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HomeMy WebLinkAboutRA002-2010-A1 - Cliff Branch and James Smith (Approved 2020)RESOLUTION NO. RA 2009-001 A RESOLUTION OF THE CITY OF ATASCADERO COMMUNITY REDEVELOPMENT AGENCY APPROVING THE TRANSFER OF THE MARKETING AGREEMENT FOR DOWNTOWN ATASCADERO AND THE CITY OF ATASCADERO THE ATASCADERO COMMUNITY REDEVELOPMENT AGENCY RESOLVES AS FOLLOWS: SECTION 1: The Agency finds as follows: A. The Atascadero Community Redevelopment Agency (Agency) has received from Carlton Hotel Investments, LLC (Carlton) a request for the Agency to consent to the transfer of the Marketing Agreement for Downtown Atascadero and the City of Atascadero, dated August 12, 2003 (Marketing Agreement), a true copy of which is attached hereto as Exhibit "A", and hereby incorporated by this reference. B. The proposed transfer is by the Carlton to James E. Smith, Trustee of the James E. Smith Law Firm 401k Profit Sharing Plan as to an undivided 50% (Smith) and Clifford Branch, Trustee of the Clifford Branch Trust dated January 11, 2006, as to an undivided wr.r 50% (Branch) (Smith and Branch are collectively referred to as Transferees). C. Paragraph 4 of the Marketing Agreement reads as follows: 4. Carlton Hotel shall not assign or transfer any interest in this contract whether by assignment or novation to any person without the prior written consent of Agency, which consent shall not be unreasonably withheld, conditioned or delayed." D. Billboards in the City of Atascadero are governed by Atascadero Municipal Code Title 9, Chapter 15 entitled "Signs". E. Atascadero Municipal Code Section 9-15.003(d)(1) prohibits billboards in the City of Atascadero, subject to certain exemptions. F. Atascadero Municipal Code Section 9-15.003(c)(14) "Exempt Signs" provides for an exemption from the billboard prohibition and reads as follows: "(14) Redevelopment Projects. Any sign program approved and entered into by the Community Redevelopment Agency so long as the program is otherwise consistent with the General Plan of the City of Atascadero.". G. The Marketing Agreement was entered pursuant to the provisions of Atascadero Municipal Code 9-15.003(c)(14) as a program of the Agency to market downtown Atascadero and the City of Atascadero. Community Redevelopment Agency of Atascadero Resolution No. RA 2009-001 Page 2 H. If the Marketing Agreement is terminated for any reason, then the billboards referenced in the Marketing Agreement must be removed as the billboards would no longer be an authorized exemption to the prohibition on billboards unless there is another Agreement entered by the Agency pursuant to Atascadero Municipal Code Section 9- 15.003(c)(14). SECTION 2: The Agency hereby approves the proposed transfer of the Marketing Agreement from the Carlton to Transferees. PASSED AND ADOPTED at the regular meeting of the Atascadero Community Redevelopment Agency held on the 12th of May, 2009. ATTEST: Marcia McClure Torgerson, C.M Board Secretary APPRO AS TO F RM: r Brian A. Pierik, Agency Counsel ATASCADERO COMMUNITY R EVELOPMEAGENCY Tom O'Malley, rd Chairperson Community Redevelopment Agency of Atascadero `mmunity Redevelopment Resolution No. RA 2009-001 A of Atascadero Page 3 Contract d 04 -2003 MARKETING AGREEMENT FOR DOWNTOWN ATASCADERO and CITY OF ATASCADERO BETWEEN THE COMMUNITY REDEVELOPMENT AGENCY OF ATASCADERO AND CARLTON HOTEL INVESTMENTS, LLC. This Agreement, ("Agreement") is made on 2003, by and between the Community Redevelopment Agency o Atascadero ("Agency"), and Carlton Hotel Investments, LLC, a California Limited Liability Company ("Carlton Hotel"). 1. The term of this Agreement shall be for a period of fifteen (15) years, commencing on JSL, , 2003 (the "Initial Term"). Carlton Hotel shall have the option to And the Initial Term for two (2) successive terms of seven (7) years each. A. Termination: This Agreement may be terminated prior to the end of the then existing term as follows: 1. Upon the Carlton Hotel ceasing operation, unless this Agreement is extended by mutual agreement of the parties; 2. Upon loss of State entitlements for Billboards one (1), two 2) and three (3) and the subsequent removal or dismantling of the above referenced billboards. 3. Termination of this Agreement shall be accompanied by removal of billboard display materials promoting Downtown Atascadero and the City of Atascadero. 2. Agency appoints and designates Carlton Hotel as its agent to market Downtown Atascadero and City of Atascadero through the use of three (3) -highway advertising billboards within the city limits of the City of Atascadero. EXHIBIT A Community Redevelopment Agency of Atascadero *_eommunity Redevelopment Resolution No. RA 2009-001 Agency of Atascadero Page 4 Contract 3. Carlton Hotel, at its sole expense, shall obtain appropriate sites, obtain all entitlements including but not limited to State and local permits, and provide for the construction, maintenance and ownership and/or leasehold of three highway - advertising billboards as described below: A. Billboard #1 (Exhibit A) shall be constructed on property located at 2600 El Camino Real located east of State Highway 101. The billboard sign faces shall be a maximum of fourteen (l 4) feet in height, forty (40) feet in width, and the structure shall be a maximum of thirty-five (35) feet in height. The southbound sign face pursuant to Section 3.E below, shall contain a display promoting the Carlton Hotel. The southbound face shall also include an extension/tag-on sign" to promote Downtown Atascadero and/or City of Atascadero. Dimensions for the "extension/tag-on sign" shall be forty feet wide by three feet high (40'x 3'). The northbound sign face shall be leased by the owner for advertising pursuant to Section 3 .G of this Agreement. B. Billboard #2 (Exhibit B) shall be constructed along State Highway 101 in the southerly portion of the City on property located at 8981 La Linia Street. The billboard sign faces shall be a maximum of fourteen (14) feet in height, forty 40) feet in width, and the structure a maximum of thirty-five (35) feet in height. The northbound sign face shall contain a display promoting the Carlton Hotel. The northbound face shall also include an "extension/tag-on sign" to promote Downtown Atascadero and/or City of Atascadero. Dimensions for the "extension/tag-on sign" shall be forty feet wide by three feet high (40'x 3'). The southbound sign face may be leased by the owner for advertising pursuant to Section 3.G of this Agreement. C. Billboard #3 (Exhibit C) shall be constructed along State Highway 101 in the northern portion of the City on property located at 1516 El Camino Real east of Highway 101. The billboard sign faces shall be a maximum of fourteen 2- rrr Community Redevelopment Agency of Atascadero community Redevelopment Resolution No. RA 2009-001 Agency of Atascadero Page 5 Contract 14) feet in height, forty (40) feet in width, and the structure a maximum of thirty-five (35) feet in height. The southbound sign face shall contain a display promoting the Carlton Hotel. The southbound sign face shall also include an "extension/tag-on sign" to promote Downtown Atascadero and/or City of Atascadero. Dimensions for the city "extension/tag-on sign" shall be forty feet wide by three feet high (40'x 3'). The northbound sign face may be leased by the owner for advertising pursuant to Section 3.G of this Agreement. D. The sign faces shall be maintained at all times in good condition, reasonable wear and tear excepted, by Carlton Hotel at its sole expense and Carlton Hotel shall change the signs and "extension/tag-on" signs periodically at its sole expense. "Extension/tag-on" signs, if requested by Agency, shall be changed no less than 4 times a year, and no more than 8 times a year to promote Downtown Atascadero or City of Atascadero events and marketing campaigns. E. Carlton Hotel agrees not to allow any advertising of Tobacco, Pornography, Profanity, and Alcoholic Beverages (except Wine, Winery Tasting Rooms or Vineyards) on any sign face. F. Any illumination of signs shall be installed under the sign, diverted upward and shall be confined to the billboard face(s) and shall not cause any glare to vehicular traffic or other properties. Illumination systems shall be kept in good working order at all times for dusk -to -dawn illumination. 3- Community Redevelopment Agency of Atascadero fin Community Redevelopment Resolution No. RA 2009-001 Agency of Atascadero Page 6 Contract G. Prior to issuance of sign permits, Carlton Hotel shall provide certificates of site control and consent by the owners of all sites to the termination provisions of this agreement. The owners shall agree that they will be estopped from asserting any right to maintain the billboards in the event of any default described in paragraph 10 below. 4. Carlton Hotel shall not assign or transfer any interest in this contract whether by assignment or novation, to any person without the prior express written consent of Agency, which consent shall not be unreasonably withheld, conditioned or delayed. 5. Carlton shall indemnify, defend, and hold harmless the Agency, its officers, officials, agents and employees from and against any and all claims, damages, liability costs, losses, and expenses including without limitation to court costs and reasonable attorney's fees arising out of or in connection with the Carlton Hotel's negligent performance of work here under or its negligent failure to comply with any of its obligations contained in this Agreement, except for any loss or damage which was caused by the negligence or willful misconduct of the Agency. 6. This Agreement may be amended only by a writing signed by each of the parties. 7. If any term or provision hereof shall be held invalid or unenforceable, the remainder of this Agreement and any application of the terms and provisions thereof shall not be affected thereby, but shall be valid and enforceable. 8. The waiver of any breach of any of the provisions of this Agreement by Agency shall not be a continuing waiver or a waiver of any subsequent breach by Carlton Hotel either of the same or any other provisions of this Agreement. 9. Time is of the essence of this Agreement 4- Community Redevelopment Agency of Atascadero ` ommunity Redevelopment Resolution No. RA 2009-001 Agency of Atascadero Page 7 Contract 10. The express permission of the Community Redevelopment Agency of Atascadero and the City of Atascadero for CARLTON Hotel Investments LLC to own, operate and lease the aforementioned billboards is immediately revocable upon any of the following events: A. Failure by CARLTON Hotel Investments LLC to complete construction of hotel project by December 31, 2004, B. Failure to open and operate hotel by April 30, 2005, or C. Closure of hotel, after opening, lasting longer than 6 months. 11. Miscellaneous Provisions: A. The Carlton Hotel shall designate a project manager who at all times shall represent the Carlton Hotel before the Agency on all matters relating to this Agreement. B. The Carlton Hotel shall keep itself fully informed of, shall observe and comply with, and shall use reasonable efforts to cause any and all persons, firms or corporations employed by it or under its control to observe and comply with, applicable federal, state, county and municipal laws, ordinances, regulations, orders and decrees which in any material manner affect those engaged or employed on the work described by this Agreement or the materials used or which in any way affect the conduct of the work. C. Carlton Hotel shall not engage in unlawful employment discrimination, which in any manner affect those engaged or employed on the work described by this agreement. Such unlawful employment discrimination includes, but is not limited to, employment discrimination based upon a person's race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, gender, citizenship or sexual orientation. s- Community Redevelopment Agency of Atascadero Resolution No. RA 2009-001 Page 8 Community Redevelopment Agency of Atascadero Contract D. This Contract shall be interpreted and governed by the laws of the State of California. Any action arising out of this Contract shall be brought in San Luis Obispo County, California, regardless of where else venue may lie. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. COMMUNITY REDEVELOPMENT AGENCY ofATASCADERO By: O& , 44 Wade G. McKinney, Executive I rector Date: APP VEDD AS F RM: B Roy, a ey, City/Ngenty Counsel ATTEST: B ft/k-1 Marcia Torgerson, City Clerk 6- CARLTON Hotel Investments, LLC Cal forn- Limited Liab' t ompany By:1 Title: "" `3"" j fJ - Date: L `l