Inspection, Maintenance and Repair. Pace agrees that the shelters will be in conformity
with applicable building codes of the Municipality. Prior to construction of a concrete pad,
Pace is responsible for obtaining state highway permits for all shelter locations on state routes,
and municipal and/or county permits for other locations. Titan will inspect, maintain, repair,
clean and service the shelters at least once per week. Titan shall repair or remove, if
necessary, any shelter so in need, or if the shelter's condition presents a threat to public safety,
within forty-eight (48) hours of notification from the Municipality or Family Service.
5. Electricity. Ad shelters are electrified for nighttime illumination via a solar powered
lighting unit. If solar power is unavailable, Pace shall, with Family Service's permission,
connect wiring between shelter and the Family Service's electrical feed.
6. Type of Advertising. Titan and Pace agree that they will utilize the shelters only for
advertising material that is consistent with the Pace Advertisement Guidelines. Per those
Guidelines, Family Service does not permit advertising for alcohol beverage products. Titan is
responsible for the installation and removal of all advertising material as well as removal of
any debris created by the aforementioned installation and removal.
7. Advertising Revenue Shares. Under the Contract, Pace is entitled to certain percentages of
"gross billings", defined as the invoiced price to advertisers, less advertising agency
commission and taxes, if any. For any advertising transit shelters placed on Family Service's
property as a result of the Program, Family Service shall receive one-half (1/2) of Pace's share
of gross advertising billings per shelter. Pace's share is 65%, so Family Service's share is
32.5%.
8. Payment. Pace shall pay Family Service annually its share of advertising revenues referred
to in Paragraph 7. Payments shall be made in March of the next succeeding year after any year
in which Pace receives advertising income from the Program for shelter(s) placed on Family
Service's property.
9. Hold Harmless. Neither Municipality nor Family Service assumes responsibility as to the
condition of the shelters under the Program (i.e. maintenance, upkeep, or repair necessary to
keep the premises or shelters in a safe and serviceable condition). Titan assumes liability for
and shall indemnify and hold harmless Municipality and Family Service and Pace against any
and all liabilities, losses, damages, costs, payments and expenses of any kind and nature,
including attorney's fees, as a result of claims, demands, actions, suits, proceedings,
judgments or settlements arising out of or in any way related to the aforementioned passenger
shelter or Titan's negligence or the execution, performance, non -performable, or enforcement
of this Agreement or the Contract by Titan, including enforcement of this indemnification
provision, upon notice to Titan from Municipality or Family Service or Pace and shall pay all
costs and expenses incidental thereto. The indemnities contained in this Paragraph shall
survive termination of this Agreement and the Contract. Notwithstanding the forgoing,
nothing herein shall be deemed to indemnify Municipality and/or Family Service and/or Pace
or release either of them from any liability or damage attributable to their negligence or
willful misconduct. Titan will carry indemnity insurance against the above -mentioned liability
in a sum of not less than $1,000,000.00. The Municipality, Family Service, Pace and the
Regional Transportation Authority (RTA), its officers, officials and employees shall be named
as Additional Insureds to the General Liability coverage of this policy for the erection,
maintenance and operation of the bus shelters located on Family Service's property. Proof of
said insurance will be provided upon request by the Municipality, Family Service, Pace and
the RTA.
10. Public Service Advertising. Municipality shall have the right to advertise community
events or other public service notices if the advertising space is unsold. Municipality shall be
responsible for any production costs, and must contact Titan for placement, posting and
removal.
11. Applicable Laws. This agreement shall be governed by the laws of the State of Illinois.
Placement of shelters under the Program shall be subject to all applicable state and local
permit procedures, and all advertising content shall be subject to local ordinances.
IN WITNESS WHEREOF, the Parties have caused this agreement to be executed and made as
of the date written first above.
MUNICIPALITY
Name:
Title:
Date:
Titan
Name:
Title:
Date:
Pace
Name:
Title:
Date:
Family Service & Community Mental Health Center
Name:
Title:
Date: