City of Culver City, California
Agenda Item Report
Meeting Date: 05/23/11 Item Number: JC-1
JOINT CITY COUNCIL / REDEVELOPMENT AGENCY BOARD AGENDA ITEM: (1)
Approval of an Encroachment Permit Agreement with Century Wilshire
Incorporated for Installation of Public Right-of-Way Improvements Adjacent to the
Culver Hotel, and (2) Review and Approval of Plans and Specifications for
Improvements to the Culver Hotel.
Contact Person/Dept.:
Joe Susca / CDD
Todd Tipton / CDD
Contact Person/Dept.:
310-253-5763
310-253-5783
Fiscal Impact: Yes [] No [X] General Fund: Yes [] No [X]
Public Hearing: [] Action Item: [X] Attachments: [X]
Commission Action Required: Yes [] No [X] Date: _______________
Public Notification: (E-Mail) Meetings and Agendas – City Council (05/1911); (E-Mail)
Meetings and Agendas – Redevelopment Agency (05/19/11); (E-Mail) Century Wilshire
Inc. and the Culver Hotel (05/06/11); (E-Mail) The Downtown Business Association
(05/06/11).
Department Approval:
Sol Blumenfeld: (04/05/11)
Agency General Counsel:
Murray Kane (05/19/11)
City Attorney:
Carol Schwab (by H. Baker) (05/17/11)
Chief Financial Officer Approval:
Jeff Muir (by M. Noller) (05/18/11)
City Manager/Executive Director Approval:
John Nachbar (05/19/11)
RECOMMENDATION:
Staff recommends the City Council and Redevelopment Agency Board (1) approve
an Encroachment Permit Agreement for improvements in the public right-of-way
adjacent to the Culver Hotel and (2) approve plans and specifications for
improvements to the Culver Hotel.
BACKGROUND:
On January 15, 2011 the Culver City Redevelopment Agency Board approved an
Owner Participation Agreement (OPA) with Century Wilshire Incorporated (Century)
for the Culver Hotel (Hotel).
Pursuant to the OPA, parking will be provided for Hotel employees and overnight
guests in downtown parking structures in exchange for Century completing
approximately $2.1 million in improvements to the Hotel. In addition, the Agency
Board agreed to fund $87,000 in Hotel improvements consisting of guest way-finding
signage, an awning that creates a formal Hotel entrance from Culver Boulevard, and
illuminated bollards along the Culver Boulevard curb to guide guests to the Hotel’s
valet station at night. City of Culver City, California
Agenda Item Report
If after completion of the improvements any of the $87,000 remains, Century may
also install up-lights in the sidewalk to illuminate the Hotel’s exterior, add new
signage, remove the exterior fire escape staircase on the west-facing façade, and
modify the existing fire escape on the north-facing façade of the Hotel.
On February 22, 2011 the City Council and Agency Board executed a Pledge
Agreement that transferred Agency assets to the City due to the uncertainty created
by the governor’s proposal to eliminate redevelopment agencies throughout the
state. As a result, the rights, responsibilities, and obligations of the Agency under
the OPA have been assumed by the City pursuant to the Pledge Agreement. This
includes the obligation to disburse the $87,000 upon satisfaction of the appropriate
conditions by Century.
DISCUSSION:
The improvements in the public right-of-way (awning, up-lights, bollards, etc.) require
issuance of an Encroachment Permit Agreement (Agreement) prior to installation.
Therefore, the City Council is being requested to approve the attached Agreement
for the Hotel improvements proposed to be located adjacent to the Hotel in the
public right-of-way.
Because the Agency assigned the OPA to the City, per the OPA, both the Agency
Board and City Council are being asked to review and approve the plans and
specifications for the $87,000 in improvements the OPA funds (way-finding signs,
awning, illuminated bollards, etc.). Attached are the plans and specifications for
those improvements.
The Culver Hotel is listed on the National Registry of Historic Places. Staff has
determined that the proposed exterior improvements to the Hotel satisfy the U.S.
Secretary of the Interior’s Standards for Rehabilitation and that they will have less
than a significant impact to the character-defining features of the Hotel. As a result,
staff will administratively issue a Certificate of Appropriateness to the Hotel for
completion of the improvements.
FISCAL ANALYSIS:
The Hotel will fund the cost of obtaining the Certificate of Appropriateness and
Agreement from the City. The funds for implementing the OPA ($87,000) were
appropriated in the Agency Board Adopted Budget for Fiscal Year 2010/2011.
Under the various agreements between the City and the Agency, the Agency funds
have been transferred to Special Revenue Funds of the City for the purposes of
implementing the various agreements. Therefore, sufficient funds have been
appropriated to fund the obligations of the City under the OPA. City of Culver City, California
Agenda Item Report
ATTACHMENTS:
1. Encroachment Permit Agreement
2. Plans and Drawings for Agency-Funded Hotel Improvements
MOTIONS:
That the City Council and Redevelopment Agency Board:
1. Approve the plans and specifications for the Agency-funded improvements
adjacent to the Culver Hotel;
2. Approve an Encroachment Permit Agreement for the Culver Hotel awning,
illuminated bollards, sidewalk up lights, fire escape apparatus and signage; and
3. Authorize the City Attorney and Agency General Counsel to review/prepare the
necessary documents; and
4. Authorize the City Manager/Executive Director to execute such documents on
behalf of the City and Agency, respectively.
MEETING DATE: 05/23/11
AGENDA ITEM: CITY COUNCIL AGENDA ITEM: Consideration of an
Encroachment Permit Agreement with Century
Wilshire Incorporated for Installation of Public Right-
of-Way Improvements Adjacent to the Culver Hotel,
and Review of Plans and Specifications for
Improvements to the Culver Hotel.
ATTACHMENTS
Item Description Pages
1
2
Encroachment Permit Agreement
Plans and Drawings of Agency-Funded Hotel
Improvements
1 - 13
14-19
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ENCROACHMENT PERMIT AGREEMENT
PARTIES: City of Culver City, a California municipal corporation
9770 Culver Boulevard
Culver City, California 90232
ATTN: Public Works Director/City Engineer
(“City”)
Culver City Redevelopment Agency, a public body, corporate and
politic
9770 Culver Boulevard
Culver City, California 90232
ATTN: Sol Blumenfeld, Asst. Executive Director
(“Agency”)
Century Wilshire, Inc., a California corporation, dba “The Culver
Hotel”
9400 Culver Boulevard
Culver City, CA 90232
ATTN: Maya Mallick
(“Permittee”)
RECITALS:
A. WHEREAS, Permittee wishes to encroach onto the City’s public right-of-way (the
“Property”), which is illustrated in Exhibit “A,” by installing certain exterior and
underground improvements to The Culver Hotel, located at 9400 Culver
Boulevard, Culver City, California;
B. WHEREAS, the City will be issuing an encroachment permit authorizing the
installation of these exterior and underground improvements;
C. WHEREAS, Agency will be reimbursing Permittee for the cost to install some or
all of these exterior and underground improvements;
D. WHEREAS, the parties wish to memorialize the terms and conditions applicable
to the installation of these exterior and underground improvements and to the
issuance of the related encroachment permit.
NOW, THEREFORE, in consideration of the mutual promises and agreements
hereinafter contained, the parties hereto agree as follows:
1. Pursuant to Section 204 of that certain Owner Participation Agreement
executed by and between Agency and Permittee on January 15, 2011, Agency hereby
approves the plans and drawings previously submitted by Permittee, for those exterior and
underground improvements that may in whole or in part be funded by the Agency, as
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specified in Attachment No. 3 of the Owner Participation Agreement, and which are the
subject of this Encroachment Permit Agreement (“Agreement”).
2. The City hereby grants Permittee permission to encroach onto the Property
via the installation of the following exterior and underground improvements (as depicted in
Exhibit “B” of this Agreement):
a. Illuminated bollards;
b. In-ground sidewalk up lights;
c. An awning attached to the Culver Hotel including necessary support
structures;
d. A blade sign attached to The Culver Hotel;
e. Electrical conduit lines providing power from The Culver Hotel to the
illuminated bollards and in-ground sidewalk up lights;
f. A ladder system attached to the Culver Hotel.
3. The rights granted by this Agreement are granted based upon the above-
referenced representations. If Permittee uses the Property for any uses other than
installation of the above-described exterior and underground improvements, the City may
terminate this Agreement after providing Permittee written notice and an opportunity to cure
its non-permitted use(s) within 30 days of receipt of such notice.
4. The City reserves the right to charge Permittee reasonable compensation
consistent with applicable law for the use of the Property. By entering into this Agreement,
the City has determined that it will not charge Permittee for the use of the Property, but
such determination shall not constitute a waiver of any rights, either legal or equitable, to
which it may otherwise be entitled.
5. After installation of any of the above-referenced exterior or underground
improvements, Permittee, at its sole cost and expense, shall return any portion of the
Property disturbed by installation of these improvements to the condition it was in prior to
installation of these improvements by Permittee.
6. Permittee, at its sole cost and expense, shall be responsible for the
maintenance of all exterior or underground improvements installed by Permittee pursuant to
this Agreement and any and all damage to these exterior or underground improvements
shall be repaired by Permittee, at no cost or expense to the City or Agency and to the
reasonable satisfaction of the City’s Public Works Director, unless such damage to the
exterior or underground improvements is caused by either the Agency or the City, in which
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case the Agency or the City shall be responsible for making such repairs at no cost or
expense to the Permitee. In the event Permittee declines to make repairs reasonably
deemed necessary, the City may terminate this Agreement after providing Permittee written
notice and an opportunity to make the necessary repairs to the improvements within 30
days of receipt of such notice.
7. Permittee, at its sole cost and expense, shall provide electricity to any of the
exterior or underground improvements needing electricity to operate.
8. Aside from installing the above-referenced exterior and/or underground
improvements in a manner approved by the City, Permittee shall not modify the Property in
any manner.
9. The parties agree that this Agreement may be terminated, in whole or in part,
to accommodate the City or the Agency's modifications or improvements to the Property or
to accommodate any public use. Within 30 days of termination of this Agreement,
Permittee, at its sole cost and expense, shall, to the extent required by any involved notice
of termination, remove the above-referenced exterior and underground improvements and
return the impacted Property to the condition it was in prior to installation of the exterior and
underground improvements. This provision shall not apply to the blade sign or ladder
system attached to the Culver Hotel.
10. Prior to starting any construction or excavation pursuant to this Agreement,
Permittee shall file with City a Ten Thousand Dollar ($10,000) cash deposit or a non-
cancellable letter of credit, in a form acceptable to City’s City Attorney, to ensure
satisfactory completion of Permittee’s duties pursuant to Para. 9 of this Agreement. A cash
deposit made pursuant to this paragraph, Para. 10, shall be held by the City, without liability
for interest, for the duration of this Agreement. The rights and remedies granted to City
pursuant to this paragraph are in addition to City’s other remedies as provided in this
Agreement or by law. A cash deposit or letter of credit deposited with City pursuant to the
provisions of this paragraph, Para. 10, will be refunded to Permittee upon termination of
this Agreement and confirmation by City’s Public Works Department that Permittee has
complied with the provisions of Para. 9 of this Agreement.
11. The permission granted under this Agreement shall not in any event
constitute an easement on or an encumbrance against the Property. No right, title or
interest in the Property, or any part thereof, shall vest or accrue to Permittee or any other
entity or person by reason of this Agreement, the issuance of any related encroachment
permit(s) or the exercise of the privileges given thereby.
12. Upon receipt of any notice of termination from City, Permittee shall have 180
days to cease use of the Property; except that in the event of an emergency, as reasonably
determined by City’s Public Works Director, Permittee shall immediately cease use of the
Property upon notification by the City’s Public Works Director. This provision shall not
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apply to the blade sign or ladder system attached to the Culver Hotel.
13. In the event of termination of this Agreement, but excepting any unlawful
breach or repudiation of this Agreement by the Agency, Permittee hereby waives and
releases any and all rights or claims for cost reimbursement, inverse condemnation,
relocation benefits or any other legal or equitable action the Permittee may otherwise have
against the City or Agency.
14. Without limiting any other obligation set forth in this Agreement, Permittee
shall provide City with a Certificate of Insurance in the amount of Two Million Dollars
($2,000,000) for General Liability (the “Policy”). That amount may be provided by two
separate One Million Dollar ($1,000,000) policies, provided the aggregate limits are Two
Million Dollars ($2,000,000). The Policy(ies) shall provide, or be endorsed, with an
endorsement approved by the City Attorney’s Office, which shows the City, the Agency and
their officers and employees are additional insureds under the Policy, the Policy is primary,
the Policy has a severability provision and any City-policy is non-contributing.
15. Except for such liability and obligations as the City has to maintain the
Property as a public sidewalk and/or public right-of-way, Permittee and its successors and
assigns shall and do hereby indemnify, hold harmless and defend the Agency, the City, its
elected and appointed officials, officers, employees, agents and representatives
(“Indemnitees”) from any and all suits and causes of action, claims, charges, damages,
judgments, demands, civil fines, penalties or losses of any kind or nature whatsoever,
including attorney fees and court costs, which may arise against any or all Indemnitees by
reason of any real or personal property damage, personal injury or death arising or
resulting from Permittee’s use and/or control of the exterior and underground improvements
located in the City’s public rights-of-way pursuant to this Agreement. This indemnity and
obligation to hold harmless shall apply regardless of whether or not Agency or City
prepared, supplied, or approved plans or specifications or inspected any work or repairs to
the above-referenced exterior improvements.
16. Prior to starting any construction or excavation pursuant to this Agreement,
Permittee shall file with City a performance and completion bond in the amount of Twenty
Five Thousand Dollars ($25,000), in a form acceptable to City’s City Attorney, to ensure
satisfactory completion of the exterior and underground improvements and restoration of
the Property after completion of the exterior and underground improvements. Alternatively,
Permittee may comply with this requirement by filing a Twenty Five Thousand Dollar
($25,000) cashier’s check with City prior to starting any construction or excavation pursuant
to this Agreement. Upon completion of the exterior and underground improvements and
compliance with the provisions of Para. 5 of this Agreement, City will release the
performance and completion bond or return the cashier’s check to Permittee.
17. Prior to starting any construction or excavation pursuant to this Agreement,
Permittee shall file with the City a payment bond in the amount of Twenty Five Thousand
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Dollars ($25,000),in a form acceptable to City’s City Attorney, to guarantee payment to any
contractors or sub-contractors involved in the construction or installation of the exterior
and/or underground improvements.
18. If litigation arises out of this Agreement for the performance thereof, then the
court shall award costs and expenses, including attorney’s fees, to the prevailing party. In
awarding attorney’s fees, the court shall not be bound by any court fee schedule, but shall
award the full amount of costs, expenses and attorney’s fees paid or incurred in good faith.
19. The terms of this Agreement shall be interpreted according to the laws of the
State of California. If litigation occurs, then venue shall be in the Superior Court of Los
Angeles County.
20. All notices required or provided for under this Agreement shall be in writing,
delivered in person or by certified mail, return receipt requested, or by a nationally
recognized overnight delivery service addressed to the parties as indicated on the first page
of this Agreement. Any notice so delivered shall be effective upon the date of personal
delivery or, in the case of mailing, upon delivery. Any party may change its address for
notice by giving 10 days’ notice of such change in the manner provided for in this
Paragraph.
21. While that certain Owner Participation Agreement executed by and between
Agency and Permittee on January 15, 2011 is in effect, Permittee shall provide City’s Public
Works Director/City Engineer with written notice of assignment of the Owner Participation
Agreement at least four weeks prior to the effective date of such assignment. Such notice
shall provide, at a minimum, the name and address of the proposed assignee and the
expected effective date of such assignment. After that certain Owner Participation
Agreement executed by and between Agency and Permittee on January 15, 2011 is no
longer in effect, Permittee shall not transfer or assign this Agreement without the written
consent of City.
22. A waiver by either party of any breach of any term, covenant, or condition
contained in this Agreement shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant, or condition contained in this Agreement whether
of the same or different character.
23. The parties agree that no possessory interest is created by this Agreement.
However, to the extent that a possessory interest is deemed created, Permittee
acknowledges that notice is and was hereby given to Permittee, pursuant to California
Revenue and Taxation Code Section 107.6, that use or occupancy of any public property
pursuant to the authorization herein set forth may create a possessory interest which may
be subject to the payment of property taxes levied upon such interest. Permittee shall be
solely liable for, and shall pay and discharge prior to delinquency, any and all possessory
interest taxes or other taxes levied against Permittee’s right to possession, occupancy, or
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use of any public property pursuant to any right of possession, occupancy or use created
by this Agreement.
24. Permittee shall comply with all applicable federal, state and local laws, rules
and regulations.
25. Permittee shall obtain all City-required approvals and permits necessary for
installation or continued use of the exterior and/or underground improvements.
26. If any part of this Agreement is held invalid, the remaining terms and
conditions shall not be affected unless their enforcement under the circumstances would be
unreasonable, inequitable, or otherwise frustrate the purposes of this Agreement.
27. Except for that certain Owner Participation Agreement executed by and
between Agency and Permittee on January 15, 2011 and the agreements referred to
therein, this Agreement, including the exhibits attached hereto, constitutes the entire
agreement between the parties and supersedes any previous verbal or written agreements
with respect to the subject of this Agreement. Nothing in this Agreement shall be deemed
to modify, alter or amend that certain Owner Participation Agreement executed by and
between Agency and Permittee on January 15, 2011.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective duly authorized representatives as of the dates indicated
below.
-- Signatures on the following page --
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"City" "Permittee"
CITY OF CULVER CITY, a CENTURY WILSHIRE, INC.,
Municipal Corporation a California Corporation
By: ________________________ By: __________________________
John Nachbar Maya Mallick
City Manager Owner
Date: _______________________ Date: __________________________
"Agency"
CULVER CITY REDEVELOPMENT AGENCY, a
public body, corporate and politic
By: ________________________
Sol Blumenfeld
Assistant Executive Director
Date: _______________________
Approved as to Content Approved as to Form and Legal Content
____________________________ ____________________________
Charles D. Herbertson Carol A. Schwab
Public Works Director/City Engineer City Attorney
Date: ______________ Date: ______________
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ATTACHMENT NO. 1
Page 13Plans and Drawings of Agency-Funded Hotel Improvements
AFTER BEFORE
Fire Escape Staircase and H-O-T-E-L Sign Removal
(The H-O-T-E-L sign may be replaced with a different sign)
ATTACHMENT NO. 2
Page 14Plans and Drawings of Agency-Funded Hotel Improvements
Site Plan Depicting Placement of Sidewalk Up Lights, Awning, Fire Escape Ladder, Blade Sign and Illuminated Bollards
ATTACHMENT NO. 2
Page 15Plans and Drawings of Agency-Funded Hotel Improvements
Existing Main Entrance
Awning Design below
will be replicated:
New Culver Boulevard Side Awning
ATTACHMENT NO. 2
Page 16Plans and Drawings of Agency-Funded Hotel Improvements
Illuminated Bollards and Sidewalk Up Lights
ATTACHMENT NO. 2
Page 17Plans and Drawings of Agency-Funded Hotel Improvements
Guest Way-Finding Signage
ATTACHMENT NO. 2
Page 18Plans and Drawings of Agency-Funded Hotel Improvements
New Blade Signage
ATTACHMENT NO. 2
Page 19