HomeMy WebLinkAbout2016-02-23; City Council; Resolution 2016-0411
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RESOLUTION NO. 2016-041
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
CALIFORNIA, AUTHORIZING EXECUTION OF A PROPERTY USE
AGREEMENT WITH KAYLA ROBITAILLE DBA LUNA BEE TO OPERATE
A COFFEE CART AT THE COLE LIBRARY
WHEREAS, the city issued a request for proposals for a coffee cart operator at Cole
Library, but received no responses prior to the deadline to submit proposals of September 15,
2015;and
WHEREAS, the city received a late proposal on November 22, 2015 from Kayla Robitaille
DBA Luna Bee ("Luna Bee") to operate a coffee cart at the Cole Library; and
WHEREAS, Luna Bee had been providing coffee services similar to those requested by
the city in the request for proposals for the previous three years in Portland, Maine; and
WHEREAS, Luna Bee wishes to enter into a Property Use Agreement for the use of city
property adjacent to the main entrance of the Cole Library to operate a coffee cart
("Agreement"); and
WHEREAS, Luna Bee agrees to pay an annual license fee of $3,000 or 3 percent of gross
revenues, whichever sum is greater, paid in quarterly installments.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad,
California, as follows that:
1. The above recitations are true and correct.
2. The City Manager is authorized to execute the License Agreement with Luna Bee
attached hereto as Exhibit A.
Ill
Ill
EXHIBIT "A"
PROPERTY USE AGREEMENT
BY AND BETWEEN
THE CITY OF CARLSBAD
AND
KAYLA ROBITAILLE, dba LUNA BEE
ON CITY OWNED REAL PROPERTY, LOCATED AT
COLE LIBRARY
1250 CARLSBAD VILLAGE DRIVE
CARLSBAD,CA,92008
DATED
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PROPERTY USE AGREEMENT
THIS PROPERTY USE AGREEMENT, hereinafter called "Agreement", is executed between
the City of Carlsbad, a municipal corporation, hereinafter called "City", and Kayla Robitaille,
dba Luna Bee, a California corporation, hereinafter called "Licensee".
RECITALS
WHEREAS, City is owner of the real property located at 1250 Carlsbad Village Drive,
more commonly known as the "Cole Library"; and
WHEREAS, City is desirous of having a coffee and tea vender located at the Cole Library
location for the benefit of library and city hall visitors; and
WHEREAS, a portion of the Cole Library includes approximately 150 square feet of space
(the "Premises") located adjacent to the front entrance to the Library, and the CITY exercises
control over the same Premises designed to be utilized for purposes compatible with, and
supportive of, the mission of a public library and public library services; and
WHEREAS, City is willing to allow the Licensee to use the Premises for the purposes set
forth above under the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the above recitals, which are incorporated
herein, and for valuable consideration the sufficiency of which is hereby acknowledged, in
accordance with the covenants, conditions and provisions contained herein below, the parties
hereto do hereby mutually agree as follows:
AGREEMENT
SECTION 1: PREMISES
1.01 Property. City hereby licenses to Licensee, in accordance with the terms,
conditions, covenants, and provisions of this Agreement, a portion of that certain real property
situated in the City of Carlsbad, County of San Diego, State of California, commonly known as
the Cole Library (hereinafter called the "Cole Library") consisting of a building approximately
20,000 square feet building situated on a five-acre parcel of land more particularly described in
Exhibit "A" attached hereto and by this reference made part of this Agreement. The specific
area to be licensed to Licensee is described in Section 1.02 below.
1.02 Premises. City hereby authorizes Licensee, in accordance with the terms,
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covenants, conditions, and provisions of this Agreement, the non-exclusive use of that certain
exterior concrete pad adjacent to the entrance of the Cole Library situated in the City of
Carlsbad, County of San Diego, State of California, as more particularly illustrated in Exhibit
"B", attached hereto and by this reference made part of this Agreement. Said real property is
hereinafter called the ("Premises"). In return for this permission, Licensee accepts the Premises
in an "AS IS" "WHERE IS" condition and hereby agrees to act in accordance with and abide by
the terms, covenants, conditions and provisions of this License.
1.03 Uses. It is expressly agreed that the Premises shall be used by Licensee solely and
exclusively for the purpose of operating a coffee and tea cart, and for such other related or
incidental purposes as may be first approved in writing by City, and for no other purpose
whatsoever.
Licensee covenants and agrees to use the Premises for the above specified purposes
and to diligently pursue said purposes throughout the term hereof. In the event that Licensee
fails to continuously use the Premises for said purposes, or uses the Premises for purposes not
expressly authorized herein, the Licensee shall be deemed in default under this Agreement.
1.04 Parking. Licensee acknowledges that there are no specific parking spaces assigned to
and/or designated for the Premises.
SECTION 2: TERM
2.01 Commencement. The term of this Agreement shall be for a period of two (2) Years
commencing on the first day of the first month after the City has completed its work on the
Cole Library and has delivered the Premises to Licensee (hereinafter called "Commencement
Date"). City anticipates the Commencement Date to be on or before March 1, 2016. Prior to
the Commencement Date, City will send Licensee a letter confirming the Commencement Date
and the expiration date of this Agreement. If the City fails to deliver possession of the Premises by
March 1, 2016, the parties agree to meet to discuss another agreeable adjusted schedule. Upon
determination of the Commencement Date, Licensee shall execute a Commencement Date
Memorandum confirming the actual date the Agreement commences and terminates. A form
Commencement Date Memorandum is attached hereto as Exhibit "C", and by this reference
made a part of this Agreement.
2.02 Extension of Term. Licensee may request an extension of the term of this Agreement
for the Premises for two (2) additional one {1) year periods under the terms and conditions of
this Agreement at the City's calculated fair market property payment rate for similar uses of
City property, provided that the Licensee is not in default or breach of any term, condition, or
covenant of this Agreement.
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The City Manager or City Manager's designee shall notify the Licensee not later than
thirty (30) days after receipt of such request whether such request will be approved, at which
time the City Manager shall provide Licensee with the City's calculated fair market fee value
and fee amount which the City is willing to accept for Licensee's use and occupation of the
Premises during the extension term. In no event shall the fee rate be less than that required
during the preceding annual term. City Manager's failure to provide the new fee amount within
said timeframe shall not defeat City's ability to make adjustments to the fee rate. The City
Manager in his capacity as the City's authorized representative, shall, in his sole discretion,
have the authority to deny any such request. Any such denial shall be sent to Licensee not later
than thirty (30) days from receipt of the request for extension.
The City Manager, at his/her sole discretion, may approve or deny the extension of the
term of this Agreement. In the event the City Manager is unable to consider the renewal
request in sufficient time as to provide Licensee with thirty (30) days notice of termination in
the case of denial, the Agreement shall be extended for a period not to exceed thirty (30) days,
to allow for such thirty (30) day notice of termination.
2.03 Termination Provisions. Notwithstanding any other prov1s1ons contained in this
License, either party may terminate this License for any reason by giving the other party at
least sixty (60) days prior written notice of such termination. In the event of termination
pursuant to this Section, Licensee shall restore the premises to the condition that existed prior
to the effective date of this License, as determined in the reasonable judgment of the City.
2.04 Abandonment by Licensee. In the event Licensee breaches the Agreement and
abandons the Premises, this Agreement shall continue in effect for so long as City does not
terminate this Agreement, and City may enforce all its rights and remedies hereunder,
including but not limited to the right to recover the fee as it becomes due, plus damages.
2.05 Surrender of Property. At the expiration or earlier termination of this Agreement,
Licensee shall surrender the Premises to City free and clear of all liens and encumbrances
created by Licensee, except those liens and encumbrances which existed on the date of the
execution of this Agreement by City. The Premises, when surrendered by Licensee, shall be in a
safe and sanitary condition and shall be in as good or better condition as the condition at
commencement of this Agreement, absent normal wear and tear.
2.06 Time is of Essence. Time is of the essence of all of the terms, covenants, conditions and
provisions of this Agreement.
2.07 Business License. Licensee agrees to obtain and maintain, at its sole cost and expense,
a current Business License issued from the City of Carlsbad during the full term of this
Agreement, provided such a license is required for Licensee operations under this Agreement.
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SECTION 3: CONSIDERATION
3.01 Consideration. Flat or Percentage fee payments shall be due to City and payable by
Licensee in arrears on or before the tenth (lOth) day of the month following the quarter for
which the percentage fee is calculated. Licensee shall pay City a minimum annual fee of three
thousand dollars and no cents ($3,000.00) payable quarterly at the rate of seven hundred and
fifty dollars and no cents ($750.00), or 3% of gross income, whichever sum is greater. If the fee
commencement date is not the first day of a month, then that prorated portion of such fee which
is attributable to the days in that month from the fee commencement date until the end of that
month shall be due in the first quarterly fee payment.
(a) Gross Income. Gross income as used herein shall mean the total amount of
all sales, the total amount charged or received for the performance or any act,
service or employment of whatever nature it may be, whether such service, act,
or employment is done as a part of or in connection with the sale of goods,
wares, merchandise or not, for which a charge is made or credit allowed,
including all receipts, cash, credits, and property of any kind or nature, any
amount for which credit is allowed by the seller to the purchaser without any
deduction therefrom on account of the cost of the property sold, the cost of
materials used, labor or service costs, interest paid or payable, losses or any
other expenses whatsoever; provided, the cash discounts allowed or taken on
sales shall not be included. Gross Income shall not include the amount of any
tax imposed on or with respect to retail sales whether imposed upon the retailer
or upon the consumer and regardless of whether or not the amount of tax is
stated to customers as a separate charge, or any state, or local sales or use tax
required by law to be included in or added to the purchase price and collected
from the consumer or purchaser, or such part of the sales price of any property
previously sold and returned by the purchaser to the seller which is refunded by
the seller by way of cash or credit allowances given or taken as part of payment
on any property so accepted for resale. Also, Gross Income does not include the
following:
*
*
Receipts from the sale or the trade-in value of any furniture,
trade fixtures or equipment used on the Premises, and owned by
Licensee;
The value of any merchandise, supplies or equipment exchanged
or transferred from or to other business locations of Licensee
where such exchanges or transfers are not made for the purpose
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*
*
*
of avoiding a sale by Licensee which would otherwise be made
from or at the Premises;
Receipts in the form of refunds from or the value of merchandise,
supplies, or equipment returned to shippers, suppliers or
manufacturers;
The amount of any cash or quantity discounts received from
sellers, suppliers, or manufactures;
The amounts of any discounts given to Licensee's employees;
The monthly gross income shall be calculated at the end of each month of the
term of this Agreement.
3.02 Time and Place of Payment. Licensee shall make all quarterly payments within ten {10)
days of the first day of each new quarter. Checks should be made payable to the City of
Carlsbad and delivered to the City at the address set forth in Subsection 6.07 of this
Agreement. The place and time of payment may be changed at any time by City upon thirty
(30) days written notice to Licensee. Licensee assumes all risk of loss and responsibility for late
payment charges.
3.03 Delinquent Payment. City and Licensee agree that the fixing of actual damages for
Licensee's breach of any of the provisions of this Agreement, including but not limited to the late
payment by Licensee to City of fees and other amounts due hereunder, would cause City to incur
costs not contemplated by this Agreement, the exact amount of which would be extremely
difficult or impracticable to ascertain. Such costs include but are not limited to accounting,
processing, administrative, legal and clerical charges and late charges which may be imposed
upon City by the terms of any Deed of Trust covering the Premises. Accordingly, if any installment
of fees or any other sum due from Licensee hereunder has not been received by City or City's
agent within ten (10) days after such amount was due, Licensee shall pay to City a late charge
equal to ten percent (10%) of any such delinquent installment payment or any other delinquent
sum due from Licensee. Licensee hereby agrees that said late charge represents a fair and
reasonable estimate of the cost City will incur by reason of late payment by Licensee. Acceptance
of such late charge by City shall not constitute a waiver of Licensee's default with respect to such
overdue amount nor prevent City from exercising any other rights and remedies provided for in
this Agreement, at law or in equity. If a late charge is payable by Licensee whether or not
collected, for three (3) installments of payment during any twelve (12) month period, then the
base fee shall automatically become due and payable to City quarterly in advance,
notwithstanding any other provision of this Agreement to the contrary.
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((I ""' •.
____ [Licensee(s) Initials]
3.04 Utilities. The City shall provide electric, water and sewer utility services, landscape
maintenance, and general maintenance to the exterior of the Premises as part of the overall
Library maintenance. The City shall not be liable for any loss or damage caused by, or resulting
from, any variation, interruption, or failure of any utility services due to any cause
3.05 Security Deposit. Licensee shall not be initially required to pay a security deposit under
this Agreement to the City. In the event the City determines, in its discretion, that a reasonable
security deposit is required in order to protect City's interest in this Agreement, Licensee shall
pay the amount determined by City, immediately upon demand.
SECTION 4: RECORDS
4.01 Annual Program Report. Licensee shall be required to provide City with a written
annual financial and operations report regarding all phases of Licensee's use and occupation of
the Premises, including monthly gross income. Licensee shall submit said report to City within
thirty {30) days of each anniversary date of the Commencement Date of this Agreement.
4.02 Inspection of Records. Licensee shall maintain accurate financial books and records for
the operation at, or from, the Premises. Said books and records shall be maintained on an
accrual basis in accordance with good accounting practice and standards within the industry.
The records must be supported by source documents of original entry such as sales invoices,
cash register tapes, purchase invoices, or other pertinent documents.
All retail sales shall be recorded by means of cash registers, which displays to the
customer the amount of the transaction and automatically issue a receipt. All cash registers
shall be equipped with sales totalizer counters for all sales categories, as herein provided, and
a sequential transaction counter, which counters are locked in, constantly accumulating, and
which cannot be reset. Said registers shall further contain tapes upon which sales details and
sequential transaction numbers are imprinted. Beginning and ending sales totalizer readings
shall be made a matter of daily record. Retail sales may be recorded by a system other than
cash registers provided such system is approved in writing by the City Manager. In addition to
the above, in the event of admission, cover charges, rentals, and any other fares or charges,
whatsoever, Licensee shall also issue serially numbered tickets for each such charge and keep
an adequate record of said tickets, both issued and unissued.
Licensee agrees to make any and all records and accounts available to City for
inspection at all reasonable times, so that City can determine Licensee's compliance with this
Agreement. These records and accounts will be made available by Licensee at the Premises or
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accordance with this Agreement.
c. All insurance companies affording coverage to the Licensee shall be insurance
organizations acceptable to the City, and authorized by the Insurance Commissioner of the
State Department of Insurance to transact business of insurance in the State of California.
d. All insurance companies affording coverage shall provide thirty (30) days written
notice to the City should the policy be cancelled before the expiration date. For the purposes
of this notice requirement, any material change in the policy prior to the expiration shall be
considered a cancellation.
e. Licensee shall provide evidence of compliance with the insurance requirements
listed above by providing a certificate of insurance, in a form satisfactory to the City's City
Attorney, concurrently with the submittal of this Agreement.
f. Licensee shall provide a substitute certificate of insurance no later than thirty
(30} days prior to the policy expiration date. Failure by the Licensee to provide such a
substitution and extend the policy expiration date shall be considered a default by Licensee
and may subject the Licensee to a termination of this Agreement.
g. Maintenance of insurance by the Licensee as specified in this Agreement shall in
no way be interpreted as relieving the Licensee of any responsibility whatever and the Licensee
may carry, at its own expense, such additional insurance as it deems necessary.
h. If Licensee fails or refuses to take out and maintain the required insurance, or
fails to provide the proof of coverage, City has the right to obtain the insurance. Licensee shall
reimburse City for the premiums paid with interest at the maximum allowable legal rate then
in effect in California. City shall give notice of the payment of premiums within thirty (30} days
of payment stating the amount paid; names of the insurer(s); and rate of interest. Said
reimbursement and interest shall be paid by Licensee on the first (1st) day of the month
following the notice of payment by City.
Notwithstanding the preceding provisions of this Subsection, any failure or refusal by
Licensee to take out or maintain insurance as required in this Agreement, or failure to provide
the proof of insurance, shall be deemed a default under this Agreement.
i. City, at its discretion, may require the revision of amounts and coverage at any
time during the term of this Agreement by giving Licensee sixty (GO) days prior written notice.
City's requirements shall be designed to assure protection from and against the kind and
extent of risk existing on the Premises. Licensee also agrees to obtain any additional insurance
required by City for new improvements, in order to meet the requirements of this Agreement.
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5.03 Accident Reports. Licensee shall, within twenty-four (24} hours after occurrence,
report to City any accident causing property damage or any serious injury to persons on the
Premises. This report shall contain the names and addresses of the parties involved; a
statement of the circumstances; the date and hour, the names; and addresses of any witnesses
and other pertinent information.
SECTION 6: GENERAL PROVISIONS
6.01 Acceptance of Premises. Licensee accepts the Premises in an "AS IS", "WHERE IS"
conditions, subject to all faults and conditions without warranty as to quality, character,
performance or condition and with full knowledge of the physical condition of the Premises.
6.02 Maintenance by Licensee. With respect to Licensee's use and/or operations at or on
the Premises, Licensee shall make any and all repairs and replacements necessary to maintain
and preserve the Premises except as to those items set forth in Subsection 6.03 Maintenance
by City. Licensee shall further maintain and preserve the Premises in a decent, safe, healthy,
and sanitary condition satisfactory to City and in compliance with all applicable laws.
Licensee shall provide a non-permeable mat to control spillage originating from the
coffee cart. Licensee shall provide a trash receptacle, to be emptied in the on-site City provided
trash bin. Licensee shall provide a recycling receptacle, to be emptied in the on-site City
provided recycling bin. Licensee shall provide, at his/her expense, a lock for any coffee cart and
supplies storage unit and provide City with a duplicate key to the lock.
Licensee shall ensure any employee(s) operating the cart maintain a clean and
professional appearance appropriate for the location. Examples of preferred attire would
include chino pants or shorts, clean jeans, and polo style shirts. Examples of unacceptable
attire would include excessively worn or stained clothing or torn jeans.
In the event that the Premises are not in a decent, safe, healthy, and sanitary condition, City
shall have the right, upon written notice to Licensee, to have any necessary maintenance work
done at the expense of Licensee, and Licensee shall promptly pay any and all costs incurred by
City in having such necessary maintenance work done, in order to keep said Premises in a
decent, safe, healthy, and sanitary condition. Licensee shall make payment no later than thirty
(30} days after written notice from the City. Further, if at any time City determines that said
Premises are not in a decent, safe, healthy, and sanitary condition, City may at its sole option,
upon written notice, require Licensee to file with City a faithful performance bond to assure
prompt correction of any condition which is not decent, safe, healthy, and sanitary. Said bond
shall be in an amount adequate in the opinion of City to correct the said unsatisfactory
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condition. Licensee shall pay the cost of said bond. The rights reserved in this section shall not
create any obligations on City or increase obligations elsewhere in this Agreement imposed on
City.
6.03 Maintenance by City. City shall keep the concrete pad and utility services in good
repair. City shall provide janitorial services to the Cole Library. Should Licensee choose to
utilize the janitorial service provider contracted by City, Licensee shall reimburse City the cost
incurred by City for janitorial services to the Premises. City shall provide access to the on-site
trash bin and recycling bin.
6.04 Signs. Licensee shall not erect or display any banners, pennants, flags, posters, signs,
decorations, marquees, awnings, or similar devices or advertising, other than within the
available marquee or display cases, without the prior written consent of City. If any such
unauthorized item is found on the Premises, Licensee shall remove the item at its expense
within twenty-four (24) hours of written notice thereof by City, or City may thereupon remove
the item at Licensee's cost.
6.05 Permits & Improvements. Licensee must obtain from the City, in advance and in
writing, approval for any planned improvements, additions or alterations to the Premises. In
connection with all such alterations, additions or improvements, Licensee shall obtain the
City's written approval and provide a copy of proposed improvements, additions or alterations,
and a copy of the work scope and proposal from any contractor, subcontractor or vendor, who
Licensee desires to contract with to perform work on the Premises. Improvements, additions or
alterations desired by Licensee shall not be an expense to the City. Licensee shall obtain any
and all necessary health permits, building permits and approvals for any desired improvements
or alterations and shall deliver to the City a copy of the same prior to commencement of
improvements to the Premises.
6.06 Taxes. Licensee shall pay, before delinquency, all taxes, assessments, and fees assessed
or levied upon licensee or the Premises, including, any buildings, structures, machines,
equipment, appliances, or other improvements or property of any nature whatsoever erected,
installed, or maintained by licensee or levied by reason of the business or other Licensee
activities related to the Premises, including any licenses or permits.
6.07 Notices. All notices, demands, requests, consents or other communications which this
Agreement contemplates or authorizes, or requires or permits either party to give to the other,
shall be in writing and shall be personally delivered or mailed to the respective party as follows:
To CITY:
City of Carlsbad
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Real Estate Manager
1200 Carlsbad Village drive
Carlsbad, CA 92008
To LICENSEE:
Kayla Robitaille, dba Luna Bee
1604 Arabian Way
Oceanside, CA 92057
Attn: Kayla Robitaille
Either party may change its address by notice to the other party as provided herein.
Communications shall be deemed to have been given and received on the first to occur
of (i) actual receipt at the offices of the party to whom the communication is to be sent, as
designated above, or (ii) three working days following the deposit in the United States Mail of
registered or certified mail, postage prepaid, return receipt requested, addressed to the offices
of the party to whom the communication is to be sent, as designated above.
6.08 City Approval. The City Manager shall be the City's authorized representative in the
interpretation and enforcement of all services performed in connection with this Agreement.
The City Manager may delegate authority in connection with this Agreement to the City
Manager's designee(s). For the purposes of directing Licensee in accordance with this
Agreement, which does not result in a change to this Agreement, the City Manager delegates
authority to the Real Estate Manager of the City Manager's Office.
6.09 Entire Agreement. This Agreement comprises the entire integrated understanding
between City and Licensee concerning the use and occupation of the Premises and supersedes
all prior negotiations, representations, or agreements. Each party has relied on its own
examination of the Premises, advice from its own attorneys, and the warranties,
representations, and covenants of the Agreement itself.
The interpretation, validity and enforcement of the Agreement shall be governed by
and construed under the laws of the State of California. The Agreement does not limit any
other rights or remedies available to City.
The Licensee shall be responsible for complying with all Local, State, and Federal laws
whether or not said laws are expressly stated or referred to herein.
Should any provision herein be found or deemed to be invalid, the Agreement shall be
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construed as not containing such provision, and all other provisions which are otherwise lawful
shall remain in full force and effect, and to this end the provisions of this Agreement are
severable.
This Agreement shall inure to the benefit of and be binding upon the parties hereto and
their respective successors and assigns.
6.10 Agreement Modification. This Agreement may not be modified orally or in any manner
other than by an Agreement in writing signed by the parties hereto.
6.11 Assignment and Subletting-No Encumbrance. This Agreement and any portion thereof
shall not be assigned, transferred, or sublet, nor shall any of the Licensee's duties be delegated,
without the express written consent of City. Any attempt to assign or delegate this Agreement
without the express written consent of City shall be void and of no force or effect. The consent
by City to one assignment, transfer, sublease, or delegation shall not be deemed to be consent
to any subsequent assignment, transfer, sublease, or delegation.
6.12 Other Regulations. All use of the Premises under this Agreement shall be in accordance
with the laws of the United States of America, the State of California and in accordance with all
applicative rules and regulations and ordinances of the City of Carlsbad now in force, or
hereinafter prescribed or promulgated by resolution or ordinance or by State or Federal law.
6.13 Interest on Past Due Obligations. Any and all amounts not paid to City when due, shall
bear interest, compounded monthly from the date due until paid at the rate of ten percent
(10%). Payment of such interest shall not excuse or cure any default by Licensee under this
Agreement and shall not affect any rights and remedies provided to City in this Agreement or at
law or in equity, all of which shall be cumulative. Notwithstanding the foregoing, the City
Manager of the City of Carlsbad shall have the right, in its sole discretion, to waive for good cause
any interest payment upon written application of Licensee for any such delinquency period.
SECTION 7: SPECIAL PROVISIONS
7.01 Standards of Operation. Licensee agrees that it shall operate and manage the services
and facilities offered upon or from the Premises in a first class manner and comparable to
other similar facilities within San Diego County and Southern California areas which provide like
products and services.
7.02 Licensee's Employees. Licensee shall provide an experienced and well qualified "on-
site" supervisor to oversee all operations conducted by Licensee on the Premises. Licensee
shall ensure that its employees shall at all times conduct themselves in a creditable manner,
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and they shall conform to all rules, regulations and requirements, as well as all rules and
regulations as hereafter may be promulgated, or put into operation by the City, provided that
such rules, regulations and requirements are not in conflict with the terms of this Agreement.
Licensee shall maintain a staff in adequate size and number, to City's reasonable satisfaction,
to effectively operate, maintain and administer all services offered and facilities located on the
Premises.
7.03 Hazardous Substances. No goods, merchandise or material shall be kept, stored or sold
in or on the Premises which are in any way explosive or hazardous, except that ordinary
business materials that may be classified as hazardous may be kept in or on the Premises if
such materials are stored and disposed of in accordance with all applicable laws; and no
offensive or dangerous trade, business or occupation shall be carried on therein or thereon,
and nothing shall be done on said Premises, which will cause an increase in the rate of or cause
a suspension or cancellation of the insurance upon the demised Premises or other premises
and the improvements thereon; provided, however, that if anything done by Licensee causes
an increase in the rate of insurance on the Premises, Licensee may, at its option, pay such
increase and Licensee shall not thereafter be considered in default under this Agreement.
No machinery or apparatus shall be used or operated on or about the Premises which
will in any way injure the Premises or improvements thereon, or adjacent or other Premises, or
improvements thereon, or to persons; provided, however, that nothing contained in this
section shall preclude Licensee from bringing, keeping or using on or about the Premises such
materials, supplies, equipment and machinery as are appropriate or customary in carrying on
its said business, or from carrying on its business in all usual respects.
Open flame welding or burning, gasoline, or other fuel storage is expressly prohibited without
prior written consent of the City.
7.04 Merchandise and Equipment. City retains the right to require the Licensee to
discontinue the sale or use of those items that are of a quality unacceptable to the City.
7.05 Alcoholic Beverages. Notwithstanding anything to the contrary, the sale of liquor, beer,
or any other alcoholic beverages on the Premises is expressly prohibited. Exceptions to this
restriction may be allowed through the special event permit process, as approved by the City.
7.06 Continued Occupancy. Licensee covenants and agrees to, and it is the intent of this
Agreement that the Licensee shall, continuously and uninterruptedly during the term of the
Agreement, occupy and use the Premises for the purposes hereinabove specified, except while
Premises are untenantable by reason of fire, flood, or other unavoidable casualty, and, in that
event, City shall be promptly notified by Licensee.
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7.07 Community Use of the Premises. Licensee acknowledges that the paramount use of
Premises is for public services and civic activities. The City reserves the right to schedule and
use the Premises for community purposes and other City sponsored activities. City agrees to
coordinate such use of the Premises with Licensee so as not to conflict with Licensee's
programs and activities.
REMAINDER OF PAGE BLANK
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EXHIBITS
Exhibit "A". Property
Exhibit "B". Premises
Exhibit "C". Commencement Date Memorandum
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EXHIBIT "C"
COMMENCEMENT DATE MEMORANDUM
This Commencement Date Memorandum, dated as of 1f!(;o..rC'6 Z.Y , 2016 is
executed between the City of Carlsbad, a municipal corporation ("CITY") and Kayla
Robitaille, dba Luna Bee, a sole proprietor ("Licensee").
RECITALS
WHEREAS, City and Licensee have entered into that certain License Agreement
("Agreement") dated ~ 7:z. .. , 2016 for premises at the Cole Library in the City of
Carlsbad, County of San Diego, State of California; and
WHEREAS, pursuant to the terms of the Agreement the parties are to execute a
memorandum to confirm the commencement date of the Agreement.
NOW, THEREFORE, in consideration of the conditions and covenants contained
herein, the parties hereto mutually agree as follows:
1. The City and Licensee agree that the commencement date of the Agreement is
1-11~ Vi"'~... , 2016 and the termination date is 111~ 2.1..1k-, 2018.
IN WITNESS WHEREOF, the parties hereto for themselves, their heirs, executors,
administrators, successors and assigns do hereby agree to the above, as of the day and
year first written above.
"CITY"
City of Carlsbad, a municipal corporation
By:~' Kathr)fnVB~ for
Title: City Manager
"Licensee"
Kayla Robitaille,
dba Luna Bee
By: h::§ALU~
Name: \<...to. '1 '-\4 K c::.~ \T¥\ \ \.... LE.
Title: CWV\..E.?-