O2734City Council Meeting: January 10, 2023 Santa Monica, California
ORDINANCE NUMBER 2734 (CCS)
(City Council Series)
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
SANTA MONICA AUTHORIZING THE GRANT OF AN EXCLUSIVE FRANCHISE TO
BIG OUTDOOR INVESTMENTS, LLC., TO INSTALL AND OPERATE OUT-OF-HOME
KIOSKS IN THE CITY’S RIGHT-OF-WAY FOR 20 YEARS
WHEREAS, in accordance with Article XVI of the Santa Monica City Charter, the
City Council is empowered to grant by ordinance a franchise to any person, firm or
corporation, whether operating under an existing franchise or not, to furnish the City and
its inhabitants with transportation, communication, terminal facilities, water, light, heat,
power, refrigeration, storage or any other public utility or service, and to use the public
streets, ways, alleys and places, as the same now or may hereafter exist, for the
construction and operation of plants, works, or equipment, necessary or convenient for
the furnishing thereof, or necessary or convenient for traversing any portion of the City
for the transmitting or conveying of any service elsewhere; and
WHEREAS, the City Council may prescribe the terms and conditions of any such
franchise grant; and
WHEREAS, before granting any franchise, the City Council shall pass a resolution
declaring its intention to grant the same, stating the name of the proposed grantee, the
character of the franchise and the terms and conditions upon which it is proposed to be
granted. Such resolution shall fix and set forth the day, hour and place when and where
DocuSign Envelope ID: 09EDCD4A-798B-4044-A414-B19E616ADF89
any persons having any interest therein or any objection to the granting thereof may
appear before the City Council and be heard thereon; and
WHEREAS, the resolution of intention shall direct the City Clerk to publish said
resolution at least once within fifteen (15) days of the passage thereof, in the official
newspaper; and
WHEREAS, the time fixed for such hearing shall not be less than twenty (20) nor
more than sixty (60) days after the passage of said resolution; and
WHEREAS, at the time set for the hearing, the City Council shall proceed to hear
and pass upon all protests and its decision thereon shall be final and conclusive; and
WHEREAS, after the public hearing, the City Council may grant, or deny, the
franchise, subject to the right of referendum of the people; and
WHEREAS, on or about January 25, 2021, the City of Santa Monica issued a
Request for Proposals (RFP) to solicit proposals to install out-of-home advertising kiosks
(the “Kiosks”) in the City’s right-of-way to enhance the City’s pedestrian experience on
the City’s public sidewalks; and
WHEREAS, the Kiosks will provide various public benefits, including real-time
transportation information, promotion of local retail, shelter and service information for
homeless individuals, and public health and safety information and notifications; and
WHEREAS, the Kiosks rely on sponsorship and advertising revenue, a portion of
which will be shared with City; and
WHEREAS, the franchise will authorize the installation of up to fifty (50) Kiosks
throughout the City; and
DocuSign Envelope ID: 09EDCD4A-798B-4044-A414-B19E616ADF89
WHEREAS, the City Council has determined that Big Outdoor Investments, LLC.,
(“BIG Outdoor”) is the best qualified firm to receive the exclusive franchise (the
“Franchise”) to install the Kiosks, based upon BIG Outdoor’s proposal (the “Proposal”);
and
WHEREAS, the Proposal includes the following benefits to the City:
Projected Revenues - BIG Outdoor offered the City a 50% share of adjusted gross
revenues, which it estimates would be an approximate average of more than $14
million annually over the franchise term, assuming a total of 50 kiosks are installed.
Minimum Annual Guarantee
BIG Outdoor offered a minimum annual guarantee of $5 million commencing upon
full deployment and completion of Phase 1, with 3% escalation every three years
for the duration of the franchise term. Effectively, the City would receive either 50%
of adjusted gross revenues or $5 million per year, whichever is higher.
Signing Bonus
In addition to the 50% revenue share and minimum annual guarantee offers, BIG
Outdoor also committed to paying the City a $4 million signing bonus prior to the
effective date of the franchise agreement.
Additional Community Benefits
BIG Outdoor committed to contribute 2% of its net media revenues from the Santa
Monica kiosk network towards community programs and services at the City’s
discretion.
Community Ambassador
DocuSign Envelope ID: 09EDCD4A-798B-4044-A414-B19E616ADF89
BIG Outdoor has also committed to hiring a full-time community ambassador to
interface directly with the City and community for all communications; and
WHEREAS, on November 15, 2022, the City Council unanimously adopted
Resolution No. 11483 (CCS) (the “ROI”), stating its intent to award by ordinance the
Franchise to BIG Outdoor, the terms and conditions upon which it is proposed to be
granted, and setting the public hearing for December 13, 2022 to hear all protests, if any;
and
WHEREAS, the City Clerk published the ROI on November 23, 2022, in the Santa
Monica Daily Press; and
WHEREAS, after conducting a duly noticed public hearing on December 13, 2022,
and considering all oral and written protests submitted prior to and during the hearing, the
City Council made its determination to grant the Franchise to BIG Outdoor in accordance
with the ROI.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA MONICA
DOES HEREBY ORDAIN AS FOLLOWS:
SECTION 1. The above referenced recitals are incorporated into this Ordinance
as true and correct.
SECTION 2. The Franchise is hereby granted to BIG Outdoor, in accordance with
the terms and conditions of the ROI.
SECTION 3. The City Manager or his designee is authorized to negotiate and
execute a franchise agreement consistent with this ordinance and take all actions
necessary to implement the franchise agreement.
DocuSign Envelope ID: 09EDCD4A-798B-4044-A414-B19E616ADF89
SECTION 4. Any provision of the Santa Monica Municipal Code or appendices
thereto inconsistent with the provisions of this Ordinance, to the extent of such
inconsistencies and no further, is hereby repealed or modified to that extent necessary to
effect the provisions of this Ordinance.
SECTION 5. If any section, subsection, sentence, clause, or phrase of this
Ordinance is for any reason held to be invalid or unconstitutional by a decision of any
court of competent jurisdiction, such decision shall not affect the validity of the remaining
portions of this Ordinance. The City Council hereby declares that it would have passed
this Ordinance and each and every section, subsection, sentence, clause, or phrase not
declared invalid or unconstitutional without regard to whether any portion of the ordinance
would be subsequently declared invalid or unconstitutional.
SECTION 6. The Mayor shall sign and the City Clerk shall attest to the passage
of this Ordinance. The City Clerk shall cause the same to be published once in the official
newspaper within 15 days after its adoption. This Ordinance shall become effective 30
days from its adoption.
APPROVED AS TO FORM:
_________________________
Douglas Sloan, City Attorney
DocuSign Envelope ID: 09EDCD4A-798B-4044-A414-B19E616ADF89
Approved and adopted this 10th day of January, 2023.
_____________________________
Gleam Davis, Mayor
State of California )
County of Los Angeles ) ss.
City of Santa Monica )
I, Denise Anderson-Warren, City Clerk of the City of Santa Monica, do
hereby certify that the foregoing Ordinance No. 2734 (CCS) had its introduction
on December 13, 2022 and was adopted at the Santa Monica City Council
meeting held on January 10, 2023, by the following vote:
AYES: Councilmembers de la Torre, Parra, Zwick
Mayor Davis, Mayor Pro Tem Negrete
NOES: Councilmembers Brock, Torosis
ABSENT: None
ATTEST:
_____________________________________ _________________
Denise Anderson-Warren, City Clerk Date
A summary of Ordinance No. 2734 (CCS) was duly published pursuant to
California Government Code Section 40806.
DocuSign Envelope ID: 09EDCD4A-798B-4044-A414-B19E616ADF89
1/14/2023