HomeMy WebLinkAboutKulchin, Ann & Steve, and Saldana, Leslie ("Kulchin Family"); 2022-07-14;Attachment A
HONORARY NAMING RIGHTS AGREEMENT BETWEEN
THE CITY OF CARLSBAD AND ANN KULCHIN, STEVE KULCHIN AND LESLIE SALDANA
T IS HONORARY NAMING AGREEMENT ("Agreement") is made and entered into as of
the i'Y'--day of __ ___.....~~---' 2022 ("Effective Date"), by and between
the CITY F CARLSBAD, a municipal corp ration, ("City"), and Ann Kulchin, Steve Kulchin and
Leslie Saldana ("Kulchin Family").
RECITALS
The City of Carlsbad Council Policy No. 48 provides an opportunity to name parks,
municipal facilities and amenities within those facilities, including a procedure and criteria.
The City desires to offer naming rights specific to designated areas of the Carlsbad City
Library as authorized by the Carlsbad City Council on July 12, 2022.
The City owns all the intellectual property rights associated with the naming of all or
designated areas within any City park and municipal facility, including the Carlsbad City Library,
located at 1775 Dove Lane, Carlsbad, CA ("Dove Library").
The Kulchin Family has proposed the honorary naming of the courtyard area of the Dove
Library authorized by Carlsbad City Council for naming rights.
On July 12, 2022 the Carlsbad City Council reviewed the proposal and found it consistent
with the criteria identified in Council Policy No. 48.
The City and Kulchin Family now wish to name the area, designated as the Dove Library
courtyard, the "Ann Kulchin Courtyard."
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, City and the Kulchin Family agree as follows:
1. The above recitals are true, correct and incorporated herein.
2. Naming of City Facility
City hereby names the Dove Library courtyard, the "Ann Kulchin Courtyard" ("Naming").
The City shall install a sign in the Dove Library courtyard designating the area as the "Ann
Kulchin Courtyard" ..
3. Consent to Naming and Publicity
For purposes of publicizing the Naming, City will have the right, without charge, to
photograph the Kulchin Family and use the names, likenesses, and images of the Kulchin
Family in photographic, audiovisual, digital or any other form of medium (the Media
Materials") and to use, reproduce, distribute, exhibit, and publicize the Media Materials in
any manner and in whole or in part, including brochures, Web site posting, informational
and marketing materials, and reports and publications describing the city's development
and business activities.
4. Term of Agreement
July 12, 2022 Item #16 Page 5 of 23
The term of this naming Agreement shall commence on the Effective Date and shall continue for either: (1) the life of the building, in its current specified use as the Dove
Library or (2) the Dove Library is replaced, substantially renovated or developed for another use; whichever is earlier.
5. Termination
The City retains the exclusive right to revoke the Naming of the Dove Library Courtyard. Therefore, this Agreement may be terminated by the City for any reason upon 30 days-notice.
6. Assignment
This Agreement may not be assigned or otherwise transferred by any party hereto.
7. Modification
No change, alterations, modifications or additions to the Agreement will be effective unless it is in writing and properly signed by both parties.
8. Representatives and Notices
The City and Kulchin Family shall each designate a person who has the authority and responsibility for administering this Agreement. All notices regarding the performance or interpretation of this Agreement shall be served on such person at the following addresses:
i. City’s Representative: Library & Cultural Arts Director, 1775 Dove Land,
Carlsbad, CA 92011
ii. Steve Kulchin & Leslie Saldana: 7424 Circulo Sequoia Carlsbad 92009
9. Governing Law and Venue
The existence, validity, construction and enforcement of this Agreement shall be governed in all respects by the laws of the State of California. In the event that either party deems it
necessary to institute legal action arising from this Agreement, such action shall be instituted in the Superior Court of the State of California, County of San Diego. The parties each consent to the personal jurisdiction of such court.
10. Severability
If any term, provision, covenant or condition of this Agreement is held by a court of competitive jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated as a result of such decision.
11. Vested rights
No vested rights shall be conferred or received by the Kulchin Family, any individual or entity as a result of this agreement.
12. Entire agreement
July 12, 2022 Item #16 Page 6 of 23
his Agreement constitutes the entire Agreement and understanding between the parties relating to this Agreeme t and supersedes all prior oral and written agreement, if any, of the parties, 1n respe to this Agreement.
13.Authority
The individual executing this greement and the instruments referenced in it o behalfof the Kulchin Family each represent and warrant that they have he legal power, right andactual aut ority to bi d e Kulchin Family to he terms and conditions of his Agreement.
Kulchin family CITY LSBA . a municipal e tate of California
By: .. ,"'/,,,
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,,,,,..__ ,,,� _ __.:____.:,,.,;___ -------(sign here)
S eve Kulchin
By,
ATTEST:
,21/4 kt ,&£-fl �� � (sign here) ll'FAVIOLA MEDINA Leslie (Kulchin) Saldana ·y Ci y Clerk Service Manage
By: L) II � ,,1d�� ,tu;. (sign here)
nn Kutchin
AP ROVED AS TO FORM:
CELIA A BREWE , City Attorney
July 12, 2022 Item #16 Page 7 of 23
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