HomeMy WebLinkAboutItem 12 - Amendment to Agreement for Provisions of Digital Billboards and Banners Public Works Agency
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Item # 12
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
February 4, 2025
TOPIC: Agreement Amendment for the Provision of Digital Billboards and Digital Banners
on City Owned Properties
AGENDA TITLE
First Amendment to Agreement with Outfront Media LLC for the Provision of Digital
Billboards and Digital Banners on City Owned Properties (No Fiscal Impact)
RECOMMENDED ACTION
Authorize the City Manager to execute the first amendment to an agreement with
Outfront Media LLC, for the provision of Digital Billboards and Digital Banners on City
owned properties amending the termination clause (Agreement No. A-2025-XXX).
GOVERNMENT CODE §84308 APPLIES: Yes
DISCUSSION
On April 19, 2022, City Council approved an agreement with Outfront Media, LLC
(Outfront) for the design and construction of digital billboards and -banners on City-
owned properties. The agreement allows Outfront to design, construct, maintain, and
operate digital billboards and banners on freeway adjacent City-ownedproperties, and
share advertising revenue for a 25-year period beginning on April 19, 2022, and ending
April 18, 2047, with an option to extend for a period of ten-years.
To ensure timely installation of the digital billboards, the agreement includes a
termination clause that allows the City to terminate the agreement if Outfont fails to
construct and operate at least one digital billboard within three years of agreement
execution. While staff has been working with Outfront to identify appropriate locations
for digital billboards and obtain the necessary permits from CalTrans for construction,
no such approvals have been obtained and no billboards have been constructed. Staff
continues to work diligently with Outfront and have identified a site and strategy for
obtaining regulatory approvals such that a revenue generating billboard can be installed
within the next two years.
Staff recommends approval of the the proposed amendment (Exhibit 1) which modifies
the termination clause to extend the time period from three to five years, effectively
providing two additional years for Outfront to install the first revenue-generating
billboard.
Agreement Amendment for the Provision of Digital Billboards and Digital Banners on
City Owned Properties
February 4, 2025
Page 2
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8
0
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ENVIRONMENTAL IMPACT
There is no environmental impact associated with this action.
FISCAL IMPACT
There is no fiscal impact associated with this action.
EXHIBIT(S):
1. Amendment to Agreement with Outfront Media LLC
Submitted By: Nabil Saba, P. E. Executive Director – Public Works Agency
Approved By: Alvaro Nuñez, City Manager
Page 1 of 2
FIRST AMENDMENT TO AGREEMENT WITH OUTFRONT MEDIA
FOR THE PROVISION OF DIGITAL BILLBOARDS AND DIGITAL BANNERS
THIS FIRST AMENDMENT to the above-referenced agreement is entered into on February 4,
2025, by and between OUTFRONT Media LLC (“Company”) and the City of Santa Ana, a charter
city and municipal corporation organized and existing under the Constitution and laws of the State
of California (“City”).
RECITALS
A.On April 19, 2022, the Parties entered into Agreement #A-2022-059, by which Company
agreed to provide services related to selling advertising through out-of-home media assets
– specifically, the development, maintenance and operation of advertising-supported
digital billboards and digital banners. The Agreement runs for an initial term of twenty-
five (25) years and is current and in-effect.
B.Company and City have been working cooperatively since the Effective Date of the above-
noted Agreement to pursue the construction and operation of the Advertising Site(s)
referenced therein. Through no fault of Company, or the City, certain challenges have been
encountered which have extended the anticipated time required to develop the Advertising
Site(s) as provided in the Agreement.
C.The parties now wish to amend the Termination section in the Agreement to increase the
amount of years required to develop the Advertising Site(s) as provided in the Agreement.
No other changes are contemplated by this First Amendment.
The Parties therefore agree:
1.Section 18.a.4, Termination, is hereby amended, and replaced with the following:
The failure of the Company to meet the intended objective of this Agreement in
constructing and operating at least one Advertising Site within five (5) years from the
Effective Date.
2. Except as modified by this First Amendment, all terms and conditions of the Agreement
shall remain in full force and effect.
[signature page to follow]
EXHIBIT 1
Page 2 of 2
ATTEST
_______________________________
JENNIFER L. HALL
City Clerk
APPROVED AS TO FORM
Sonia R. Carvalho
City Attorney
By: ___________________________
KYLE NELLESEN
Assistant City Attorney
CITY OF SANTA ANA
______________________________
ALVARO NUNEZ
City M anager
OUTFRONT MEDIA LLC
_______________________________
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6eQLRr Vice President, +eaG RI $VVeW
Development
RECOMMENDED FOR APPROVAL
________________________________
NABIL SABA
Executive Director
Public Works Agency
Nabil Saba Digitally signed by Nabil
Saba
Date: 2025.01.16
11:51:12 -08'00'