CONTRACT 5763A Amendment CLOSEDAgreement #5763A
This Trade Agreement Cover Sheet (the "Cover Sheet") constitutes the agreement between Los Angeles
Times Communications LLC ("LA Times") and City of EI Segundo (the "Client") as of June 26, 2019 (the
"Effective Date") for the provision of a trade credit by LA Times in return for Client's provision of certain items to
LA Times as described herein.
1. Trade Value to LA Times. Client shall provide to LA Times the rights and/or items, as set forth
in the table below.
2. Trade Credit to Client. In exchange for such rights and/or items, LA Times will provide the
Client with a trade credit to be applied during the Term towards advertising space as described in the table
below (the "Trade Credit").
3. Term. The term of this Agreement shall commence on the Effective Date and shall continue up
to and including December 31, 2019 (the "Term").
" Client shall provide the following:
Sponsor agrees to waive the following for the LA Street Festival:
• City Permit Fees (Public Works and Planning)
• Public Works: Issuance Fee, USA Fee, Security Deposit, Inspection Fee, Pian Review Fee,
Traffic Control Fee, Street Closure Fee, Banner Permit Fee
• Planning: CEQA Consulting Fee, Special Event, Amplified Sound
• Police Fees: 10 -hour shifts over 2 days: Six (6) Police Officers, One (1) Sergeant, One (1)
Lieutenant, Two (2) Cadets
• Fire and Emergency Fees: 12 -hour shifts over two -days: One (1) Fire Marshal, Two (2) Fire
Inspectors, and One (1) transport ambulance staffed with Two (2) EI Segundo Fire Paramedics
Trade Value to LA Times: $50,000
LA Times shall provide the following:
• Exhibition and Event Presence
• 200 square feet of onsite event space (10'x 20')
• Logo Inclusion in on-site welcome banners (with sponsorship level designation)
• Sponsor recognition by DJIMC at the event (two (2) mentions)
• Opportunity to run database -generating activities on-site
• Benefit and inclusion in $1.5 million multi -faceted promo campaign, including:
• TV/Cable: targeted cable spots LA Designated Market Ares (DMA)
Digital: latimes.com (main & sports) Run -of -Site (ROS) promotion Aug -Sept, LA Street
Festival with 3x3 World Tour
• LA Times Print: Sports section promotion Aug -Sept, LA Street Festival with 3x3 World Tour
• Outdoor billboards targeted in LA DMA (frequency & locations TBD)
• Print Ad - Logo will appear on all announcement ads (Spadea)
• E-mail Campaign- Invitation to all registered subscribers with sponsor level designation (3 Sends)
• Website - Sponsor listing and logo on the website for 12 months with live link to sponsor URL of
choice.
• License to use logo(s), images and/or trademark(s) for the sponsor's promotion, advertising, or other
leverage activities
• Advertisinq Media- Ad in event program, catalog etc. - Ad size or equal value ad in LA Times section
Agreement #5763A
of choice (2 x7, QC)
• Logo presence in event program
• Travel Pass email specific for EI Segundo to 88,000 subscribers
Two (2) Half Page ads - one in LA Times Business Section (City of EI Segundo business attraction
ad) and one in LA Times Travel Section (City of EI Segundo tourism ad). Design and content
determined by sponsor to promote the City of El Segundo for business attraction and tourism
marketing efforts. Full color, full circulation on a day of the week of sponsor's choice.
Logo in the post -event "thank you" email
Five (5) complimentary VIP tickets for EI Segundo city officials
Opportunity to create content for sponsor activities (i.e., weekly health tips, athlete training diary etc.)
Tracie Credit to Client: 0,000
This Cover Sheet, together with the Trade Terms and Conditions below attached as Exhibit A and incorporated
herein by this reference (the "Terms"), constitutes the entire agreement between the parties with respect to the
subject matter hereof and supersedes any prior or contemporaneous agreements. All references to the term
"Agreement" mean this Cover Sheet and the Terms.
Agreed:
Los Ang rr es Communications LLC
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Agreement #5763A
EXHIBIT A
TRADE TERMS AND CONDITIONS
These Trade Terms and Conditions are incorporated by reference into the Trade Agreement Cover Sheet entered into between the LA Times and
Client.
1. Client's use of the Trade Credit shall be subject to LA Times' Advertising Terms and Conditions. Client acknowledges that Client has
reviewed the Advertising Terms and Conditions and understands that they are incorporated in full in this Agreement. For ease of reference, the
Advertising Terms and Conditions are available at
2. The Trade Credit may be used for advertising space only, and may not be used for charges relating to other advertising services
performed by LA Times, including, without limitation, production charges and commissions. LA Times will attempt to comply with Client's requests
regarding location in paper; however, location of trade advertising, including section, column and page position, CANNOT BE GUARANTEED, and no
such guarantee shall be implied by LA Times' acceptance of an advertisement.
3. The value for the Trade Credit will be based on the Client's earned contract rate as set forth in the existing advertising contract, if one
exists, or as defined in the table an the attached Cover Sheet. If neither exists, the value of the Trade Credit will be based on the applicable Los
Angeles Times rate card "open rate" in effect on the date advertising Is placed. Advertising placed using the Trade Credit will not count toward
total volume or revenue for purposes of determining Client's earned contract rate and may not be used to earn additional rebates based on volume
or revenue. Advertising space used over and above the Trade Credit will be for cash payment. From and after the time the Trade Credit has been
completely utilized, LA Times shall bill Client for the advertising it publishes in LA Times at the Client's earned contract rate in accordance with LA
Times' normal billing practices.
4. The Trade Credit provided for herein shall be used during the Term. Any Trade Credit, unused at the end of the Term will be forfeited in
the absence of an extension signed by both parties.
5. Client represents that it has no past due outstanding balances for advertising In the Los Angeles Times. This Agreement shall be voidable,
at LA Times' option, in the event Client has such an outstanding balance,
6. It is understood and agreed by the parties that this Agreement shall in no way Influence LA Times' decisions regarding editorial coverage
nor shall It be interpreted as placing any obligations whatsoever on LA Times' editorial department.
7. Client hereby represents and warrants that it has the full and exclusive authority to grant to LA Times the rights and/or items set forth
herein and has the ability, without consent or action by any third party, to carry out its agreements -set forth herein. Client also hereby represents
and warrants that the actual retail value of the rights and/or items granted to LA Times under this Agreement are equivalent to the value of the
trade advertising that the Client receives under this Agreement.
a. This Agreement does not and shall not be construed as creating a partnership, joint venture or employment relationship between the
parties, and nothing contained herein shall cause or be construed as causing either party to be the employee, agent or representative of the other.
Neither party shall make any warranties and/or representations or incur any obligations whatsoever on behalf of or in the name of the other party.
9. Should any court of competent jurisdiction find any provision of this Agreement to be unenforceable or invalid, then such provision shall
be Ineffective to the extent of the court's finding without affecting the enforceability or validity of this Agreement's remaining provisions.
10. Thd validity, interpretation and construction of this Agreement, and all other matters related to this Agreement, shall be interpreted and
governed by the laws of the State of California. The parties agree that Los Angeles, California shall be the exclusive venue for any action between
them, whether brought in law, equity or otherwise.
11. No amendment or waiver of any provision of this Agreement shall be effective, unless in a writing signed by each party. No waiver by
either party on any one occasion shall be construed as a waiver of any right or remedy on any future occasion or with respect to any prior occasion.
12, This Agreement and the rights and obligations hereunder and may not be assigned by any act of either party or by operation of law,
change of control of any such party or otherwise.
13. This Agreement may be executed in any number of counterparts and via facsimile, each of which shall be deemed an original and all of
which together shall constitute one and the same agreement.
14. These Trade Terms and Conditions, together with the Cover Sheet, constitute the entire agreement between the parties with respect to
the subject matter hereof and supersede any prior or contemporaneous agreements,
19.