Okaloosa County BOCC — May 3, 2016 — Advertising Agreement Signed by Maruti

AGREEMENT FOR IMPLEMENTATION OF THE SALE OF ADVERTISING ON COUNTY-OWNED PUBLIC TRANSPORTATION VEHICLES, SHELTERS, AND BENCHES This Agreement is made and entered into in accordance with RFP GM 18-15 and C15- 2323, this day of , 2016, by and between, Okaloosa County, Florida, 1250 N. Eglin Parkway, Shalimar, Florida (hereinafter the “County”) and Maruti Fleet and Management, LLC (hereinafter “Maruti”). RECITALS WHEREAS, the Okaloosa County Board of County Commissioners (hereinafter “the County”) issued RFP GM 18-15 seeking proposals from qualified contractors to manage and operate the County’s fixed-route and on-demand transportation service; and WHEREAS, as part of RFP GM 18-15’s scope of services, the chosen Contractor was required to provide to the County an “advertising program to be administered by the” transit provider, and as part of the Request for Proposals the successful bidder had to include “a description of the advertising sales program that the contractor would implement upon award of the contract”; and WHEREAS, after due consideration of several proposals, the County awarded and entered into Contract C15-2323-GM with Maruti Fleet and Management, LLC, to become the County’s public transportation services provider on August 18, 2015, and WHEREAS, although the provision of advertising plans and services are included in RFP GM 18-15 and the terms of contract C15-2323-GM, the County and Maruti now find it in the best interest of the parties to enter into this Agreement implementing the sale of advertising on county- owned public transportation vehicles, shelters and benches. NOW, THEREFORE, be it agreed by the County and Maruti as follows: Section 1. Incorporation of documents into this Agreement. The recitals set forth above are true and correct and are incorporated herein as essential terms of this Agreement. Further included and incorporated by reference into this Agreement are Maruti’s advertisement plans (hereinafter the “Advertisement Plan”) and services as set forth within its response to RFP GM 18-15 and C15-2323-GM. Section 2. Duties to be performed by Maruti. 1. Maruti shall solicit advertising on County-owned vehicles, shelters, and benches from the general public through direct marketing in accordance with its’ Advertisement Plan. 2. Maruti shall be responsible for the collection of all revenue associated with the sale of advertising on the County-owned vehicles, shelters, and benches. Okaloosa County/Maruti Vehicle Advertising Agreement Page | of 6, excluding Exhibits 3. Maruti shall have the exclusive right to solicit advertising sales on public transportation vehicles, shelters, and benches. Section 3. ,Duties to be performed by the County. I. The transit website managed by Okaloosa County shall announce the availability of advertising space and will direct interested parties to Maruti. 2. The County shall review all proposed advertisement brought to it by Maruti and shall enter into agreements with those who desire to advertise on the County vehicles, benches and shelters. This provision does not require to the County to enter into agreements with every proposed advertiser received from Maruti. It is within the County’s sole discretion whether to contract with any advertiser. Section 4. Payment, Statement of Sale of Advertisement, and Rates. 1. All payments for advertising shall be made payable to Okaloosa County and shall be remitted to the County within two (2) working days of receipt, and shall be accompanied by a written Statement of Sale of Advertising (see Exhibit A, attached and incorporated herein by reference) which indicates the vehicle, shelter, or bench on which the advertising is to be installed, the purchaser, type of ad, the duration of the advertisement, and the total price. No Statement of Sale of Advertising of funds shall be collected by Maruti prior to the entering into the contract by the County with the advertiser as set forth in Section 3(2) above. 2. Advertis