Resolution No. 2022-06 Approving Third Amendment to Clear Channel Outdoors Inc. Agreements for Commercial Advertising Signs - January 4, 2022 CITY OF AVENTURA RESOLUTION NO. 2022-06
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
AVENTURA, FLORIDA, APPROVING THIRD AMENDMENT TO
AGREEMENTS (THE "AGREEMENT") CONCERNING COMMERCIAL
ADVERTISING SIGNS BETWEEN THE CITY OF AVENTURA AND
CLEAR CHANNEL OUTDOORS, INC.; AUTHORIZING THE CITY
MANAGER TO EXECUTE AND TO TAKE ALL ACTIONS NECESSARY
TO IMPLEMENT THE AGREEMENT; AND PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS, the City Commission finds that approval of the attached Third
Amendment to Agreements Concerning Commercial Advertising Signs (the "Third
Amendment") between the City of Aventura, Florida (the "City") and Clear Channel
Outdoors, Inc. ("Clear Channel") is in the best interest of the City.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF AVENTURA, FLORIDA, AS FOLLOWS:
Section 1. Recital. That the foregoing "WHEREAS" clause is ratified and
confirmed as being true and correct and is made a specific part of this Resolution.
Section 2. Third Amendment Approved. That the Third Amendment between
the City and the Clear Channel, in substantially the form attached hereto and incorporated
herein as Exhibit "A," is hereby approved.
Section 3. Implementation. That the City Manager is hereby authorized to
execute the Third Amendment, and to take any action which is necessary to implement
this Resolution and the Third Amendment.
Section 4. Effective Date. That this Resolution shall take effect immediately
upon adoption and shall be applied retroactively to coincide with the effective date of the
Third Amendment.
The foregoing Resolution was offered by Commissioner Shelley, who moved its
adoption. The motion was seconded by Commissioner Landman, and upon being put to
a vote, the vote was as follows:
Commissioner Jonathan Evans Absent
Commissioner Dr. Linda Marks Yes
Commissioner Denise Landman Yes
Commissioner Marc Narotsky Yes
Commissioner Robert Shelley Yes
Vice Mayor Rachel S. Friedland Yes
Mayor Enid Weisman Yes
City of Aventura Resolution No. 2022-06
PASSED AND ADOPTED this 4t" day of January, 2022.
,c"e"�'
ENID WEISMAN, MAYOR
ATTEST:
ELLISA L. HORVA , MMC
CITY CLERK
APPROVED AS TO LEGAL SUFFICIENCY:
-
44j L'v,— -_ -
CITY ATTORNEY
Page 2 of 2
THIRD AMENDMENT TO AGREEMENTS
CONCERNING COMMERCIAL ADVERTISING SIGNS
THIS THIRD AMENDMENT TO AGREEMENTS (the "Third Amendment") is entered
into this 4 h day of January, 2022 by and between the City of Aventura, a Florida municipal
corporation (the "City") and Clear Channel Outdoor, LLC, a Delaware limited liability company
and successor in interest to Clear Channel Outdoor, Inc., a Delaware corporation ("Clear
Channel").
WITNESSETH:
WHEREAS, Clear Channel owns billboards located at the southwest corner of Biscayne
Boulevard and Ives Dairy Road in the City of Aventura(the`Billboards"), and the Billboards have
a total of four (4) faces, as depicted in the schematic drawing attached hereto as Exhibit "A,"
which is attached hereto and incorporated herein by reference, and all references to "Face"
numbers are used herein as defined therein; and
WHEREAS,on September 3,2002,the City and Clear Channel entered into an Agreement
Concerning Commercial Advertising Signs to provide for Clear Channel to provide for an agreed
upon height for the existing Billboards, to prohibit any advertising on Face 3 and Face 4 of the
Billboards, and to provide for the removal of two (2) existing billboards on Biscayne Boulevard
(the "2002 Agreement")
WHEREAS,on September 6,2005,the City and Clear Channel entered into an Agreement
Concerning Commercial Advertising Sign—Charter School Revenue,to allow for advertising and
provide for sharing of revenue generated from advertisements placed on Face 4 of the Billboards
(the "2005 Agreement"); and
WHEREAS, on April 10, 2007, the City and Clear Channel entered into an Amendment
to Agreement for Commercial Advertising Sign to provide for additional revenue payments to the
City in consideration of permitting additional advertising on Face 3 of the Billboards (the "April
2007 Amendment"); and
WHEREAS, the 2002 Agreement, the 2005 Agreement, and the 2007 Amendment are
collectively referred to as the "Agreements," and serve both a municipal and public purpose, and
are in the best interest of the City; and
WHEREAS, on November 6, 2007, the City and Clear Channel entered into First
Amendment to Agreements Concerning Commercial Advertising Signs,to amend the Agreements
in order to provide additional conditions related to advertising placed on the Billboards (the"First
Amendment"); and
WHEREAS, on October 7, 2014, the City Commission passed Resolution 2014-53,
extending the date of the variance approval granted under the 2007 Agreement to January 6, 2020;
and
WHEREAS, on May 14, 2020, the City Commission passed Resolution 2020-31,
extending the date of the variance approval granted under the 2007 Agreement until January 6,
2030; and
WHEREAS, on May 14, 2020, the City Commission passed Resolution 2020-32, which
granted approval of a variance for the installation of digital billboard faces ("Digital Displays") on
the Causeway Billboard, as defined herein; and
WHEREAS, on May 14, 2020,the City passed Resolution 2020-33 approving the Second
Amendment to Agreements Concerning Commercial Advertising Signs between the City and
Clear Channel; and
WHEREAS, on March 1, 2021, the City and Clear Channel entered into the Second
Amendment to the Agreements Concerning Commercial Advertising Signs (the "Second
Amendment"); and
WHEREAS, Clear Channel owns a billboard at the Florida East Coast railway tracks and
NE 196 h Street on the west side of US Highway One which will be removed in order to
accommodate the construction of the Brightline train station in Aventura; and
WHEREAS, in order to replace the billboard that is being removed, Clear Channel has
requested that the City permit Clear Channel to install Digital Displays on the two faces of the
Clear Channel billboard located on the west side of US Highway One at NE 180'h Street; and
WHEREAS, consistent with the intent and provisions of Section 70.20, Florida Statues,
the City and Clear Channel desire to enter into this Third Amendment (i) to provide for the
placement of Digital Displays with changeable copy panels on the two billboard faces for the
billboard located on the west side of U.S. Highway One and NE 180'h Street, (the "180I' Street
Billboard"), and (ii) to provide for increased revenue payments to the City in consideration of
permitting additional advertising on the Billboards, including the 180'' Street Billboard.
Page 2 of 6
NOW, THEREFORE, in consideration of the promises, mutual covenants, provisions,
and undertakings hereinafter contained, and for other good and valuable considerations,the receipt
and sufficiency of which is hereby acknowledged, the parties agree as follows:
1. That the recitals set forth above are true and correct and are incorporated herein by
reference.
2. The City and Clear Channel agree that Clear Channel may install Digital Display
faces with changeable copy panels on the two billboard faces for the billboard located on the west
side of U.S. Highway One at NE 180th Street, as depicted in Exhibit"A,"which is attached hereto
and incorporated herein by reference(the"180th Street Billboard"). The Digital Display faces with
changeable copy panels will change content no more frequently than once every eight(8) seconds,
and the content displayed on the Digital Displays shall not include any animated content, and the
illumination shall be dimmed at night to minimize any light pollution from the Digital Displays.
In addition, upon the City's written request, Clear Channel shall display emergency messages and
event announcements on the Digital Display faces in accordance with the conditions provided in
the Second Amendment. In consideration of permitting Clear Channel to install the Digital
Display faces on the 180th Street Billboard with changeable copy panels on the two faces of the
Billboard, Clear Channel shall pay the City the sum of Twenty Seven Thousand Five Hundred and
00/100 Dollars($27,500.00),annually during the term of this Agreement,for each Digital Display,
for a total of Fifty Five Thousand and 00/100 Dollars ($55,000.00) per year.
3. The City and Clear Channel agree that Clear Channel shall construct and operate
the billboard faces on the 180th Street Billboard in conformance with the following requirements:
a. Clear Channel shall construct a decorative sign support structure to
support the 180th Street Billboard, subject to the approval of the City
Manager;
b. Clear Channel shall be permitted to install Digital Display faces with
changeable copy panels on the two faces of the 180th Street
Billboard. In conjunction with the installation of the Digital Display
faces with changeable copy panels, Clear Channel shall provide the
City Manager with an illumination chart, photometric report, and
proof of brightness report for the Digital Display faces prior to
installation.
Page 3 of 6
C. Clear Channel shall install an ambient light sensor and secondary
backup method to ensure illumination levels do not exceed more
than 0.3 foot candles above changing light levels throughout the day,
measured on the nominal face size of 14 ft. x 48 ft. and the distance
of two hundred fifty (250) feet from the source.
d. The Digital Displays will change content no more frequently than
once every eight (8) seconds, and the content displayed on the
Digital Displays shall not include any animated content, and the
illumination shall be dimmed at night to minimize any light
pollution to adjacent residential neighborhoods from the Digital
Displays;
4. The term "Billboards," as contained in the Second Amendment shall be amended
to include the 180'' Street Billboard. Clear Channel agrees that it shall operate and utilize the
digital display on the 180'' Street Billboard in a manner consistent with the requirements as
contained in the Second Amendment.
5. Upon the City's written request at least seven (7) days in advance, Clear Channel
shall display with no charge for advertising space, on one slot out of eight, City event
announcements on a space available basis on (a) one of the Digital Displays on either face of the
180'h Street Billboard("City Messages"). The display of City Messages is subject to the conditions
and parameters as provided in Section 7 of the Second Amendment.
6. Clear Channel agrees that it shall not erect,construct,or install any new commercial
advertising signs, including billboards, within the City's municipal boundaries without the City's
prior written consent.
7. That except as amended herein, the City and Clear Channel ratify, approve and
reaffirm the terms of the Agreements, as amended by the First Amendment, the Second
Amendment, and this Third Amendment, which shall remain in full force and effect.
8. In the event of any conflict or ambiguity by and between the terms and provisions
of the Agreements, the First Amendment, the Second Amendment, and this Third Amendment,
the terms and provisions of this Third Amendment shall control to the extent of any such conflict
or ambiguity.
Page 4 of 6
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and
year first above written, in several counterparts, each of which shall be deemed an original, but all
constituting only one agreement.
CITY OF AVENTURA,
a Florida municipal corporation
Attest:
By:
Ellisa L. Horvath, City Clerk, MMC Ronald J. on, City Manager
Dated: 4`i' day of January, 2022
APPROVED AS TO FORM AND LEGAL
SUFFICIENCY FOR THE USE AND
RELIANCE BY THE CITY OF AVENTURA
ONLY:
By:
City Attorney
Weiss Serota Helfman
Cole & Berman, P-L.
CLEAR CHANNEL OUTDOOR, LLC .
a Delaware limited liability company
ATTEST:
By-
Print Name: �1 L �t�r Go Print Name: �7jqA4V.04—_
Title: k r Z/ Title: 4e�«` t' "' f
Page 5 of 6
EXHIBIT "A"
LOCATION MAP AND DEPICTION OF BILLBOARD LOCATED AT
WEST SIDE OF US HIGHWAY ONE AND NE 180TH STREET
Page 6 of 6
LOA Clear Channel Outdoor
Exhibit A
42
f /�ramrim
US Hwy 1 West Side 10 feet North of NE 180th St
Back to Back 14 x 48 - 2 LEDs
Folio: 28-2209-009-0121
ME Clear Channel Outdoor
Exhibit A
s
US Hwy 1 West Side 10 feet North of NE 180th St
Back to Back 14 x 48 - 2 LEDs
Folio: 28-2209-009-0121