Amendment No. 4 to the Agreement with Clear Channel Outdoor, Inc. 2 c: c—i — 2cA =t
AMENDMENT NO. 4 TO THE AGREEMENT BETWEEN CITY OF MIAMI
BEACH, FLORIDA AND CLEAR CHANNEL OUTDOOR, INC., A DELAWARE
CORPORATION, AS ASSIGNEE, DATED OCTOBER 17, 2001, TO
CONSTRUCT, OPERATE AND MAINTAIN BUS SHELTER STRUCTURES
AND OTHER STREET FURNITURE THROUGHOUT THE CITY, PURSUANT
TO REQUEST FOR PROPOSALS NO. 107-99/00
1,1 This Amendment No. 4 (Amendment) is entered into this I Z- day of
t 7 , 2017 ("Effective Date"), by and between the City of Miami Beach,
Florida, a municipal corporation, organized and existing under the laws of the State of
Florida, having its principal place of business at 1700 Convention Center Drive, Miami
Beach, Florida 33139 ("City"), and Clear Channel Outdoor, Inc., a Delaware corporation,
authorized to do business in Florida, whose address is 5800 N.W. 77th Court, Miami,
Florida 33166 ("Clear Channel" or"Contractor").
RECITALS
WHEREAS, on October 17, 2001 Clear Channel Adshel, Inc. ("Clear Channel
Adshel"), entered into the agreement with the City to construct, operate and maintain
bus shelters and other street furniture throughout the City, pursuant to Request for
Proposals No. 107-99/00, with an initial term of ten (10) years and one (1) option to renew
for an additional five(5)year term (the "Agreement"); and
WHEREAS, on September 28, 2011, the City executed Amendment No. 1 to the
Agreement which, among other things, exercised the five-year renewal term provided for in
the Agreement, and additionally provided for a subsequent five-year renewal option beyond
October 31, 2016, at the City's discretion; and
WHEREAS, on December 9, 2015, the City Commission discussed the potential
renewal of the Agreement and the discussion was referred to the Finance and Citywide
Projects Committee("FCWPC")for discussion; and
WHEREAS, on January 22, 2016, the FCWPC discussed renewal of the Agreement
and recommended issuing a Request for Proposals ("RFP") for a new bus shelter design to
result in a new iconic design unique to Miami Beach, similar to how the City approached the
lifeguard stations; and
WHEREAS, the FCWPC recommended that subsequent to the bus shelter design
approval, the Administration issue an RFP for the construction, operation and maintenance of
bus shelter structures and other street furniture throughout the City; and
WHEREAS, the FCWPC recommended that the Administration extend the existing
Agreement on a month-to-month basis until a new agreement is in place; and
WHEREAS, on March 9, 2016, the Mayor and City Commission adopted Resolution
No. 2016-29325, accepting the recommendation of the FCWPC to issue a Request for
Proposals for the design of new bus shelters; and authorizing the City Manager to extend the
existing Agreement between the City and Clear Channel Adshel, on a month-to-month basis,
terminable for convenience and without cause by the City, at its discretion, after expiration of
the term of the Agreement, on October 31, 2016, so that the Agreement will remain in place
until a new contract is executed; and
WHEREAS, on December 31, 2001, Clear Channel Adshel merged into More,
Inc., a Delaware corporation, and said entity simultaneously changed its name to Clear
Channel Adshel, Inc., a Delaware corporation; and
WHEREAS, Clear Channel Adshel, Inc., a Delaware corporation, is a wholly
owned subsidiary of Clear Channel Outdoor, Inc., a Delaware corporation ("Clear
Channel"), which is authorized to do business in Florida and operates and manages the
Agreement as the Contractor; and
WHEREAS, on December 8, 2016, the City and Clear Channel executed
Amendment No. 2 to the Agreement, approving the assignment of the Agreement from
Clear Channel Adshel to Clear Channel and extending the Agreement from October 31,
2016 until such time as the City enters into a new agreement for similar services
(Extended Term), subject to termination by the City, for convenience, without cause and
without penalty, upon thirty(30) days written notice to Clear Channel; and
WHEREAS, at its December 14, 2016 meeting, the City Commission adopted
Resolution No. 2016-29674, approving Amendment No. 3 to the Agreement; said
amendment, in material part: (1) providing for the City and Clear Channel to equally
share in the cost of removing and replacing any bus shelter or bench which is required to
be removed as a result of ongoing or new Roadway Construction Projects; (2) requiring
a Phase Out Plan for the removal of the bus shelters and bus benches upon the
expiration or termination of the Agreement; (3) clarifying the applicability of the
Agreement to bus shelters and bus benches; and (4) memorializing the practice of
providing the City with ad space for City promotional materials, subject to space
availability; and
WHEREAS, Amendment No. 3 was executed by the City and Clear Channel on
February 6, 2017 (the Agreement and Amendments No. 1, No. 2 and No. 3 shall be
collectively referred to herein as the "Agreement"); and
WHEREAS, the following Bus Shelters and/or Street Furniture are pending
removal or reinstallation ("Pending Construction Bus Shelters") as a result of previously
completed or ongoing roadway construction projects which have been initiated by the
City("Roadway Construction Projects") and which impacted bus stops and Bus Shelters:
• Three (3) bus shelters along Alton Road between 5th Street and Michigan Avenue
are pending reinstallation due to the FDOT Alton Road Reconstruction Project which
began on April 1, 2013 and has been completed;
• One (1) bus shelter at Indian Creek/44th Street is pending reinstallation
due to the FDOT Indian Creek Drainage Project on 43rd Street which began in
2013;
• Two (2) bus shelters located at Indian Creek Drive/37th Street and at Indian
Creek Drive just south of 41st Street, respectively, are pending removal due to the
City's ongoing Indian Creek Shoreline Project;and
WHEREAS, on April 26, 2017, the Mayor and City Commission adopted
Resolution No. 2017-29820, approving Amendment No. 4 to the Agreement; said
amendment approving Sanchez Arango Construction Co., as a subcontractor of Clear
Channel under the Agreement; and further approving the City's fifty percent (50%)
Page 2 of 4
contribution toward the total cost of the removal and reinstallation of the Pending
Construction Bus Shelters, in an amount not to exceed $95,000.
NOW THEREFORE, in consideration of the mutual promises and conditions
contained herein, and other good and valuable consideration, the sufficiency of which is
hereby acknowledged, the City and Contractor hereby agree to amend the Agreement
as follows:
1. ABOVE RECITALS.
The above recitals are true and correct and are incorporated herein as part of
this Amendment.
2. MODIFICATIONS.
a. Subsection 4.1.9 is hereby deleted in its entirety and replaced with the
following:
4.1.9. Removal and Reinstallation of Bus Shelters and Street Furniture
as a result of Roadway Construction Projects During the Extended Term.
During the Extended Term, the City and Contractor shall equally share in any
and all costs (Subcontractor's Fee), including applicable permitting fees
(Permitting Fees), relating to the removal and re-installation of any Bus
Shelter or Street Furniture, which is requested by the City, as a result of City
initiated Roadway, Construction Projects which impact bus stops,. Bus
Shelters or Street Furniture. Prior to commencing any work in connection
with this subsection, Clear Channel shall provide the City with a written
proposal for the requested work from a licensed subcontractor for approval by
the City Manager. Upon the City Manager approving, in writing, the proposal
and subcontractor (in accordance with Subsection 21.9), the approved
subcontractor will be authorized to perform the work. The City shall
reimburse Contractor, for the City's fifty percent (50%) share of the
Subcontractor's Fee and Permitting Fees within forty-five (45) days from
receipt of an invoice from Contractor for the all or a portion of the work (if
payable in stages pursuant to the subcontract between Subcontractor and
Contractor) which has been completed by Subcontractor, less a ten percent
(10%) retainage, which retainage will be paid by the City to Contractor upon
completion of one hundred percent (100%) of the work, including closure of
any required building permits.
4.1.9.1 Pursuant to Subsection 21.9 of the Agreement, Sanchez Aranqo
Construction Co., a Florida corporation, is hereby approved as Clear
Channel's subcontractor under the Agreement, in connection with the
work relating to the Pending Construction Bus Shelters, as more
particularly set forth in Sanchez Aranqo Construction Estimate No. 2017-
0181-1, between Contractor and subcontractor, dated April 27, 2017,
incorporated herein by reference and attached hereto, for a
Subcontractor's Fee, in an amount not to exceed $183,000, plus any
applicable Permitting Fees, for a total not to exceed sum of$190,000).
3. RATIFICATION.
Except as amended herein, all other terms and conditions of the Agreement shall
remain unchanged and in full force and effect. In the event there is a conflict
Page 3 of 4
between the provisions of this Amendment and the Agreement, the provisions of
this Amendment shall govern.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their appropriate officials, as of the date first entered above.
FOR CITY: CITY OF MI • r :EACH, FLORIDA
ATTEST:
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By.
Rafe 4. Granado City Clerk P�� ip ;�` ne, Mayor
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ATTEST:
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Print Name Print Name
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Date
APPROVED AS TO
FORM & LANG 'GE
FOR EXEC I' ...:1
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/ City Attorne i►` Dote
Page 4 of 4
Sanchez Arango
CONSTRUCTION
04.27.2017 Estimate 12017-0181-1
Bill To: For:
Item Number Description Price Quantity Amount
New Installation:
P902734-35 Alton Road WS 50'NO 14th Street $3535000 100% $ 35,850 00
P802740-41 Alton Road WS 18 NO 8th Street 35,850 00 ltkl% 35,850 00
P902738-39 Alton Road ES 70 NO 10th Street 35.850 00 100% 35,850.00
Ship To' Indian Creek Drive SIC 44th Street 35,850 00 35,850.00
143,400.00
Demolition:
Indian Creek Drive 5/0 41st Street $ 1950000 100% 19,500.00
Indian Creek Drive 37th Street 19 500,00 100% 19,500.00
39,000.00
Make ail Checks
payable to:
if you have any questions
concerning this Invoice
contact;
Subtotal 182,400.00
J u Exempt
Invoice Total $ 182,400.00
Thank you for your business!
hI
8651 NW Taft )tr±c;
ttarni FL 3316o
Tel {3051 592-9252
Fax {305; ;92-9204
werwAanchezarango,co n
05C-057471