HomeMy WebLinkAbout14 APPROVAL OF MEMORANDUM OF UPDATED TERMS FOR THE TUSTIN COMMUNITY CENTER AT THE MARKET PLACEDocusign Envelope ID: 34CFA022-C9E4-4CBF-B443-F3F2163952D0
�Y
AGENDA REPORT
MEETING DATE
TO
FROM
AUGUST 20, 2024
ALDO E. SCHINDLER, CITY MANAGER
Agenda Item 14
Reviewed:
City Manager °
Finance Director
CHAD W. CLANTON, DIRECTOR, PARKS AND RECREATION
SUBJECT: APPROVAL OF MEMORANDUM OF UPDATED TERMS FOR THE
TUSTIN COMMUNITY CENTER AT THE MARKET PLACE
SUMMARY:
Approval of a Memorandum of Updated Terms between the City of Tustin and the Irvine
Company to update the rules, regulations, and reimbursed costs associated with operating the
Tustin Community Center at The Market Place.
RECOMMENDATION:
Authorize the City Manager to execute a Memorandum of Updated Terms with the Irvine
Company for the Tustin Community Center at The Market Place.
FISCAL IMPACT:
The fiscal impact to the City of Tustin associated with this item will be minimal as the increases
in the reimbursed costs paid to the Irvine Company will continue to be offset, including overhead
costs, by the current facility reservation fees for the remainder of the fiscal year. Further, the
comprehensive schedule of fees will be updated for the 2025/2026 Fiscal Year to reflect
increases in the facility reservation fees proportional to the increases reflected in the
Memorandum of Updated Terms.
This project advances the following goal of the City of Tustin Strategic Plan:
• Goal A. Economic and Neighborhood Development, Strategy 6. Assess and explore
opportunities for expanded recreational activities.
BACKGROUND AND DISCUSSION:
The City of Tustin and the Irvine Company entered into a Development Agreement in October
2014 that created the new Tustin Community Center at The Market Place for City use. Since
2015, the Parks and Recreation Department has programmed the facility with various City -
sponsored events and meetings as well as private rentals. Most recently, in 2023, the City and
Docusign Envelope ID: 34CFA022-C9E4-4CBF-B443-F3F2163952D0
City Council Agenda Report
Approval of Memorandum of Updated Terms for the Tustin Community Center at The
Market Place
August 20, 2024
Page 2
the Irvine Company began discussions on updates and clarifications to the rules and regulations
for using the facility to reflect the current operations more accurately. As a part of these
discussions, the Irvine Company also requested that the reimbursed costs detailed in the
Development Agreement be reviewed for potential adjustments.
The Memorandum of Update Terms details multiple modifications to the operational rules and
regulations contained in the Development Agreement. All of these updated terms are consistent
with the actual operations of the Tustin Community Center at The Market Place, which has
evolved over the past ten years, including the following:
• Notice for scheduled events and access to the facility
• Procedure for payment of reimbursed costs and updates to the fee amounts
• Details of entitled City use
Clarification of terms related to setup and clean up for events
Process for the establishment of extraordinary repair and clean-up costs
In addition, the reimbursed costs associated with using the facilities have been revised to
include a 20% - 25% increase in the room rates, which equates to a 2% to 2.5% annual increase
over the first ten years of the Development Agreement. Reimbursed cost revisions also include
restructured staffing fees, a reduction in the audio-visual service rate, and the introduction of a
fee for Wi-Fi access.
Lastly, the Memorandum also includes authorization for the City Manager to approve future
updates and revisions to the document provided those changes are consistent with the
Development Agreement.
Respectfully submitted,
ESigned by:
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Chad W. Clanton
Director, Parks and Recreation Services
Attachment:
1. Memorandum of Updated Terms for the Tustin Community Center at The Market Place
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
City of Tustin
300 Centennial Way
Tustin, California 92780
Attention: City Clerk
APN:
This document is recorded at the request and
for the benefit of the City of Tustin and exempt
from payment of a recording fee pursuant to
Government Code Sections 6103 and 27383.
MEMORANDUM OF UPDATED TERMS
THIS MEMORANDUM OF UPDATED TERMS ("MEMORANDUM OF UPDATED
TERMS"), dated as of the latter of the signature dates below ("Effective Date"), is by and between the
City of Tustin, a municipal corporation ("CITY") and Tustin Market Place I LLC, a Delaware limited
liability company, successor -in -interest to -The Irvine Company LLC, a Delaware limited liability company,
("OWNER").
RECITALS
A. CITY and OWNER entered into that certain Development Agreement 2014-001 dated
February 16, 2015, and recorded as document no. 2015000121577 in the Official Records of Orange
County, California, whereby OWNER dedicated the "Community Facilities," known as the City of Tustin
Community Center at The Market Place, for CITY use ("DEVELOPMENT AGREEMENT").
B. Pursuant to Section 2.2.1 of the DEVELOPMENT AGREEMENT, the CITY may establish
and enforce non-discriminatory rules and regulations concerning the use of the Community Facilities.
C. Pursuant to Section 2.2.6 of the DEVELOPMENT AGREEMENT, Reimbursed Costs paid
to OWNER for use of the Community Facilities shall be updated by OWNER and the CITY on an annual
basis to reflect increases, if any, in such costs. Notwithstanding the ability to update Reimbursed Costs on
annual basis, the OWNER and CITY have not updated Reimbursed Costs since the Community Facilities
opened in 2014.
D. Pursuant to the authority granted in the DEVELOPMENT AGREEMENT in Section 2.2.1,
the CITY and OWNER desire to update and clarify the rules and regulations concerning the use of the
Community Facilities to accurately reflect existing operations.
E. Pursuant to the authority granted in the DEVELOPMENT AGREEMENT in Section 2.2.6,
CITY and OWNER desire to update the Reimbursed Costs paid to OWNER for use of the Community
Facilities.
NOW THEREFORE, in consideration of the preceding and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, CITY and OWNER agree as follows:
1840766.1
F.T";301BluIBiel N
1. Rules and Regulations Concerning Use of Community Facilities. Pursuant to Section 2.2.1
of the DEVELOPMENT AGREEMENT, CITY and OWNER shall operate the Community Facilities in
accordance with the following updated rules and regulations, in acknowledgement that such procedures are
consistent with the spirit and intent of the DEVELOPMENT AGREEMENT:
(a) The CITY shall schedule events and use of the Community Facilities and shall
provide OWNER with written notice of events no later than ten (10) business days prior to the first
day of said event. To ensure necessary access to the Community Facilities, OWNER has provided
CITY with keys to the external and interior doors and a 7-day-a-week 24-hour phone number, in
case of emergency. OWNER may also schedule use of the Community Facilities and shall provide
CITY with written notice of use no later than ten (10) business days in advance to avoid scheduling
conflicts. In the event of conflicts, CITY use will have priority.
(b) Except as otherwise provided in (c) and (d) below, all users of the Community
Facilities shall be charged and obligated to pay fees to CITY for the use of the Community
Facilities. From such fees received, CITY shall pay to OWNER Reimbursement Costs as listed on
Exhibit "D-1" attached hereto. The Reimbursed Costs shall be updated by OWNER and the CITY
on an as -needed basis to reflect increases, if any, in such costs.
(c) Each calendar year, the CITY shall be entitled to hold up to 12 official CITY
sponsored events (i.e., an event organized by the CITY and attended by one or more CITY
employees or consultants) (a "CITY Event") without paying the fee described in (b) above, except
that the CITY shall be responsible for setup and tear down in accordance with (d) below. The
CITY shall also be entitled to hold a reasonable number of informal, short-term CITY Events from
time to time that do not require heating or air conditioning (such as small staff meetings not to
exceed 25 people and two hours) and which shall not be counted toward the 12 free annual CITY
Events described in the preceding sentence; such informal City Events shall also be permitted
without paying the fee described in (b) above, exce t that the CITY shall be responsible for setup
and tear down in accordance with (d) below. For all other CITY Events not covered by the
preceding two sentences, the CITY shall be obligated to pay Reimbursed Costs only, and shall not
be obligated to pay the Administration Fee.
(d) Each user of the Community Facilities shall be responsible for the setup and tear
down of equipment (e.g. tables and chairs) and cleaning for their particular event. When scheduling
an event at the Community Facilities, the CITY shall have the option of either (a) requiring the user
to have OWNER perform such work on the user's behalf (in which event the charges for such
services, plus the Administration Fee calculated on such charges, shall be as set forth in Exhibit
"D-1" attached hereto), or (b) obligating itself (i.e., the CITY) to perform the setup and tear down
and cleaning with respect to the event in question, in which case the Reimbursed Costs that
OWNER is entitled to recover for such event shall not include a fee for setup, tear down or cleaning,
provided it is performed in a manner comparable to the cleaning services of the OWNER's
janitorial vendor.
(e) OWNER will maintain the Community Facilities in good condition and repair.
The costs of such maintenance will be included in Reimbursable Costs unless extraordinary repair
and/or clean-up costs caused by a user, including the CITY, (e.g. egregious spills or stains, damage
to paint, walls, or carpet, etc.) are incurred beyond the normal standard of cleaning, in which case
the extraordinary costs shall be the responsibility of the applicable user, in an amount mutually
1840766.1
agreed upon by OWNER and CITY. If OWNER fails or neglects to commence any repair required
to maintain the Community Facilities in good condition the following shall apply:
2. Reimbursed Costs. Pursuant to Section 2.2.6 of the DEVELOPMENT AGREEMENT, the
"Reimbursed Costs" are hereby updated as detailed in Exhibit "D-1" attached hereto.
The updated terms set forth in Sections 1 and 2 shall become effective as of the Effective Date.
4. Ci . Manager Authorization. The City of Tustin City Manager is hereby authorized to approve
further updates and revisions to this MEMORANDUM OF UPDATED TERMS and any future Memoranda
of Updated Terms in accordance with Sections 2.2.1 and 2.2.6 of the DEVELOPMENT AGREEMENT on
behalf of the CITY without City Council review provided that any such Memoranda of Updated Terms are
consistent with the spirit and intent of the DEVELOPMENT AGREEMENT.
IN WITNESS WHEREOF, the parties hereto have caused this MEMORANDUM OF UPDATED
TERMS to be effective as of the last date written below.
"OWNER "
TUSTINMARKET PLACE I LLC, a Delaware
limited liability company
By:
Name:
Title:
Date Signed:
By:
Name:
Title:
Date Signed:
"CITY"
CITY OF TUSTIN, California
By:
Aldo E. Schindler, City Manager
Date Signed:
ATTEST:
By:
Erica Yasuda, City Clerk
Date Signed:
APPROVED AS TO FORM:
By:
David E. Kendig, City Attorney
1840766.1
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed
STATE OF CALIFORNIA )
ss.
COUNTY OF )
On before me, a Notary
Public,
personally
appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/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.
WITNESS my hand and official seal.
Signature:
(Seal)
1840766.1
A notary public or other officer completing this certificate verifies only the identity of the
individual who sinned
STATE OF CALIFORNIA )
ss.
COUNTY OF )
On before me, a Notary
Public,
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/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.
WITNESS my hand and official seal.
Signature:
(Seal)
1840766.1
Setup/Tear Down and Cleaning
Utilities
Auditorium A
Auditorium B
Meeting Room A or B
Security (Dedicated Guard)
Attendant/Porter Service
Up to 100 guests (one attendant)
Over 100 guests (two attendants)
Administration Fee
Audio Visual Service (Optional)
Monday — Friday
Saturday — Sunday
Wi-Fi Access (Optional)
"EXHIBT D-1"
REIMBURSED COSTS
Base Charge
(4 hours)
$ 400
$ 150
$ 135
$ 125
$ 160
$ 120
$ 240
Additional Charge for
every hour after 4 hours
N/A
$ 30/hour
$ 27/hour
$ 25/hour
$ 40/hour
$ 30/hour
$ 60/hour
Fifteen percent (15%) of the total charges incurred for
such use as calculated above
$ 170 $ 85/hour
$ 330 $ 165/hour
$ 100 N/A
1840766.1