HomeMy WebLinkAbout08444 ORD - 05/10/1967I/
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AN ORDINANCE
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AUTHORIZING AND DIRECTING THE CITY MANAGER, FOR AND `
ON BEHALF OF THE CITY OF CORPUS CHRISTI, TO EXECUTE
AN AGREEMENT WITH TDI SOUTHWESTERN AIRPORTS ADVERTISING,
INC., PERTAINING TO ADVERTISING DISPLAYS IN THE TERMINAL
BUILDING AT THE CORPUS CHRISTI INTERNATIONAL AIRPORT, A
COPY OF SAID AGREEMENT BEING ATTACHED HERETO AND MADE A
PART HEREOF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. THAT THE CITY MANAGER BE, AND HE IS HEREBY, AUTHORIZED
AND DIRECTED, FOR AND ON BEHALF OF THE CITY OF CORPUS CHRISTI, TO EXECUTE AN '
AGREEMENT BETWEEN THE CITY •OF CORPUS CHRISTI AND TDI SOUTHWESTERN AIRPORTS
ADVERTISING, INC., PERTAINING TO ADVERTISING DISPLAYS IN THE TERMINAL '
BUILDING•AT THE CORPUS CHRISTI INTERNATIONAL AIRPORT, A COPY OF SAID AGREE-
MENT BEING ATTACHED HERETO AND MADE A PART HEREOF.
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AGREEMENT
THIS AGREEMENT, made and entered into this
By
of 31967, by and between THE CITY OF CORPUS CHRISTI.,
TEXAS, hereinafter referred to as "City ", and TDI SOUT}IWESTERN AIRPORTS
ADVERTISING, INC., hereinafter referred to as "TDI ".
WITNESSETH:
SECTION 1. GENERAL
That for and in consideration of the payments and agreements
hereinafter mentioned to be made by TDI, City does hereby grant an exclusive
right and privilege to develop advertising displays in such advertising
apace in the Corpus Christi International Airport as may be designated by
the Airport Manager to be so used and to solicit and make contracts in its
own name for advertising and exhibit material to be displayed therein. The
approximate number, types and sizes of advertising and exhibit spaces,
provided in the airport is set forth on Exhibit "A" attached hereto.
Additional locations may be authorized from time to time by the City as
being available to TDI, at the sole discretion of the Airport Manabccr.
SECTION 2. TERM OF AGREEMENT
The term of this Agreement shall be for a period of one (1) year
commencing on
1967, and shall be extended
thereafter from year to year unless cancelled by the City or TDI at the end
of any year on not less than 90 days prior written notice.
SECTION 3. PERCENTAGE FEES AND PAYMENTS
In consideration of the foregoing, TDI agrees to pay'to the City
percentages of the gross total receipts arising from this Agreement as
follows;
a. Illuminated Wall Diorama Displays 45%
b. Flocr Showcases and Dioramas 45%
C. Plat Panel Posters 50%
d. Self- Contained Floor Cxhibits, including
automobiles 60%
e. Hotel Reservation Telephone Installations 500
f. Clock Display Installations 45%
g. General Information Center and similar
installations 40%
The term "gross receipts" as used herein shall be defined as
THE AMOUNT RECEIVED BY TDI FROM ADVERTISERS OR THEIR AGENCIES FOR THE USE OF
ADVERTISING SPACE UNDER THIS AGREEMENT, AS SET FORTH IN SECTION 8, BUT SHALL
NOT INCLUDE ANY AMOUNT PAID BY ADVERTISERS IN CONNECTION WITH DESIGN, FABRI-
CATION OR INSTALLATION OF THE ADVERTISERS' DISPLAYS OR ANY AMOUNT PAID BY THE
advertisers to TDI for telephone service. It is further understood that
such gross receipts shall not include standard commissions paid to
advertisers' recognized advertising agencies, quantity purchase discounts
actually allowed, or any taxes imposed by law which are separately stated
to and paid by a Customer and directly payble by TDI.
Percentage payments shall be made by TDI to the City on or
before the fifteenth (15th) day of the month succeeding that in which the
gross receipts were received, together with the respective gross receipts
report upon which percentage payments are based and computed.
TDI shall pay and submit all reports and payments required by
this agreement to the address shown below, until changed by written
notification;
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SECTION 4. NON - DISCRIMINATION
TDI, in exercising any of the rights or privileges herein granted
to it, shall not on the grounds of race, color, or national origin dis-
criminate or permit discrimination against any person or group of persons
in any manner prohibited by Part 15 of the Federal Aviation Ragulations.
The City is hereby granted the right to take such action, anything to the
contrary herein notwithstanding, as the United States may direct to enforce
this nondiscrimination covenant.
SECTION 5. RECORDS
TAI shall keep true and accurate records of all transactions
pertaining to this agreement. Such records shall be open to audit by City
or its authorized tepresentative during any normal business hours at the
offices of TDI in New York City.
SECTION 6. OFFICE AND STORAGE SPACE.
Space
The City shall provide /fret of charge to TDI €as _3,_�.
end for handling and storage as available, at a location to be designated'i
by the Airport Manager.
SECTION 7. LAWS, ORDINA14CES AND REGULATIONS
TDI shall comply with all laws, ordinances, regulations and rules
of the City and the Federal, State, County and City governments which may
be applicable to its operationpunder this agreement.
SECTION 8. SCHEDULE OF RATES
TDI shall submit to the Airport Manager a schedule of monthly rates
to be applied to the advertising and exhibit locations which will be subject
to revision by TDI only with the concurrence of the City, but with the under-
standing that they shall be subject to quantity purchase discounts and to
the standard 15% deduction whenever such locations may be purchased by an
advertiser's recognized advertising agency, and the standard 15% deduction
.and
or commission is actually allowed /to the other exclusions from gross receipts
INDICATED IN SECTION 3 OF THIS AGREEMENT. (THE INITIAL MINIMUM GROSS MONTHLY
RATES IN EXCESS OF THE EXCLUSIONS LISTED IN SECTION 3, TO BE CHARGED ADVER-
TISERS FOR UNITS SHOWN ON EXHIBIT "A" ARE AS FOLLOWS:
10' x 20' EXHIBIT AREA 300.00
3' X 3' & 2' X 5' ISLAND SHOWCASE 1110,00 EA.
WALL OR PEDESTAL MOUNTED DIORAMA 100,00 EA, '
HOTEL RESERVATION CENTER DISPLAY PANEL 50,00 EA.
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SECTION 9. APPROVAL OF ADVERTISING MATERTAI.
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All advertising material and exhibit material, advertisements,
and manner of presentation shall be subject to approval by the City. The
City may disapprove any such items at its own discretion. TDI will
immediately remove from the airport premises, at it's sole cost and expense,
upon written demand of the City, or its authorized representative, any
display showcase, sign, poster or other advertising material which may be
considered objectionable by the City. In the event that such matter is
not removed immediately upon receipt of written demand, the City's
authorized representative may remove said material or display and TDI will
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pay any warehouse or storage rental incurred by such action. The City or
its authorized representative shall not in any way be held responsible or
liable for any damage to the equipment or materials so removed.
SECTION 10. FACILITIES AND SERVICES TO BE PROVIDED BY CITY
The City shall:
a. Furnish the wall spaces and /or other areas in the condition
required to accept display cases and exhibits in the number,
approximate sizes, and types as shown on Exhibit "A" attached
hereto, and any approved additional locations, except that
any alterations or installations shall be made at the expense
of TDI.
b. Supply electrical outlets at each designated advertising or _
exhibit space called for in Exhibit "A" and any approved
additional locgions (except for flat panel poster locations).
5 c. Provide electrical current in reasonable amounts for the
lighting of advertising material and for the operation of
the displays.
d. Transmit to TDI inquiries pertaining to TDI's advertising
displays including display space rental in the airport
within a reasonable period after receipt.
a. Without incurring any liability for property damage, provide
normal police surveillance and protection of the displays
against vandalism or trespass and will report to TDI the
t discovery of any damage or unsightly appearance requiring
immediate correction.
SECTION 11, SrRVICMi AND r01JIP14V.NT TO nr PUR`4 IS11rD T1X iD2
TDI shells
a. rurnish, mount, and continuously maintain in a clann and it
first -Class condition during the entire term of this agree
mant at its sole coat and MCIonso, all advertising cases,
frames, mountings, and any othat materials necessary for
proper advertising displays.
b. Provide an experienced sales force adequate to maintain
as fully as is reasonably possible a 100 per cent rental
and occupancy of all available advertising display space
covered by this agreement.
c. Provide adequate production personnel to assure the lnwst
in design and construction of exhibits and advertisinug
material to be installed or used in said displays.
d. Erect all display installations and insert all advertising
matter whenever possible at hours of minimum passenger
and visitor activity within airport, or at such hours as
are approved by the Airport Manager or his designated
- 'representative,
a. Provide the necessary personnel to insure the correct
operation and maintenance of display cases and displays or
other advertising matter therein located.
f« Determine a schedule of rates for all advertising displays
and submit same to City for approval before offering to
potential prospects or publication thereof; prepare form
of contract with advertisers and their agents and submit
same to City for approval prior to offering to advertisers.'
SECTION 12. DEPRIVAL Or ADVERTISING SPACE
If TDI is deprived of its advertising space in said airport
because the promises are ro.iered untenantable or unfit for the use and
purpose
a contained in this agreement, without.fault on the part of TDI, its
employees, agents or independent contractors, or if the public is denied
normal access to the airport or to any parts of the airport containing
advertising displays of TDI, for any reason, the City shall make for such
- poriods a proportionate abatement of the payments due hereunder.
If within 90 days after the promisee have bean rendered un-
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tenantable or unfit as above described or the public has been denied
normal access to the airport, said promises shell not',have been repaired
or reconstructed, or placed in operation, TDI may give the City written
notice df its intention to cancel this agreement in its entirety as of the
date of such damage or destruction or denial of access, without any
liability being incurred thereby on the part of TDI or the City,
SECTION 13. INGRESS AND EGRESS
Subject to the reasonable rules of the City, TDI, its employees,
servants, patrons, invitees, suppliers of naterials and furnishers of
services shall have the right of ingress to and egress from the premises.
SECTION 14. ASSIMIENT AND SUBLE XIL
This agreement shall no,: be assigned, transferred, pledged or
otherwise encumbered, without the prior approval of the City.
TDI shall not sublet the use or operation of any part of the
.premises, nor shall the premises be utilized for any purpose than performance
under this agreement, without the prior approval of the City.
SECTION 15, INSURANCE AND LIABILITY
(a) TDI shall indemnify and save harmless the City, its agents, or
employees for all suits and actions of every name and description brought
against them or which may result, for or on account of any injuries or
damage received or sustained by any person, persons, or property, by or
from acts of the said TDI, its agents, servants, or employees, performed
on the premises of-the airport.
(b) TDI shall indemnify and save harmless the City, its agents, or`
employees, against any claims or liability arising from or based upon the
violation of any Federal, State, County or City laws, by -laws, ordinances
or regulations, by said TDI, its agents, servants or employees.
(c) In the event that fire damage or danige by other casualty is
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sustained at any time to the Terminal Building(s), the City shall have the:
option to:
(1) Terminate this Agreement, in which event the rent payable by
TDI shall abate, and any prepaid portion thereof be refunded;
or
(2) Repair said damage within a reasonable time at the City's
expense, in which event the rent payable by TDI hereunder
shall abate for only so'long a time as and only in the event
that said premises are in untenantable condition or the
public is denied access to the premises.
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(d) Protection against loss by fire or other casualty to the contents
of the premises leased shall not at any time be an obligation of the City.
(e) TDI covenants and agrees to provide and keep in force public
liability and property damage insurance, with public liablity coverage
of not less than $100,000.00 for each person and $300,000.00 for each
accident and property damage coverage of not less than $25,000.00,
indemnifying the City against any public liability or property damage
claims, and to furnish the City at all times with an appropriate
certificate from the insurance carrier showing the insurance to be in
force, which certificate shall also be to the effect that such insurance
shall not be changed or cancelled without ten (10) days prior written
notice thereof to the City.
SECTION 16. TERMINATION BY CITY
In addition to any other termination rights contained in this
agreement, the City shall have the right upon thirty (30) days written
notice to TDI, except- for non - payment of fees, in which case such notice
shall be seven (7) days, or except for bankruptcy, in which case the
termination may be immediate, to terminate this agreement any time after
the occurrence of any one or more of the following events:
a. Non- payment of fees due to the City and such non - payment
shall continue ,der a ten -day period following notice in
writing of such non - payment-.
b. If any petition shall be filed by or against TDI to declare
TDI a bankrupt_ or to delay, reduce, or modify TDI's debts
or obligations, or if TDI be declared insolvent according
to law, or if any assignment of TDI's property shall be made
for the benefit of creditors, or if a receiver or trustee
is appointed for TDI or its property, the City may treat
the occurrence of any one or more of the foregoing events as
a breach of the agreement and thereupon may terminate the
agreement without notice, and immediately enter and repossess
the spaces covered hereunder.
c. Abandonment by TDI of and discontinuance of operations
hereunder.
d. Non - performance of any covenant of this agreement, excluding
the covenent of payments herein contained, and failure of
TDI to remedy such breach within a period of thirty days
after receipt of written notice from the City of the
existence of said breach.
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e, TDI becomes permanently deprived of the rights, powers
` and privileges necessary to the proper conduct and
operations of the facilities specified in the agreement.
f. Damage by fire or other canualty to the premises an sat
forth in Section 15 hnrein,
SEC91ON 17. TERMINATION AX TDI
In addition to any other termination rights contained in this
agreement, this agreement shall be subject to termination by TDI in the -
event of any ona or more of the following eventst
a. The permanent abandonment of the Corpus Christi International
Airport as an air, terminal.
;r b. The lawful annumption by the United Stator government,
or any authorized agency thereof, of the operation control
" or use of the airport, or any substantial part or parts
thereof in such a manner as to substantially restrict TDI
' from operating th6refrom for a period in excess of 90 days:'
C. Issuance by any court of competent jurisdiction of an
injunction in any way preventing or restraining the use
of the airport, and the romainiag in force of such °-
' injunction for a period in excess of 90 days.
- d. The default by the City in the performance of any
covenant or agreement herein required to be performed
by the City,' and the failure of the City to remedy such
o. default for a period of 60 days after receipt of written
notice by TDI to romody the same. u
Upon termination of this agreement for any reason, TDI at its i,-
sole coot and expense, shall remove from the property and premises of thh
City all advertising frames, contrivances, equipment and materials which
TDI and thosa claiming by, through, or under it were permitted to install
or maintain under the rights given by this agreement, and shall restore
said property and premises to the condition that existed immediately prior
to the commencement of this agreement; reasonable wear and tear allowed,
and if it shall fail to do so within thirty.daya, then the City may effect
such removal or restoration.at the cost and expense of TDI, and TDI agrees
to pay the City such cost and expense promptly upon receipt of proper
-invoice therefor.
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SECTION 18. AGREEMENT BINDING
The terms of this agreement shall be binding upon the executors,
administrators, successors, and assigns of the parties hereto.
SECTION 19. INDEPENDENCE OF AGREEMENT
It is understood and agreed that nothing herein contained is
intended or should be construed as in any wise creating or establishing
the relationship of co- partners between the parties hereto, or as constituting
TDI as the agency, representative, or employee of the City for any purpose,
or in any manner whatsoever.
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TDI is to be, and shall remain, an independent contractor with
respect to all services performed under this agreement.
This AGREEMENT constitutes the entire agreement between the City
and TDI.
IN FITNESS WHEREOF, TDI has executed this agreement and the City
has caused agreement to be executed by its
TDI SOUTHWESTERN AIRPORTS ADVERTISING,INC,
ATTEST:
By_
Secretary
ATTEST:
By
c�^ By
President
CITY OF CORPUS CHRISTI, TEXAS
By
THAT THE FOREGOING ORDINANCE WAS READ FOR THE FI MT TIME AND
PASS D TO ITS SECOND READING ON THIS THE � F � DAY OF
�9� BY THE FOLLOWING VOTE:
JACK R. BLACKMON
RONNIE SIZEMORE
V. A. "DICK" BRADLEY, JR.
J. A. "JACK" GRANT
P. JIMENEZ, JR., M.D.
GA BE LO ZA NOS $R.
KEN MCDANIEL
THAT THE FOREGOING ORDINANCE WAS READ FOR THE SECO D TIME AND PASSED
TO ITS THIRD READING ON THIS THE 3,�} u DAY OF 19-L,7�
BY THE FOLLOWING VOTE:
JACK R. BLACKMON
RONNIE SIZEMORE Ll
V. A. "DICK" BRADLEY, JR. Qy�J
J. A. "JACK" GRANT
P. JIMENEZ, JR., M.D.�//
GABE LOZANO, $R. /fit -
KEN MCDANIEL
THAT THE FORE I G ORDINANCE W EAD FOR THE T-H RD TIME AND PASSED
FINALLY ON THIS THEZODAY OF �9 , BY THE FOLLOWING
VOTE:
JACK R. BLACKMON
RONNIE SIZEMORE
V. A. "DICK" BRADLEY, JR.
J. A. "JACK" GRANT
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17 East 45 St. New York, N. Y. 10017 • MO 1-1111
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