HomeMy WebLinkAbout2016-07-12; City Council; Resolution 2016-1421 RESOLUTION NO. 2016-142
2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
3
CALIFORNIA, RATIFYING THE CITY MANAGER'S EXECUTION OF THE
FIRST AMENDMENT TO THE LEASE AGREEMENT WITH NEW
4 VILLAGE ARTS TO OPERATE A THEATER AND ARTS INCUBATOR AT
2787 STATE STREET
5
6 WHEREAS,the city council has determined it is in the best interest of the city to grant
7
the first one-year extension contained within the Lease Agreement with New Village Arts for
8
city-owned property located at 2787 State Street; and
9
10 WHEREAS,the extension of this lease will further the goals and objectives of the Arts
11 Element of the City of Carlsbad's General Plan,specifically objectives which promote
12 permanent facilities for exhibition, performance, rehearsal, discussion, or teaching of visual and
13 performing arts and cultural endeavors,and which encourages residents and visitors to
14
practice, participate, and observe artistic and cultural activities; and
15
WHEREAS,the initial term of the Lease Agreement expired on June 30, 2016; and
16
17 WHEREAS,the parties were not able to agree on the terms of the First Amendment to.
18 the Lease Agreement in time for the June 27 City Council meeting, but have now agreed on the
19 terms; and
20 WHEREAS,the City Manager executed the First Amendment to the Lease Agreement on
21
or before June 30, 2016 to avoid termination of the Lease Agreement; and
22
WHEREAS,the First Amendment to the Lease Agreement with New Village Arts modifies
23
24 the terms of the Lease Agreement to:(1) include an additional rent payment of $0.50 per ticket
25 sold to assist in covering Lessor's costs to maintain, repair, or improve the Premises, if any; and
26 (2) include provisions regarding payment of prevailing wage for tenant improvements.
27
28
1 NOW,THEREFORE,BE IT RESOLVED by the City Council of the City of Carlsbad,
2 California,as follows that:
3
1.The above recitations are true and correct.
4
2.The City Manager's execution of the First Amendment to the Lease Agreement
5
6 with New Village Arts, attached hereto as Exhibit A,is ratified.
7 3.The City Manager is delegated authority to extend the Lease Agreement for one
8 additional year following the expiration of the First Amendment.
9 PASSED,APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City
10
of Carlsbad on the 12th of July, 2016, by the following vote to wit:
11
12
13 AYES:Hall, Wood, Schumacher, Blackburn, Packard.
14 NOES:None.
15 ABSENT:None.
16
q7
17
18 MA HALL,Mayor
19
20 AI I ALI y-
LAIIB ='A ENGLESON, City erk
21
(SEAL)
22 v.s BA°........
23 z 0..')
24 ......\„,••
25
26
27
28
FIRST AMENDMENT TO LEASE AGREEMENT
This First Amendment to Lease Agreement ("First Amendment")is effective as of July 1,2016 (the
"Effective Date"), by and between the City of Carlsbad,a municipal corporation of the State of California ("Lessor" or
"City")) and New Village Arts,a California tax exempt non-profit public benefit corporation organized under Section
501(c)(3)of the U.S.Internal Revenue Code ("Lessee")(collectively,"Parties"), for the property located at 2787
State Street, California, 92008.
RECITALS
WHEREAS,the Parties entered into that certain Lease Agreement, dated July 1,2013 ("Agreement"), for the
property located at 2787 State Street, Carlsbad, California ("Premises") consisting of approximately 9,400 square
feet of commercial building space;
WHEREAS,the renewal of this lease will further the goals and objectives of the Arts Element of the City's
General Plan, specifically objectives B.1 which promote permanent facilities for exhibition, performance, rehearsal,
discussion, or teaching of visual and performing arts and cultural endeavors, and objective B.3 which encourages
residents and visitors to practice, participate, attend and observe artistic and cultural activities;
WHEREAS,the Lessee operates the premises as a performing arts facility,including without limitation,
theater and musical performances,rehearsal,discussions and teaching performing arts within 6,300 square feet
and an arts incubator fronting State Street within the remaining 3,100 square feet;
WHEREAS,the Parties desire to extend the term of the Agreement for an additional one (1) year period,
ending on June 30, 2017; and
WHEREAS,the Parties desire to modify the terms of the Agreement to:(1)include an additional rent
payment of $0.50 per ticket sold to assist in covering Lessor's costs to maintain, repair, or improve the Premises, if
any; and (2) include provisions regarding payment of prevailing wage for tenant improvements.
NOW, THEREFORE,in consideration of the covenants and conditions contained herein, the parties hereto
agree as follows:
TERM: The term of this First Amendment shall be for a period of one (1) year commencing on July 1,2016,
and ending on June 30, 2017.Lessee shall be entitled to conduct business prior to commencement date.
Upon the expiration of this First Amendment,Lessee may request and Lessor may grant,at its sole
discretion and option, the renegotiation of lease terms. At Lessor's sole discretion, Lessee may extend the
initial Lease Term for one (1)additional one (1) year period,upon the same terms and conditions stated
herein.Lessor will only consider a request for extension if Lessee has complied with all terms and
conditions of the Agreement and Lessee submits a written request for the extension at least ninety (90)
days prior to the expiration of this First Amendment.
1.Section 2. RENT is amended by adding the following language:
(d)Lessee agrees to pay Lessor Fifty Cents ($0.50) per ticket ("ticket surcharge") on all ticket sales starting
July 1,2016.The ticket surcharge shall be applied to single tickets, which shall include general admission
tickets,senior/student/military discount tickets,tickets with discount codes,and group sales tickets.
Should Lessor grant an extension of the Agreement to commence on July 1,2017,Lessee shall pay Lessor
Seventy-Five Cents ($0.75)per ticket on all ticket sales starting July 1,2017.Ticket surcharge payments
1
shall be due to city quarterly, and payable by Lessee in arrears on or before the tenth (10th) day of receipt
of the completed financials for the quarter, but not later than forty-five (45) days from the month following
the quarter for which the ticket surcharge was collected.Ticket surcharge is not to be applied to
complimentary tickets or vouchers, "pay-what-you -can" tickets, or season passes.
2.Section 19. MAINTENANCE AND REPAIR is amended by adding the following language:
Lessee acknowledges and agrees that:
(a) any construction,alteration,demolition,installation or repair work performed under the Agreement
constitutes "public work"under California Prevailing Wage Law,including Labor Code sections 1720
through 1815, et seq. (the "PWL"), and will obligate Lessee to cause such work to be performed as a "public
work,"including,but not limited to,the payment of applicable prevailing wages to the all persons or
entities subject to the PWL,subject to all applicable exceptions related to the use of volunteer labor
pursuant to California Labor Code section 1720.4 and all other applicable statutory and case law
exceptions;
(b)Lessee shall cause all persons and/or entities performing "public work" under the Agreement to comply
with all applicable provisions of the PWL, subject to all applicable exceptions related to the use of volunteer
labor pursuant to California Labor Code section 1720.4 and all other applicable statutory and case law
exceptions;
(c)Lessor is not responsible for Lessee's failure to comply with any applicable provisions of the PWL;
(d)Lessee's violations of the PWL shall constitute an event of default under the Agreement; and,
(e)Lessee shall defend and indemnify Lessor and its officers, employees, council members and agents from
and against any and all claims,assessments,back-wages,penalties,change orders,suits,liability,
judgments,damages,proceedings,orders,directives,costs,including reasonable attorneys'fees,arising
from or relating to any actual or alleged violations of the PWL,or other application of laws,ordinances or
regulations,by any person or entity,including but not limited to Lessee,performing construction,
alteration, demolition, installation, repair and/or any other type of work contemplated under Agreement.
3.All other terms, conditions,covenants and provisions of the Agreement shall remain in full force and
effect.In the event of any conflict between the terms of the Agreement and this First Amendment, the terms of
this First Amendment shall control.
4.The individuals executing this First Amendment each represent and warrant that they have the legal power,
right, and actual authority to bind Lessee to the terms and conditions of this First Amendment.
[Signatures on Page 3]
2
"LESSOR"
CITY OF CARLSBAD
APPROVED AS TO FORM:
By:/7 By:
-
City Man.for ti./City Attorney
"LESSEE"
NEW VII).AGE ARTS
By:By:
Name:Mil Name:Al.(-1C.6664104^0%"---
Title:(-&Ai S LT*(1b4tIe:AkC44-4*
-5
Date:(ji I C9 Date:6/Zi/ao
NOTARY ACKNOWLEDGEMENT OF LESSEE'S SIGNATURE(S) MUST BE ATTACHED
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of ,Sr.....taox.)
On i2.c1 /go before me,1 K.)06-At-L.)R3 L.
Date Here Insert Name and Title of the Officer
personally appeared ksiy-Kor 004-4.-1/40.-.
Name(s)of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)id/are
subscribed to the within instrument and acknowlOged to me that 11.Wsl*they executed the same in
hg/hFt/their authorized capacity(ies), and that by hig/96r/their signature(s) on the instrument the person(s),or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph
is true and correct.
CURTIS MYLES JACKSON WITNESS my hand : nd official seal.VS IN
VOW.Commission N 1999593';'4 •Notary Public -California
"v San Digo Cunt/Signatur-
Comm.E tist 1, 2016 er -
Signe.re //otary Public
Place Notary Seal Above
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title or Type of Document:Document it e:
Number of Pages:Signer(s)Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:-'• ner's Name:0 Corporate Officer —Title(s):D Corporate Officer —Title(s):
D Partner —D Limited D General 0 Partner — Limited 0 General0Individual0Attorney in D Individual E Attorney in Fact
D Trustee Gu.••or Conservator 0 Trustee Guardian or Conservator
El Other:0 Other:
Signer Is •-enting:Signer Is Representing:
02014 National Notary Association •www.NationalNotary.org •1 -800-US NOTARY (1 -800-876-6827)Item #5907