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Grand Opera House Sign AgreeMEMORANDUM July 29, 2002 TO: FROM: SUBJECT: The Honorable Mayor and City Council Members Michael C. Van Milligen, City Manager Sign Agreement with Grand Opera House For the past several months, the City of Dubuque has been in discussion with the Grand Opera House on the installation and management of a new community sign. The sign would replace the existing wrought iron sign located on 8th Street, which will be relocated near the Dubuque Museum of Art and Washington Park. Based upon our discussions, the new sign would be a public sign with an electronic reader board for advertising public events and Grand Opera House events, and will also include permanent signage for the Grand Opera House. The total estimate for the new sign is approximately $53,000. The City Council approved $26,700 as part of their FY 03 budget to go toward the installation of this sign. Assistant City Manager Cindy Steinhauser recommends approval of the Sign Agreement between the City of Dubuque and the Grand Opera House. I concur with the recommendation and respectfully request Mayor and City Council approval. Michael C. Van Milligen MCVM/jh Attachment cc: Barry Lindahl, Corporation Counsel Cindy Steinhauser, Assistant City Manager MEMORANDUM July 22, 2002 TO: FROM: SUBJECT: Michael C. Van Milligen, City Manager Cindy Steinhauser, Assistant City Manager Sign Agreement with Grand Opera House Discussion For the past several months, the City of Dubuque has been in discussion with the Grand Opera House on the installation and management of a new community sign. The sign would replace the existing wrought iron sign located on 8th Street, which will be relocated near the Dubuque Museum of Art and Washington Park. Based upon our discussions, the new sign would be a public sign with an electronic reader board for advertising public events and Grand Opera House events, and will also include permanent signage for the Grand Opera House as shown on the attached drawing. The total estimate for the new sign is approximately $53,000. The City Council approved $26,700 as part of their FY 03 budget to go toward the installation of this sign. Also attached is a proposed Sign Agreement between the Grand Opera House and the City of Dubuque. Included in the Agreement is language to address the following: · The sign will be installed in the limestone planter located on 8th & Iowa Streets. · Signage installation will also include extension of electrical service and sidewalk repair; · Plantings around the sign will be maintained by the City of Dubuque and shall not obscure the readability of the sign or electronic reader board; · The message control center for the reader board shall be located in the offices of the Grand; · Control and responsibility of the message center will be jointly coordinated between the Grand and the City of Dubuque; · On-going maintenance will be the joint responsibility of the Grand and the City of Dubuque. The Grand will be responsible only for those elements of the sign that identify the Grand on the structure; and · Insurance coverage for the sign will be included on the City of Dubuque's existing policy. Should the City require that the sign be relocated at a later date. It shall be at a mutually agreed location between the Grand and the City with a minimum 180- days written notice. The cost to relocate the sign shall be at the City's expense. have reviewed this Agreement with Chris Chapin-Tilton and Steve Juergens representing the Grand Opera House and with Corporation Counsel Barry Lindahl. All of who have indicated that they are comfortable with the language. Recommendation I recommend that the City Council approve the Sign Agreement between the City of Dubuque and the Grand Opera House. Cc: Barry Lindahl, Corporation Counsel Mike Koch, Public Works Director Chris Chapin-Tilton, Grand Opera House Steve Juergens, Grand Opera House SIGN AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND THE GRAND OPERA HOUSE This Agreement made and entered into this day of 2002, by and between THE GRAND OPERA HOUSE, an Iowa non-profit corporation (hereinafter "GOH") and the CITY OF DUBUQUE, IOWA, an Iowa municipal corporation (hereafter "City"). WHEREAS, City is interested in imparting information to the general public, including City visitors and tourists, concerning public events and activities in the City, including but not limited to, events and activities conducted, sponsored, or endorsed by GOH, the dissemination of which information is deemed to be in the public interest; and WHEREAS, City desires to purchase and install an electronic sign of the type, size, and dimensions shown on Exhibit "A" attached hereto (the "Sign") capable of displaying messages 24 hours daily and installing the Sign in a certain stone planter (the "planter") in the City right-of-way near the intersection of Iowa and 8th Streets in Dubuque, Dubuque County, Iowa as shown on the site plan attached hereto as Exhibit "B" (the "location"); and WHEREAS, GOH is willing to provide funds toward the purchase of the sign in exchange for an agreement to use the Sign. NOW, THEREFORE, in consideration of the promises and the mutual covenants hereinafter contained, the parties hereto agree as follows: 1. TERM. This Agreement shall take effect upon execution by both parties and shall continue until terminated by either party. City shall have the right to terminate this Agreement, with or without cause, upon 180-days written notice to GOH; provided, however, that to enable GOH to arrange for other signage, GOH may extend the termination date an additional 180 days by giving the City written notice of such extension, tn the event of termination by City, City shall pay to GOH at the end of such 180-day period the amount of GOH's contribution toward the acquisition and installation costs set forth in Paragraph 3(a). GOH shall have the right to terminate this Agreement upon 180-days written notice to City, with or without cause. In the event of termination by GOH, GOH shall at the end of such 180-period return to City the control panel and equipment described in Paragraph 7. 2. OWNERSHIP. The Sign shall be owned by City and shall be installed by City at the location shown on Exhibit B. 3. COSTS. (a) Acquisition and Installation Costs Included in Acquisition. The purchase price of the sign (with installation included in the purchase pdce) estimated to be $69,216.00 shall be paid as follows: $ 26,700.00 by City and the balance of such costs by GOH. GOH shall promptly pay the balance of such costs upon receipt of a statement therefore from City. (b) Removal of Existing Message Board. Upon installation of the Sign, City shall remove the existing message board owned by City near the location. 4. MAINTENANCE. City shall maintain the Sign, including the remote control and programming equipment in good repair and working order, except for the panels, including backlighting, containing "Grand Opera House", which shall be maintained by City at GOH's cost. City shall maintain the planter, including the landscaping therein, and the location. 5. UTILITIES. City shall pay all utilities used in the operation of the Sign, planter, and location. 6. INSURANCE. City shall maintain such property and general liability insurance as City determines to be adequate. Neither party shall have any claim against the other or the employees, officers, directors, managers, agents, members, or other owners of the other for any loss, damage, or injury that may occur to the sign, planter, or location and any improvements thereto which is covered by property insurance and for which recovery from such insurer is made, notwithstanding the fault of any party in causing the loss. 7. CONTROL PANEL/EQUIPMENT. The control panel and message board programming equipment for the Sign, owned by City, shall be located within the Grand Opera House and shall be operated and programmed as provided in this Agreement by GOH authorized personnel free of charge to City. The cost of installation of the control panel and programming equipment shall be included in the costs in Paragraph 3(a). 8. USAGE ALLOCATION. The Sign shall be in operation 24 hours daily during its useful life, except for periods for necessary repairs and maintenance. The Sign message board shall be utilized exclusively by GOH (a) to publicize events and activities conducted, sponsored, or endorsed by GOH and (b) for such information as City and GOH mutually shall determine appropriate. During each one-hour period of operation, usage of the Sign message board shall be allocated 50% to GOH and 50% 2 to City. Each party shall defend, indemnify, and hold the other party, its employees, officers, directors, managers, agents, and members from and against any and all third- party claims arising from or in connection with the text or substance of any message displayed by such party on the message board. The parties anticipate that other governmental bodies and non-profit civic, social, and charitable entities may from time to time request a message be displayed on the sign message board and agree that all such requests shall be directed to City. The message display time for any such request granted by City will be deducted from the time allocated to the City. 9. ENTIRE AGREEMENT AND AMENDMENTS. This Agreement constitutes the entire and only agreement between the parties relating to the subject matter hereof and supersedes and cancels all previous agreements, negotiations, commitments, and representations in respect thereto and may not be released, discharged, abandoned, changed, or modified in any manner except by instrument in writing of concurrent or subsequent date signed by duly authorized officers or representatives of both of the parties hereto. If any provision of this Agreement shall be determined to be unenforceable or illegal, it shall be deemed severed from the other provisions that remain valid and enforceable. 10. NOJOINTVENTURE. Nothing herein contained shall be construed to place the parties in the relationship of partners or joint venturers or agents, and GOH shall have no power to obligate or bind City in any manner whatsoever and City shall have no power to obligate or bind GOH in any manner whatsoever except as provided in this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. CITY OF DUBUQUE, IOWA THE GRAND OPERA HOUSE By: By: Terrance M. Duggan, Mayor Stephen J. Juergens, President By: By: Jeanne F. Schneider, City Clerk Natalie Schramm, Secretary STATE OF IOWA ) ) SS: DUBUQUE COUNTY ) On this __ day of ,2002, before me, the undersigned, Notary Public in and for said State, personally appeared Terrance M. Duggan and Jeanne F. Schneider to me personally known, who, being duly sworn by me, did say that they are the Mayor and City Clerk, respectively, of the City of Dubuque, Iowa; that the seal affixed to the foregoing instrument is the corporate seal of the corporation, and that the instrument was signed and sealed on behalf of the corporation by authority of its City Council, as contained in Resolution No. adopted by the City Council on the day of ., 2002, and that Terrance M. Duggan and Jeanne F. Schneider acknowledged the execution of the instrument to be their voluntary act and deed and the voluntary act and deed of the corporation, by it voluntarily executed. Notary Public in and for the State of Iowa. STATE OF IOWA ) ) SS: DUBUQUE COUNTY ) On this 22nd day of July, 2002, before me, the undersigned, a notary public in and for the above county and state, personally appeared Stephen J. Juergens and Natalie Schramm, to me personally known, who being by me duly sworn, did say that they are the President and Secretary, respectively, of The Grand Opera House; that no seal has been procured by the corporation; that this instrument was signed on behalf of the corporation by authority of its Board of Directors and Stephen J. Juergens and Natalie Schramm, as such officers, acknowledged the execution of this instrument to be the voluntary act and deed of the corporation by it and by them voluntarily executed. Notary Public in and for the State of Iowa. Grant Opera House Tonights Sponsor BIRD SIGN INC OLIVER 7:00 pm Established 189810.9ff -- Top View ~241n Front View Side View SIGN AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND THE GRAND OPERA HOUSE This Agreement made and entered into this 5;`' day of 2002, by and between THE GRAND OPERA HOUSE, an Iowa non-proforporation (hereinafter "GOH") and the CITY OF DUBUQUE, IOWA, an Iowa municipal corporation (hereafter "City"). WHEREAS, City is interested in imparting information to the general public, including City visitors and tourists, concerning public events and activities in the City, including but not limited to, events and activities conducted , sponsored, or endorsed by GOH, the dissemination of which information is deemed to be in the public interest; and WHEREAS, City desires to purchase and install an electronic sign of the type, size, and dimensions shown on Exhibit "A" attached hereto (the "Sign") capable of displaying messages 24 hours daily and installing the Sign in a certain stone planter (the "planter") in the City right-of-way near the intersection of Iowa and 8th Streets in Dubuque, Dubuque County, Iowa as shown on the site plan attached hereto as Exhibit "B" (the "location"); and WHEREAS, GOH is willing to provide funds toward the purchase of the sign in exchange for an agreement to use the Sign. NOW, THEREFORE, in consideration of the promises and the mutual covenants hereinafter contained, the parties hereto agree as follows: 1. TERM. This Agreement shall take effect upon execution by both parties and shall continue until terminated by either party. City shall have the right to terminate this Agreement, with or without cause, upon 180-days written notice to GOH; provided, however, that to enable GOH to arrange for other signage, GOH may extend the termination date an additional 180 days by giving the City written notice of such extension. In the event of termination by City, City shall pay to GOH at the end of such 180-day period the amount of GOH's contribution toward the acquisition and installation costs set forth in Paragraph 3(a). GOH shall have the right to terminate this Agreement upon 180-days written notice to City, with or without cause. In the event of termination by GOH, GOH shall at the end of such 180-period return to City the control panel and equipment described in Paragraph 7. GOH and 50% to City. Each party shall defend, indemnify, and hold the other party, its employees, officers, directors, managers, agents, and members from and against any and all third -party claims arising from or in connection with the text or substance of any message displayed by such party on the message board. The parties anticipate that other governmental bodies and non-profit civic, social, and charitable entities may from time to time request a message be displayed on the sign message board and agree that all such requests shall be directed to City. The message display time for any such request granted by City will be deducted from the time allocated to the City. 9. ENTIRE AGREEMENT AND AMENDMENTS. This Agreement constitutes the entire and only agreement between the parties relating to the subject matter hereof and supersedes and cancels all previous agreements, negotiations, commitments, and representations in respect thereto and may not be released, discharged, abandoned, changed, or modified in any manner except by instrument in writing of concurrent or subsequent date signed by duly authorized officers or representatives of both of the parties hereto. If any provision of this Agreement shall be determined to be unenforceable or illegal, it shall be deemed severed from the other provisions that remain valid and enforceable. 10. NO JOINT VENTURE. Nothing herein contained shall be construed to place the parties in the relationship of partners or joint venturers or agents, and GOH shall have no power to obligate or bind City in any manner whatsoever and City shall have no power to obligate or bind GOH in any manner whatsoever except as provided in this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. CITY OF DUBUQUE, IOWA B Terrance M. Dugga r ayor THE GRAND OPERA HOUSE By: Stephen J. Jue`tg&s, President Attes#r/Ct/✓f< ✓(/ By: —MAUL ,1 anne F. Schneider, City Clerk Natalie Schramm, Secretary 3 STATE OF IOWA ss: DUBUQUE COUNTY ) On this 5th day of August , 2002, before me, the undersigned, Notary Public in and for said State, personally appeared Terrance M. Duggan and Jeanne F. Schneider to me personally known, who, being duly sworn by me, did say that they are the Mayor and City Clerk, respectively, of the City of Dubuque, Iowa; that the seal affixed to the foregoing instrument is the corporate seal of the corporation, and that the instrument was signed and sealed on behalf of the corporation by authority of its City Council,ras-eentaincd in-Reselatiert-Ne. adapted by--the-City Cow lull uii tlday of , 2002, and that Terrance M. Duggan and Jeanne F. Schneider acknowledged the execution of the instrument to be their voluntary act and deed and the voluntary act and deed of the corporation, by it voluntarily executed. STATE OF IOWA ) ss: DUBUQUE COUNTY ) twa Notary Public in and for the State of Iowa. ZirriF ESTERMAN CAI; IYIp �u Tlbgg)� MJ,258 My C IT > r Ezpiter-05 On this 22nd day of July, 2002, before me, the undersigned, a notary public in and for the above county and state, personally appeared Stephen J. Juergens and Natalie Schramm, to me personally known, who being by me duly sworn, did say that they are the President and Secretary, respectively, of The Grand Opera House; that no seal has been procured by the corporation; that this instrument was signed on behalf of the corporation by authority of its Board of Directors and Stephen J. Juergens and Natalie Schramm, as such officers, acknowledged the execution of this instrument to be the voluntary act and deed of the corporation by it and by them voluntarily executed. Nota 4 pin AAL Public in and for the to of Iowa. KAREN A. DeMUTH COMMISSION NO�� 8 MY COMMI SAVA VA 15ft 10.9ft GRAND OPERA HOUSE Tonights Sponsor BIRD SIGN INC OLIVER 7:OOpm E;�,t;uf,li,Ei&'ci 1hc)y Front View 4111111111111) Top View 24in Side View