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ECONOMIC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
FROM:
Gary Van Osdel
Executive Director
THEATRICAL ARTS INTERNATIONAL
- AMENDMENT NO.2 TO THE
OPERATION AND MANAGEMENT
AGREEMENT FOR THE CALIFORNIA
THEATER
SUBJECT:
DATE:
May 16, 2003
ORIGINAL
SvnoDsis of Previons Commission/Conncil/Committee Action!s):
On May 8, 2003, Redevelopment Committee Members Anderson, Suarez and Estrada unanimously voted to recommend
that the Community Development Commission consider this action for approval.
Recommended Motion!s):
(Communitv DeveloDment Commission)
MOTION:
A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF
SAN BERNARDINO APPROVING AMENDMENT NO. 2 TO OPERATION AND
MAINTENANCE AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF
THE CITY OF SAN BERNARDINO AND THEATRJCAL ARTS INTERNATIONAL
Contact Person(s):
Gary Van Osdel
Phone:
(909) 663-i 044
Project Area(s)
N/A
Ward(s):
ist
Supporting Data Attached: 0 Staff Report 0 Resolution(s) 0 Agreemcnt(s)/Contract(s) 0 Map(s) 0 Letters
FUNDING REQUIREMENTS Amount: $
~ kt!''"^"~''"
Gary Va sdel, Executive Di ector
N/A
N/A
N/A
Source:
SiGNATURE:
Commission/Council Notes:
'I2.e.--so .jJoCi)~1 'U::f:J'6- <\
P:\Clcrical Services Dept\Margaret ?arkeMgenda\CDC 2003\03-06-02 Theatrical Arts Amendment No.2 CDC Hem.lIoc
COMMISSION MEETING AGENDA
Meeting Date: 06/02/2003
Agenda Item Number: R.. 2"1
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
Theatrical Arts International- Amendment No.2 to the
Operation and Manal!ement Al!reement for the California Theater
BACKGROUND:
On September 21, 1992, the Community Development Commission took action to appoint the Mayor
and Common Council as the Board of Directors for the non-profit (50Ic(3)) San Bernardino
Downtown Main Street, Inc.
San Bernardino Downtown Main Street, Inc. has owned the liquor license and operated the bar at the
California Theater (the "Theater") since 1994.
In April 2000, the Redevelopment Agency entered into an Operation and Management Agreement
(the "Agreement") with Theatrical Arts International (TAl) to manage the Theater. TAl has provided
excellent service as manager of the Theater and has proven its dedication to the Theater and the
community. TAl has also demonstrated its extraordinary knowledge of theater operation.
CURRENT ISSUE:
It is the desire of the Agency to remove the names of Agency Staff and City elected officials from the
liquor license. The Theater bar is a convenience for its patrons and is important for the Theater to
remain competitive in the marketplace. Therefore, Staff is recommending that the Agency sell the
liquor license to TAl for $500.00. TAl will own the license and operate the bar on behalf of the
Theater. In the event that TAl no longer manages the Theater, it agrees to sell the license back to the
Agency for the same $500.00 purchase price. TAl will take all of the responsibility and liability of
the liquor license, will purchase all of the inventory and supplies for the bar, and will pay all bar staff.
TAl will pay the Agency 25% of gross sales from the bar proceeds.
In order to maintain the positive momentum and continue the improved operations of the Theater,
Staff is requesting approval of Amendment No.2 to the Agreement between the Agency and TAL
The Amendment will allow TAl to own the liquor license and operate the bar at the California
Theater.
ENVIRONMENTAL IMPACT:
None.
P:\Clerical Services Dcpt\Margarct Parker\Agenda\CDC 2003\03-06-02 Theatrical Art, Amendment No.2 CDC Item.doc
COMMISSION MEETING AGENDA
Meeting Date: 06/02/2003
Agenda Item Number:
,
J
CC(Q)[P1{
RESOLUTION NO.
A RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO
APPROVING AMENDMENT NO.2 TO OPERATION AND
MANAGEMENT AGREEMENT BY AND BETWEEN
REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND THEATRICAL ARTS INTERNATIONAL
2
4
5
6
7 WHEREAS, the Community Development Commission of the City of San
8 Bcmardino (the "Commission") is the goveming body ofthe Redevelopment Agency of the City of
9 San Bemardino (the "Agency"), a public body corporate and politic, organized and existing pursuant
10 to the Community Redevelopment Law (Califomia Health and Safety Code Section 33000, et ~.);
11 and
12
13 WHEREAS, the Agency and Theatrical Arts Intemational, a California corporation
14 ("TAl") are parties to that certain Operation and Management Agreement dated as of May 1,2000
15 and subsequently amended by Amendment No.1 (the "Agreement"), pursuant to which TAl is to
16 provide operating and management services to assist the Agency with the operation ofthe Califomia
17 Theatre of the Performing Arts (the "Theatre"); and
18
19 WHEREAS, at this time certain further amendments to the Agreement are necessary
20 and appropriate.
21
22 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION
23 ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
24 BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS
25
26
Section 1.
The Commission hereby approves Amendment NO.2 to the Agreement
27 attached hereto as Exhibit "A".
28
SB2llUJ-!42lJ,1
Section 2. The Executive Director is hereby authorized and directed to execute
2 Amendment No.2 on behalf of the Agency, with such technical and conforming changes as may be
3 approved by the Executive Director and Agency Special Counsel. The Executive Director of the
4 Agency or such other designated representative of the Agency is further authorized to do any and
5 all things and take any and all actions as may be deemed necessary or advisable to effectuate the
6 purposes of Amendment No.2.
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S82U03:4-t291 2
1 A RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY
OF SAN BERNARDINO APPROVING AMENDMENT NO. 2 TO DISPOSITION AND
2 DEVELOPMENTAGREEMENTBYANDBETWEENREDEVELOPMENTAGENCYOF
THE CITY OF SAN BERNARDINO AND THEATRICAL ARTS INTERNATIONAL
3
4
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This Resolution shall become effective immediately upon its adoption.
Section 3:
1 HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
Development Commission of the City of San Bernardino at a
meeting thereof,
7
held on the _ day of
8
9 COMMISSION MEMBERS:
10 ESTRADA
11 LONGVILLE
12 McGINNIS
13 DERRY
14 SUAREZ
15 ANDERSON
16 MCCAMMACK
17
, 2003, by the following vote to wit:
AYES
NAYS ABSTAIN ABSENT
18
19
Secretary
The foregoing Resolution is hereby approved this _ day of
,2003.
20
21
JUDITH VALLES, Chairperson
Community Development Commission
of the City of San Bernardino
22
23 Approved as to form and
legal conteflt: .
24 !
25
~y:
26 Agency Couns
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-3-
I
EXHIBIT "A"
AMENDMENT NO.2
TO
OPERA nON AND MANAGEMENT AGREEMENT
(Theatrical Arts International)
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10
II
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4
AMENDMENT NO.2 TO
OPERATION AND MANAGEMENT AGREEMENT
(Theatrical Arts Intemational)
THIS AMENDMENT NO.2 is entered into as of the day of , 2003, by and
bctween the Redevelopment Agency of the City of San Bemardino (the "Agency") and Theatrical
Arts Intemational, a Califomia corporation ("TAl").
WHEREAS, the Agency and TAl entered into that certain Operation and Management
Agreement as of May 1,2000, pursuant to which TAl agreed to provide operating and management
services to assist the Agency with the operation of the Califomia Theatre of the Perfomling Arts
("Theatre");
WHEREAS, the Operation and Management Agreement as of May I, 2000, was
subsequently amended by Amendment No. I (as so amended, the "Agreement"); and
WHEREAS, at this time certain further amendments to the Agreement are necessary and
appropriate.
NOW, THEREFORE, in consideration of the premises and such other good and valuable
consideration, receipt of which is hereby acknowledged by the parties, the parties hereto agree as
follows:
Section 1. Except as hereby amended, the Agreement is in all respects ratified and
confirmed and all of the temls, provisions and conditions thereof shall be and remain in full force
and effect.
Section 2. Except as otherwise provided herein, all terms not otherwise defined in this
Amendment NO.2 shall have the same meanings in this Amendment NO.2 as those terms are given
in the Agreement.
Section 3.
to read as follows:
The first paragraph of Section 2 of the Agreement is amended in its entirety
"TAl shall supervise all aspects of the Theatre's management
and will provide operating and management services that
include physical operation of thc Theatre, booking of rentals,
collection of rent, development of new business opportunities
and assistance in developing approaches to capital
expenditures. TAl shall provide the following specific
services to the extent required or detemlined by the Executive
Director of the Agency ("Director") or his or her designee
from time to time."
582003 :4253_1
Section 4.
Section 5.
Section 6.
follows:
Section 7.
follows:
S82003:4253I
Section 2(b) of the Agreement is amended in its entirety to read as follows:
"(b) In connection with the booking of each event in
the Theatre for which rent is to be charged, TAL shall
shall fill out and complete the standard Agency rental
contract, shall obtain the signature thereon of the
entity booking the Theatre and shall deliver said
rental contract to the Director or his or her designee
for execution on behalf of the Agency. All rental
income shall be paid to the Agency."
Section 2(1) of the Agreement is hereby deleted in its entirety.
Section 4(c) of the Agreement is hereby amended in its entirety to read as
(c) "TAL shall not bill the Agency separately for any
services provided by its officers or other
representatives ofT AI as such services are included in
the management fee. Costs of any direct theater
personnel (i.e., the box office manager and cleaning
staff including costs for payroll and pertinent benefits)
shall be charged to the Operating Budget described in
Section 6. Costs for ushers, security guards, stage
manager, equipment rental, etc. that are reimbursed by
Theatre's renters shall be initially paid by TAL TAL
shall, upon payment of costs for ushers, security
guards, stage manager, equipment rental, etc., submit
to the Agency an invoice indicating the amount paid
and the Agency shall, within thirty (30) days
following the receipt of any such invoice, pay to TAL
the amount shown on the invoice. For all items
discussed in the preceding sentence, with respect to
rentals of the Theatre by TAL, whether for a rental fee
or without a rental fee as pemlitted by this
Agreement, the costs of such items shall be paid by
TAL without any payment or reimbursement
obligation by the Agency to TAL"
Section 6 of the Agreement is hereby amended in its entirety to read as
"Operating Budget. Ninety days prior to the end of
each fiscal year TAL, in consultation with the
Director or his or her designee, shall develop a budget
2
Section 8.
follows:
SB2003:4253.1
for inclusion in the Agency's budget to be approved
by the Community Development Commission. Such
approved budget shall be the following fiscal year's
Operating Budget."
A new Section 8 is hereby added to the Agreement to read in its entirety as
"8. Sale of Alcoholic Beverages and Concessions.
To accommodate patrons of the Theater, TAl shall
conduct sales of alcoholic beverages and concessions
to patrons in the course of events at the Theater. TAl
shall, as soon as practicable following execution of
this Amendment No.2, purchase from San
Bernardino Downtown Main Street, Inc., a California
corporation ("Main Street") Alcoholic Beverage
Control license number 299266 (the "Theater ABC
License"), currently held by Main Street. The Agency
shall take such actions as may be reasonably
necessary to cause Main Street to sell to TAl the
Theater ABC License. The Theater ABC License
shall be purchased by TAl through an escrow to be
established with an escrow company accustomed to
handling the sale of Alcoholic Beverage Control
licenses and reasonably agreeable to Main Street and
TAL The purchase price of the Theater ABC License
shall be Five Hundred Dollars ($500.00). TAl hereby
agrees that, upon termination of this Agreement, it
shall transfer the Theater ABC License, for a purchase
price of $500, to the entity assuming operation and
management responsibilities for the Theatre, if such
entity is other than TAl, or to such other entity as may
otherwise be directed by the Agency.
'TAl shall pay to the Agency twenty five percent
(25%) of the gross income generated by sales of
alcoholic beverages and concessions. TAl shall retain
the remainder of gross income generated by sales of
alcoholic beverages and concessions. TAl shall
submit to the Agency quarterly (i) the amount owed to
the Agency pursuant to this Section 8 and (ii) an
accounting of sales of alcoholic beverages and
conceSSiOns for the preceding quarter. TAl shall
3
submit to the Agency annually an audited accounting
of sales of alcoholic beverages for the preceding year.
TAl shall not allow any other party to sell alcoholic
beverages and concessions at the Theater without the
express written consent of the Agency, which consent
may be granted or withheld by the Agency at its sole
discretion. TAl shall not apply for nor hold any other
license for the sale of alcoholic beverages at the
Theater during the term of this Agreement.
Section 9. Sections 8, 9 and 10 ofthe Agreement shall be renumbered as Sections 9, 10
and 11, respectively, and the subsections of each such Section shall be renumbered accordingly.
Section 10.
to read as follows:
Section 10. I (to be renumbered Section 11.1) shall be amended in its entirety
"Any and all notices required or permitted to be given
hereunder shall be in writing and shall be personally
delivered or mailed by certified or registered mail,
return receipt requested, postage prepaid, to the
respective parties at the addresses indicated below:
"If to Agency:
Redevelopment Agency of the
City of San Bernardino
201 North "E" Street, Suite 300
San Bernardino, California 92401-1507
Attn: Executive Director
"If to TAl:
Theatrical Arts International
P. O. Box 270
San Bernardino, California 92402-0270
"Any party may change its address by a notice given
to the other party in the manner set forth above. Any
notice given personally shall be deemed to have been
given upon service and any notice given by certified
or registered mail shall be deemed to have been given
on the fifth (5th) business day after such notice is
mailed."
Section Ii. This Amendment No.2 may be executed in counterparts, each of which shall
be an original, and all of which shall constitute but one and the same instrument.
S8~(i()J";2.'i} I
4
IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment No.2 as
of the date first above written.
REDEVELOPMENT AGENCY OF THE CITY
OF SAN BERNARDINO
By:
Executi ve Director
ATTEST:
Agency Secretary
ED AS TO FORM AND
CONTENT:
THEA TRICAL ARTS INTERNA TIONAL, a
California corporation
By:
Joseph Henson
By:
Allen Evenson
5
. '
CITY OF SAN BERNARDINO
Interoffice Memorandum
CITY CLERK'S OFFICE
Records and Information Management (RIM) Program
DATE:
June 6, 2003
TO:
Margaret Parker, Secretary
FROM:
Michelle Taylor, Senior Secretary
RE:
Resolution CDC/2003-21
At the Mayor and Common Council meeting of June 2, 2003, the City of San Bernardino
adopted Resolution CDC/2003-21 - Resolution approving Amendment No. 2 to operation and
management agreement by and between the Redevelopment Agency and Theatrical Arts
International.
Please obtain all signatures and return the original agreement to the City Clerk's Office. If you
have any questions, please do not hesitate to contact me at ext 3206, Thank you.
Michelle Taylor
Senior Secretary
I hereby acknowledge receipt of this memorandum,
Signed:
)
71 b lcv/;,pf kri{~'
) .J
71L /I.f /2;<{'o S
! I
Please sign and return
Date:
ECONOMIC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
INTER-OFFICE MEMORANDUM
FROM:
Michelle Tay]or, Senior Secretary
)
1\\ Margaret Parker, Secretary
TO:
SUBJECT:
Executed Agreement
DATE:
June ]2,2003
Enclosed is the fully executed Agreement pertaining to the following resolution:
CDC/2003-2] - Amendment No.2 to Operation and Management Agreement
(Theatric a] Arts Internationa])
Thank you,
Margaret
Enc]osure
.
** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT **
RESOLUTION AGENDA ITEM TRACKING FORM
Meeting Date (Date Adopted): (,~ 2;-c~ Item # ~ZA
Vote: Ayes 1- f) Nays .e
Resolution #
Abstain -er
C:OC/7(Yi3-c? I
Absent~
.-
Change to motion to amend original documents:
Reso. # On Attachments: L Contract term: -
Note on Resolution of Attachment stored separately: ~
Direct City Clerk to (circle I): PUBLISH, POST, RECORD W/COUNTY
Null/Void After: -
By: -
Date Se~;io Mayor: Co -.1\ -03
Date of Mayor's Signature: "'^ - '\- . 03
Reso. Log Updated:
Seal Impressed:
,,-
Date of Clerk/CDC Signature:
(", - 5'o_~
Date Memo/Letter Sent for Signature:
60 Day Reminder Letter Sent on 30th day:
90 Day Reminder Letter Sent on 45th day:
&,c-( ,'-',
See Attached: ._- Date Returned: 'f" l L -0 ':l.,
See Attached:
See Attached:
Request for Council Action & Staff Report Attached: Yes /
Updated Prior Resolutions (Other Than Below): Yes
Updated CITY Personnel Folders (6413, 6429, 6433, 10584, 10585, 12634): Yes
Updated CDC Personnel Folders (5557): Yes
Updated Traffic Folders (3985,8234,655,92.389): Yes
No
No ./
No i/'
BYf
By
By
No ./ By
-y r--
No~ y_
Copies Distributed to:
City Attorney
Parks & Rec.
Code Compliance Dev. Services EDA / Finance
Police Public Services Water Others:
MIS
Notes:
BEFORE FILING, REVIEW FORM TO ENSURE ANY NOTATIONS MADE HERE ARE TRANSFERRED TO THE
YEARLY RESOLUTION CHRONOLOGICAL LOG FOR FUTURE REFERENCE (Contract Term, etc,)
Ready to File: _
Date:
Revised 01/12/01