HomeMy WebLinkAbout5096 Contract Number: 5096
Vendor: BREMERTON CINEMA, LLC
Subject: Parking Lease Agreement
Department: City Clerk
File Class: LEG 12-1
Begin Date: 6/22/2012
End Date: 6/21/2018
Review Date: 1/1/2018
Vault Date:
Comments: 5 Three year lease options; Amendment No. 1 10/23/13;
lst Extension 2/1/15
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RECEIVED =• �� SEE �I I �
�' '� C I N EMAS
FEB 6 2015 ` -'°`
CITY CLERK
February 1, 2015
Shannon Corin Copy Via E-mail 2/1/2015 to:
City Clerk Shannon.Corin@ci.bremerton.wa.us
City of Bremerton
345 6th Street,Suite 600
Bremerton, WA 98337
Re: Park Avenue Plaza Parking Garage Lease Agreement
DearShannon,
Please consider this formal notice that Bremerton Cinema, LLC would like to exercise its"Option to
Extend" our lease as outlined in section 4.2 of the lease agreement.
As per section 4.1 of the lease,the "Commencement Date"for the lease was the issuance of the
certificate of occupancy for the theatre. I believe we received a temporary certificate of occupancy on
June 22, 2012 and as such this would be the "Commencement Date". In addition, I reviewed our first
billing on this lease,which was from July 31, 2012. It shows the lease term beginning on June 22, 2012.
According to section 5.4 of the lease, "Rate Increase", we are to provide you average ticket price
information for year one of the lease vs year three of the lease. We should have that information
available soon after June 21, 2015 and I will forward to you as soon as it is available.
If you have any questions or we need to have further discussion, please feel free to contact me directly
at 360.362.7665 x1001.
Thank you,
Daryn McLennan
Managing Member
SEEfilm Bremerton Cinema Bremerton Cinema, LLC �corporate office)
655 4rh Street, Bremerton, WA 98337 PO Box 3280, Ashland, OR 97520
p. 360.362.7665 p. 541.378.4800
Contract Number: 5096
Vendor: BREMERTON CINEMA, LLC
Subject. Parking Lease Agreement
Department: City Clerk
File Class: LEG 12 -1
Begin Date: 4/1/2012
End Date 3/31/2015
Review Date 1/1/2015
Vault Date:
Comments: 5 Three year lease options; Amendment No. 1 10/23/13
AMENDMENT NO. 1 TO
LEASE AGREEMENT
WHEREAS, on November 16, 2011, the City of Bremerton, a municipal corporation of the
State of Washington, "City" and Bremerton Cinema, LLC, "Lessee" entered into a Lease
Agreement, and
WHEREAS, Chapter 82 29A RCW requires leasehold tax to be paid on all leased public
property; and
WHEREAS, the purpose of this Amendment is to clarify that the lease payment includes the
leasehold tax;
NOW THEREFORE, for mutual consideration, City and Lessee agree as follows.
Section 5 of the Lease Agreement is hereby amended to include the following:
55 Leasehold Tax Lessee agrees to pay the leasehold excise tax on the lease payment
pursuant to Chapter 82 29A RCW currently in the amount of 12 84 percent and as may be
adjusted pursuant to Ch 82.29A RCW The leasehold excise tax is included in the lease
payment as defined in in this Section
All other terms of the Lease Agreement not specifically amended herein shall remain in full force
and effect
CITY OF BREMERTON BREMERTON CINEMA, LLC.
PATTY L , ayor B
ts.
DATE: A9' 23 DATE
T
Shannon L Conn, City Clerk
APPROVED TO F
GER LUBOVICH, City Attorney
R ll.egaflLegal\i des \Current rvc FII arark A,enue PIa/2\Lease Agreement Amendment No I- BremertonCmema- Parking (2013) doc
Amendment to Lease Agreement
Contract Number:
Vendor:
Sub�ect:
Department:
File Class:
Begin Date:
End Date:
Review Date:
Vault Date:
5096
BREMERTON CINEMA, LLC
Parking Lease Agreement
City Clerk
LEG 12-1
4/1/2012
3/31/2015
1/1/2015
Comments: 5 Three year lease options
LEASE AGREEMENT
THIS LEASE AGREEMENT (heremafter "Lease") is between the CITY of
BREMERTON, a municipal corporation of the State of Washmgton, with offices located at 345
6th Street, Surte 600, Bremerton, Waslungton 98337 (heremafter "City"), and Bremerton
Cmema, LLC (heremafter "Lessee")
RECITALS
WHEREAS, the Crty now owns certain land legally descnbed m Exhibit A, and ,
WHEREAS, rt is the parties' desire to enter mto a three (3) year lease wrth five three year
options, and
NOW, THEREFORE, the City and Lessee agree as follows
AGREEMENT
1. PROPERTY.
1 1 Property Defined The City leases to Lessee and Lessee leases from the City the
fifty (50) full time pazlcmg spaces m the Park Avenue Plaza garage year around, an addrtional
fifty (50) parking spaces, 24 hours a day for all Fndays m May, June 1 st through August 15th and
November 18`" through January 1 St and further a sum total combmed 200 parking spaces dunng
the week from 5 00 PM to 2 00 AM and Saturdays and Sundays from 10 00 AM to 2 00 AM the
next mornmg A srte plan �s attached hereto as Exhibit B. The specific location of the parlcmg
spaces shall be mutually agreed between the parties and may be changed as thereafter agreed by
srte plan modifications
1 2 Survev, Maps, and Plan
any representahons about any survey,
City
s Lessee is not relymg upon and the City is not making
plat, diagram, and/or legal description provided by the
2. USE.
2.1 Permitted Use Lessee shall use the Property for Theater attendance and activrties
and associated cafe on Park Avenue (the "Permitted Use") and for no other busmess or purpose,
wnthout the pnor wntten consent of the City The Property shall not be used for illegal purposes.
It is agreed that this lease shall not be construed as the Crty's waiver of land use or building code
provisions that would otherwise apply to any improvements or uses of the site
2.2 Conformance with Laws Lessee shall, at all times, keep current and comply with
all conditions and terms of any permits, licenses, certificates, regulations, ordmances, statutes,
and other government rules and regulations regardmg rts use or occupancy of the Property
2 3 Liens and Encumbrances Lessee shall keep the Property free and clear of any
liens and encumbrances ansmg out of or relatmg to rts use or occupancy of the Property
3. ADDITIONAL CONDITIONS: The City shall mamtam parkmg in those street parlang
areas substantially m accordance wrth the mtent and location set out m Exhibrt C, most
Lease Agreement
(Between Crty ojBremerton and Bremerton Cinema, LLC) 1 of 9
F r
particularly allowing three hour free parkmg m those outlmed areas after 5:00 PM week days and
all day week ends. This is a condition of the irutial term and reviewed upon exercise of any lease
renewal option.
4. TERM.
4 1 Term Defined The term of this Lease is three (3) years (the "Term"), beginrung
on the 1 st day of Apnl, 2012 or upon issuance of certificate of occupancy, whichever is later (the
"Commencement Date"), and endmg on the 31 st day of March, 2015 or three yeazs after the
issuance of the certificate of occupancy, wluchever is later (the "Termination Date"), unless
terminated sooner under the terms of tlus Lease
4 2 Ontion to Extend Lessee shall have the option of extending tlus lease for up to
five (5) additional three (3) year terms upon delivenng wntten notice to the Crty sixty (60) days
pnor to the expiration of the term sub�ect to the City and Lessee mutually agreemg upon a new
lease payment for each option as defined m section 5 4
4 3 End of Term Upon the expiration or termination of the Term, as applicable,
Lessee shall surrender the Property to the City as existed on the Commencement Date, reasonable
wear and tear excepted
4 4 Hold Over If Lessee remams m possession of the Property after the Termmation
Date, the occupancy shall not constrtute an extension or renewal of the Term The occupancy
shall be a month-to-month tenancy, on terms identical to the terms of tlus Lease, wl�uch may be
termmated by either party on tlurty (30) days written notice The monthly rent dunng the
holdover shall be the same rent which would be due if the Lease were still in effect and all
adJustments m rent were made m accordance with rts terms If the Crty provides a notice to
vacate the Property m anticipation of the termmation of tlus Lease or at any time after the
Termination Date and Lessee fails to do so within the time set forth in the notice, then Lessee
shall be a trespasser and shall owe the Crty all amounts due under applicable law
5. LEASE PAYMENT.
5.1 Monthlv Payment Lessee shall pay to the City a mirumum monthly payment of
$3,300 The first mstallment shall be due and payable on or before the Commencement Date,
and subsequent mstallments shall be due and payable on or before the same day of each month
thereafter
5 2 Annual Reconciliation and Pavment. Lessee shall pay an addrtional annual fee
based on total attendance over the one year penod The annual fee shall be calculated as follows
$24,000 base fee
Plus additional fees for annual attendance over 104,000 of
104,001 —130,000 = $ OS/ticket
130,001 - 260,000 = $ 08/ticket
260,001 — 390,000 = $ 10/ticket
390,001 and up = $ 19/ticket
Less Less mmimum monthly payments from 5 1 above
The annual reconciliation and mstallment shall be due and payable wrthm 30 calendaz
days followmg the conclusion of each one year penod, based on the Commencement Date
5 3 Pavment Place Payment is to be made to the City of Bremerton, Attn Financial
Services, 345 6 Street, Suite 600, Bremerton, Waslungton 98337
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5 3 Rate Increase At the end of the first term, the monthly fee and fee per ticket shall
mcrease by a percentage equal to the percentage mcrease (if any) average ticket sale pnce over
the tlurd year of the irutial term for regular customer pnces compared to the average ticket sale
pnce at the over the first year of the term Each lease term extension shall have the monthly fee
and fee per ticket increase at a rate usmg the same formula for the expinng term
6. LATE PAYMENTS AND OTHER CHARGES.
6 1 Late Char�e If any rental payment is not received by the City wrtlun (10) days of
the date due, Lessee shall pay to the City a late charge equal to one percent (1%) per month of the
amount of the lease until the delmquency is paid
7. ASSIGNMENT AND SUBLETTING.
7 1 Citv Consent Required Lessee shall not sell, convey, mortgage, assign, pledge,
sublet, or otherwise transfer or encumber all or any part of Lessee's interest in this Lease or the
Property without the Crty's pnor written consent, wluch may not be unreasonably withheld by the
City In the event of such consent, each permitted transferee shall assume all obligations under
this Lease, mcludmg the payment of rent. No assignment, sublet, or transfer shall release,
discharge, or otherwise affect the liabilrty of Lessee
7 2 Rent Payments Followm Assi�nment The acceptance by the City of the
payment of rent followmg an assignment or other transfer shall not constitute consent to any
assignment or transfer
8. INDEMNIFICATION.
8 1 Each party shall mdemrufy, defend, and hold the other party harmless for its acts,
omissions or negligence relatmg to its performance of this Lease Agreement
9. INSURANCE.
9 1 General Commercial Liabihtv Insurance Lessee agrees to procure and mamtam
in force dunng the term of tlus Lease and any extension thereof, at its expense, general
commercial general liability msurance This msurance shall be in a mirumum amount of
$1,000,000 combmed single limit per occurrence and $2,000,000 aggregate for bodily in�ury,
personal m�ury and property damage which may be covered under a blanket policy Lessee
agrees that, if such msurance policies are not kept m force dunng the term of tlus Lease and any
extension thereof, the City may procure the necessary msurance, pay the premium therefor, and
that such premium shall be repaid to the Crty on demand The Crty shall be named as an
addrtional insured as to liability ansing out of the Property and buildings thereon and the
msurance of Lessee shall be the pnmary msurance as to said liabihty
9 2 Certificate of Insurance Lessee shall provide to the City documentary evidence,
certified by the msurer, of all msurance(s) required m this Lease
9 3 Subro ation The City shall not be liable to Lessee (by way of subrogation or
otherwise) or to any msurance company msunng the other party for any loss or damage to any
buildmg, structure, or other tangible property, or any resultmg loss of mcome, or losses under
worker's compensation laws and benefits, if any such loss or damage is covered by insurance
benefitmg the party suffenng such loss or damage or was required to be covered by msurance
pursuant to tlus Lease Lessee shall, upon obtammg the policies of msurance required give
Lease Agreement
(Between Crry of Bremerton and Bremerton Gnema, LLC) 3 of 9
notice to the msurance camer or caYriers that the foregoing mutual waiver of subrogation is
contained m tlus Lease
10. DAMAGE OR DESTRUCTION.
10 1 In the event of any damage to or destruction of the Property or any improvements,
Lessee shall promptly give wntten notice to the City
11. DEFALILT AND REMEDIES.
11 1 Acts Constitutmg Default Lessee shall be m default of tlus Lease on the
occurrence of any of the followmg
(a) Failure to pay Rent or other expenses when due,
(b) Failure to comply wrth any law, regulation, policy, or order of any lawful
governmental authonty,
(c) Failure to comply wrth any other provision of tlus Lease;
(d) Failure to cure a default pursuant to Section 11 2 below, or
(e) Proceedmgs are commenced by or agamst Lessee under any bankruptcy
act or for the appointment of a trustee or receiver of Lessees' property
11 2 Failure to Cure A default shall become an event of default ("Event of Default") if
Lessee fails to cure the default wrtlun thirty (30) days after the City provides Lessee wrth written
notice of default, which specifies the nature of the default
11 3 Crty's Remedies Upon Default Upon an Event of Default and Failure to Cure as
defined m 11 2, the City may termmate this Lease
12. NOTICE. Any notices required or permitted under tivs Lease may be personally
delivered, delivered by facsimile machme, or mailed by certified mail, return receipt requested, to
the following addresses or to such other places as the parties may direct m writing from time to
time
The Crty City of Bremerton
Attn
345 6�' Street, Suite 600
Bremerton, Washmgton 98337
Lessee Bremerton Cinema. LLC
A notice shall be deemed given and delivered upon personal delivery, upon receipt of a
confirmation report if delivered by facsimile maclune, or three (3) days after bemg mailed as set
forth above, wluchever is applicable
13. MISCELLANEOUS.
13 1 Authon Lessee and the person or persons executmg tlus Lease on behalf of
Lessee represent that Lessee is qualified to do busmess m the State of Washmgton, that Lessee
Lease Agreement
(Between Gty of Bremerton and Bremerton C�nema, LLC) 4 of 9
has fuli nght and authonty to enter mto this Lease, and that each and every person sigrung on
behalf of Lessee is authonzed to do so
13 2 Successors and Assigns This Lease shall be bmding upon and inure to the benefit
of the parties, their successors and assigns.
13 3 Entire Agreement This Lease, including the exhibits and addenda, if any,
contams the enhre agreement of the parties. All pnor and contemporaneous agreements,
promises, representations, and statements relatmg to this transaction or to the Property, if any, are
merged mto this Lease
13 4 Waiver The waiver by the Crty of any breach or default of any term, covenant, or
condrtion of this Lease shall not be deemed to be a waiver of such term, covenant, or condition,
of any subsequent breach or default of the same, or of any other term, covenant, or condrtion of
tlus Lease The Crty's acceptance of a rental payment shall not be construed to be a waiver of
any precedmg or existmg breach other than the failure to pay the particulaz rental payrnent that
was accepted
13 5 Cumulative Remedies The nghts and remedies of the City under tlus Lease are
cumulahve and m addrtion to all other nghts and remedies afforded to the City by law or equity
or otherwise
13 6 Time is of the Essence TIME IS OF THE ESSENCE as to each and every
provision of this Lease
13 7 Invalidi If any provision of tlus Lease shall prove to be mvalid, void, or illegal,
rt shall m no way affect, impair, or mvalidate any other provision of tlus Lease
13 8 Applicable Law and Venue This Lease shall be mterpreted and construed m
accordance wrth the laws of the State of Washington Any reference to a statute shall mean that
statute as presently enacted or hereafter amended or superseded Venue for any action ansmg out
of or m connection with tlus Lease shall be m the Supenor Court for Kitsap County, Washmgton
13 9 Modification Any modification of this Lease must be m wntmg and signed by
the parties The Crty shall not be bound by any oral representations or statements
13 10 Survival of Covenants The covenants contamed herem survive the termmation or
expiration of the Lease for the applicable statute of limitation penods
13 11 Ouiet En�o ent The City covenants and agrees that Lessee, upon performing
the terms and condrtions of the Lease, may peacefully hold and en�oy the Property durmg said
term without any mterruption by the City, its successors or assigns Crty v�nll use rts best efforts
not to interfere wrth Lessee's busmess or nght of access to and from the Property dunng the term
of this Lease
13 12 Recordm� of Short Form Lease Neither the Crty nor Lessee may record tlus
Lease without the other's pnor approval, but the parties will at any time at the request of either
party promptly execute duplicate ongmals of an mstrument, m recordable form, which will
constrtute a short form of this lease, settmg forth a descnption of the Property, the terms of this
lease and other provisions hereof, except the rental and other provisions as erther party may
request, wluch may be recorded
13 13. Duplicate On ig nals This Lease Agreement may be executed m duplicate
onginals
THIS AGREEMENT requires the signature of all parties and is executed as of the date
of the last signature below
Lease Agreement
(Between Gry of Bremerton and Bremerton Cmema, LLC) 5 of 9
CITY OF BREME1tTON
By Patty Le
Its Mayor
Date � ']� 9� ��
STATE OF WASHINGTON )
)§
COUNTY OF KITSAP )
BREMERTON CINEMA, LLC
By � � : s
Its /� uha�� �.. /Llea►Le^
Date. �I � llti _ l �
I certify that I know or have satisfactory evidence that Patty Lent is the person who
appeared before me, and acknowledged that he signed this instnunent, on oath stated that he was
authonzed to execute the mstrument, and acknowledged rt as Mayor of the Crty of Bremerton to
be the free and voluntary act of such City for the uses and purposes mentioned in the instrument
WITNESSETH my hand and seal tlus _ of , 20�
., .�,
� AIOTARY PUBUC
� STATE OF WASH�NG70N
CAROL L ETGEN
G�AAMtSSiON EXPIRES 12/18/2012
STATE OF WASHINGTON )
)§
COUNTY OF KITSAP )
�ii�:3ifC'�;1
Waslungton, residmg at
My commission expires
I certify that I know or have satisfactory evidence that��5� d`��� the
person who appeared before me, and acknowledged that (s)he signed tlus mstrument, on oath
stated that (s)he was authonzed to execute the instrument, and acknowledged it to be the free and
voluntary act for the uses and purposes mentioned m the mstrument
WITNES
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Lease Agreement
(Benveen Crry of Bremerton and Bremerton Cmema LLC) 6 of 9
EXHIBIT A
Lease Agreement
(Between Crry of Bremerton and Bremerton Cenema, LLCJ 7 of 9
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EXHIBIT B
Lease Agreement
(Between City of Bremerton and Bremerton Gnema, LLC) 8 of 9
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Lease Agreement
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