HomeMy WebLinkAboutED Lease Rice Dr to Paramount Picturesciry of Agenda Item No: 31
Meeting Date: August 15, 2016
SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Economic Development
Prepared by: Tom Adams, ED Specialist City Manager Approval:
TOPIC: Agreement with Paramount for Use of City -owned Parcel for Staging Purposes
SUBJECT: Resolution of the San Rafael City Council Authorizing the City Manager to
Enter Into a Short Term Lease Agreement With Paramount Pictures Corporation, for
Parking and Staging on the City Property Located at Rice Drive and Francisco Blvd. West
(APN 013-041-44)
RECOMMENDATION: Adopt Resolution.
BACKGROUND: In recent weeks, Paramount Television in association with Netflix has been
working on a serialized TV production titled '13 Reasons Why' based upon a popular teen novel.
Paramount/Netflix has been and will continue to be filming throughout the North Bay with
several locations in San Rafael. The film production has requested the use of this Agency/City
owned property as a satellite parking and staging facility for film production staff cars and film
production trucks. This satellite parking facility will allow the film company to have a smaller
parking footprint within the neighborhoods where the film shoot actually happens and it will thus
benefit the operations of the film production throughout the community.
The subject parcel (APN 013-041-44) is a City -owned remnant located at the corner of Rice
Drive and West Francisco Blvd. between the State owned parcel on West Francisco and a
privately -owned parcel next to the SMART tracks. The parcel is approximately 7,000 square
feet.
ANALYSIS: The Redevelopment Agency previously owned this parcel, and leased it as new
car storage between the years of 2004 and 2014. Staff initially started negotiations for an
extension of the new car storage lease in 2014, however, at the time it was unclear as to the
future status of this property as it was under discussion with the State as part of the San Rafael
Redevelopment Successor Agency Long Range Property Management Plan (LRPMP).
Ultimately, the State approved the Agency's LRPMP in November 2015 which allowed the
Redevelopment Successor Agency to transfer this property to the City of San Rafael. The
property is now in the City's ownership.
Staff believes that a temporary use agreement for parking and staging for a film production is
the best use for the property at this time as this action will not preclude future uses for
governmental purposes. It should be noted that this parcel is located in an area adjacent to the
FOR CITY CLERK ONLY
File No.: 2-10
Council Meeting: 08/15/2016
Disposition: Resolution 14173
SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
SMART tracks between the San Rafael Downtown and the Larkspur Ferry which is currently
under study for the extension of the SMART service to Larkspur. As part of the current analysis,
several track alignments are under review which may or may not affect this property and thus, a
short term use of the property is recommended until the ultimate track alignment is decided and
construction plans are finalized.
Staff is recommending a term of use that would begin immediately upon execution of the use
agreement (approximately August 19) and terminate on or about December 19, 2016. The
rental rate for the use by Paramount would be $1,000 per month. While the parties have agreed
upon these terms, Staff has been working with Paramount representatives on the details of the
use agreement and the form of the agreement has not been finalized. Accordingly, Staff seeks
Council's authorization for the City Manager to enter into the use agreement once it has been
finally approved as to form by the City Attorney.
FISCAL IMPACT: Adoption of the resolution will result in $4,000 in revenues for the City's
General Fund.
OPTIONS:
Adopt the resolution authorizing the City Manager to enter into the use agreement in a form
to be approved by the City Attorney.
Direct staff to modify the resolution.
Do not adopt the resolution and provide direction to staff
ACTION REQUIRED: Adopt resolution.
ATTACHMENTS:
Resolution
RESOLUTION NO. 14173
A RESOLUTION OF THE SAN RAFAEL CITY COUNCIL AUTHORIZING THE CITY
MANAGER TO ENTER INTO A SHORT TERM LEASE AGREEMENT WITH
PARAMOUNT PICTURES CORPORATION, FOR PARKING AND STAGING ON THE
CITY PROPERTY LOCATED AT RICE DRIVE AND FRANCISCO BLVD WEST (APN 013-
041-44)
WHEREAS, the City of San Rafael is a municipal corporation which provides services and
public infrastructure to residents, businesses, and visitors; and
WHEREAS, certain municipally owned properties do not currently serve an essential function
and are thus, available for lease until an essential municipal purpose is determined; and
WHEREAS, in 2004, the former San Rafael Redevelopment Agency approved a lease for
Agency -owned property located at Rice Drive and Francisco Blvd. West (the "Property") which was
extended in 2009 and again in 2012; and
WHEREAS, the previous lessee vacated the Property at the end of 2014; and
WHEREAS, the Property has been transferred into the ownership of the City of San Rafael;
and
WHEREAS, Paramount Pictures Corporation is proposing to use the Property for
approximately four months through December 19, 2016, pursuant to a short term lease, for parking and
staging in connection with a local film production; and
WHEREAS, Paramount Pictures Corporation is willing to pay, and the City is willing to
accept, rental in the amount of $1,000 per month for the desired use of the Property.
WHEREAS, the Property is not available for use as a stand-alone parcel since it lacks access
and it must be used in conjunction with a parcel owned by the adjacent property owner which has
access to the street; and
WHEREAS, a lease for the short term use of the Property is categorically exempt from review
under the California Environmental Quality Act (CEQA), pursuant to CEQA Guidelines, 14 Cal Code
of Regs § 15304, as a minor alteration to land use limitations; and
WHEREAS, the use of the Property will generate much needed revenue for the City of San
Rafael that may be used to fund essential services; and
WHEREAS, the use of the Property for parking and staging for a film production will help the
economy of San Rafael through an increase in local business activity, transient occupancy tax, and
sales tax revenue; and
WHEREAS, the Property (APN 013-041-44) that is proposed to be leased is depicted in the
map attached as Exhibit A.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of San Rafael does
hereby authorize the City Manager to execute a lease for the City -owned property at Rice Drive and
Francisco Blvd. East (APN 013-041-44) through December 31, 2016, for a monthly rent of $1,000, in
a form to be approved by the City Attorney.
I, ESTHER BEIRNE, Clerk of the City of San Rafael, hereby certify that the foregoing resolution was
duly and regularly introduced and adopted at a meeting of the City Council of said City held on
Monday, the 15th of August, 2016, by the following vote, to wit:
AYES: COUNCILMEMBERS: Bushey, Colin, Gamblin, McCullough & Mayor Phillips
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: None
ESTHER BEIRNE, City Clerk
NON -FILMED LOCATION SUPPORT SERVICES AGREEMENT
This agreement ("Agreement") is entered into effective as of August 16, 2016 by and between the
City of San Rafael, a municipal corporation ("City") whose address is: 1400 Fifth Avenue, P.O. Box
151560, San Rafael, CA 94915 and Paramount Pictures Corporation ("Company"), whose
address is: 5555 Melrose Avenue, Los Angeles, California 90038, Attn: Television Legal, in
connection with the television production currently entitled "THIRTEEN REASONS WHY" (the
"Production"), and shall become effective as of the above date.
1. Rights Granted: City hereby grants to Company, its employees, agents, contractors and
suppliers, and such other parties as it may authorize or designate, the right to enter and use the
City's vacant land (AP No. 013-041-44) located near the intersection of Francisco Boulevard West
and Rice Drive in San Rafael (the "Property") in connection with the Production for the purpose of
base camp and parking vehicles thereon, and the right to bring and utilize thereon personnel,
personal property, material and equipment in connection with the Production, with access to and
from the Property available through the existing access on the neighboring property (AP No. 013-
041-54), provided that written permission for such access is first obtained by Company from the
owner of such property, (Bacci Family LTD Partnership), all at the sole risk of Company and
Company's employees, and not at the risk of City. Company acknowledges that a condition
precedent to this Agreement becoming effective is the City's approval of a temporary use permit for
Company's use of the Bacci Family LTD Partnership property and City's Property for the purposes
described herein.
2. Term: Access to the Property is granted to Company for the period commencing on the
date Company obtains an administrative use permit from the City for use of the Property for the
purposes described in Paragraph 1 and ending on December 31, 2016 (the "Term"), provided,
however, that Company may terminate this Agreement without penalty upon 30 days written notice
to City at its address listed herein.
3. Location Fee: In full consideration for use of the Property, Company will pay to City One
Thousand Dollars ($1,000.00) per month for the Term of this Agreement (the "Location Fee").
Unless the parties agree otherwise in writing, the Location Fee will be payable upon issuance of
the administrative use permit for Company's use of the Property, provided that in the event
Company terminates this Agreement prior to expiration of the Term, any unacrrued sums
previously paid to City shall be returned to Company (pro -rated monthly). City acknowledges and
confirms that the Location Fee constitutes adequate and sufficient consideration for all rights
granted herein, and for any inconvenience that may be caused by Company's filming of a
television production on and around the Property and surrounding area.
4. Use and Repairs: Company agrees to leave the Property in as good order as when
received by Company, reasonable wear and tear excepted. City shall submit a written list notifying
Company of all claimed damage to the Property within three (3) business days following the date
that Company vacates the Property, and City shall permit Company to inspect the alleged damage,
if any. Provided that Company timely receives a written list of claimed damage and is afforded an
opportunity to inspect same, Company shall reimburse City for the actual and verifiable costs to
repair any actual and verifiable damage to the Property directly caused by Company's use thereof,
provided, however, that Company shall not be obligated to pay the cost of repair of any damage to
the Property caused by City.
5. Citv Representations and Warranties: City represents and warrants that City is the owner
(or the authorized agent of the owner) of the Property and has the full right and authority to enter
into this Agreement, and that the consent of no other party is necessary to effectuate the full and
Page 1 of 4
City of San Rafael—NON-FILMED LOCATION AGREEMENT—THIRTEEN REASONS WHY final cln_aa.docx
complete permissions and grant of rights made by City herein, except for the permission to access
the Property through the neighboring property as described in Paragraph 1 above.
6. Companv Insurance:
A. Scope of Coverage. During the term of this Agreement, Company shall maintain, at
no expense to City, the following insurance policies:
(1) A commercial general liability insurance policy in the minimum
amount of One Million Dollars ($1,000,000) per occurrence/Two Million Dollars
($2,000,000) aggregate for death, bodily injury, personal injury, or property damage.
(2) An automobile liability (owned, non -owned, and hired vehicles)
insurance policy in the minimum amount of One Million Dollars ($1,000,000) per
occurrence, including broadened pollution liability endorsement (Form MCS -90 and 99 48
10 13) of up to Five Million Dollars ($5,000,000).
(3) If it employs any person, Company shall maintain worker's
compensation and employer's liability insurance, as required by the State Labor Code and
other applicable laws and regulations, and as necessary to protect both Company and City
against all liability for injuries to Company's officers and employees. Company's worker's
compensation insurance shall be specifically endorsed to waive any right of subrogation
against City.
B. Other Insurance Requirements. The insurance coverage required of the Company
in subparagraph A of this section above shall also meet the following requirements:
(1) The commercial general liability insurance policy, and the automobile
liability policy (if any) shall be specifically endorsed to include the City, its officers, agents,
employees, and volunteers as additional insureds under the policies.
(2) The additional insured coverage under the commercial general
liability insurance policy, and the automobile liability policy (if any), shall be primary with
respect to any insurance or coverage maintained by City and shall not call upon City's
insurance or self-insurance coverage for any contribution. The "primary and non-
contributory" coverage in Company's policies shall be at least as broad as ISO form CG20
01 0413.
(3) The insurance policies shall be specifically endorsed to provide that
the insurance carrier shall not cancel, terminate, or otherwise modify the terms and
conditions of said insurance policies except upon ten (10) days' written notice to the City..
(4) If the insurance is written on a Claims Made Form, then, following
termination of this Agreement, said insurance coverage shall survive for a period of not less
than five (5) years.
(5) If the insurance is written on a Claims Made Form, then the
insurance policies shall provide for a retroactive date of placement coinciding with the
effective date of this Agreement.
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City of San Rafael—NON-FILMED LOCATION AGREEMENT—THIRTEEN REASONS WHY final cln_aa.docx
(6) It shall be a requirement under this Agreement that any available
insurance proceeds broader than or in excess of the specified minimum insurance
coverage requirements and/or limits shall be available to City or any other additional
insured party. Furthermore, the requirements for coverage and limits shall be: (a) the
minimum coverage and limits specified in this Agreement; or (b) the broader coverage and
maximum limits of coverage of any insurance policy or proceeds available to the named
insured—whichever is greater.
C. Deductibles and SIRs. Any deductibles or self-insured retentions in
Company's insurance policies must be declared to and approved by the City and shall not
reduce the limits of liability. Policies containing any self-insured retention (SIR) provision
shall provide or be endorsed to provide that the SIR may be satisfied by either the named
insured or City or other additional insured party. At City's option, the deductibles or self-
insured retentions with respect to City shall be reduced or eliminated to City's satisfaction,
or Company shall procure a bond guaranteeing payment of losses and related
investigations, claims administration, attorneys' fees, and defense expenses.
D. Proof of Insurance. Company shall provide City with all of the following: (a)
Certificate(s) of Insurance evidencing the insurance coverage required in this Agreement;
(b) a copy of the policy declaration page and/or endorsement page listing all policy
endorsements for the commercial general liability policy, and for the automobile liability
policy (if any); and (c) excerpts of policy language or specific endorsements evidencing the
scope of coverage and any exclusions under the automobile liability policy, and other
insurance requirements set forth in this Agreement. The insurance shall be approved as to
form and sufficiency by the City's attorney.
7. Indemnification:
A. Company shall, to the fullest extent permitted by law, indemnify, release, defend,
and hold harmless City, its officers, agents, employees, and volunteers (collectively, the "City
Indemnitees") from and against any claim, demand, suit, judgment, loss, liability, or expense of any
kind, including, but not limited to, reasonable outside attorneys' fees, expert fees, and all other
reasonable costs and fees of litigation (collectively "Claims"), arising out of Company's use of the
Property or its performance of or operations under this Agreement, except to the extent arising out
of the sole negligence or willful misconduct of City Indemnitees. In the event the City Indemnitees
are made a party to any litigation arising from Company's use of the Property or performance of or
operations under this Agreement, Company shall upon notice provide a defense to the City
Indemnitees, provided that City Indemnitees cooperate with Company's reasonable instructions
regarding such defense.
B. The defense and indemnification obligations of this Agreement are undertaken in
addition to, and shall not in any way be limited by, the insurance obligations contained in this
Agreement, and shall survive the termination or completion of this Agreement for the full period of
time allowed by law.
8. Remedies: In the event of a breach of this Agreement by Company, City shall not have the
right to seek to enjoin, restrain or otherwise interfere with the production, distribution, exhibition or
other exploitation of the Production, or the merchandising, advertising or publicity in connection
therewith.
9. Business License/Other Taxes: Company shall obtain and maintain during the duration of
this Agreement, a City business license as required by the San Rafael Municipal Code. Company
is advised that its use of the Property under this Agreement may create a possessory interest or
Page 3 of 4
City of San Rafael—NON-FILMED LOCATION AGREEMENT—THIRTEEN REASONS WHY—final cln_aa.docx
some other interest subject to taxes or assessments. Company understands and agrees that it
shall be responsible for payment of any applicable taxes or assessments.
10. COMPLIANCE WITH ALL LAWS. Company shall observe and comply with all applicable
federal, state and local laws, ordinances, codes and regulations, in Company's use of City's
Property under this Agreement. Company shall release, defend, indemnify and hold harmless City,
its officers, agents and employees from any and all damages, liabilities, penalties, and fines from
any noncompliance or violation of any laws, ordinances, codes or regulations in Company's use of
the Property under this Agreement, except for those arising out of the negligence or willful
misconduct of City.
10. Restriction on Waste. Nuisance and Hazards. Company shall not allow any waste,
nuisance or hazard to occur or exist on the Property.
11. Assianment and Transfer. Company shall not voluntarily assign, encumber or transfer its
interest under this Agreement to any third party without the prior written consent of the City, unless
such assignment is to a parent, subsidiary, related or affiliated company.
12. Attornevs' Fees and Costs. If either party commences litigation against the other party
arising out of or in connection with this Agreement, the prevailing party shall be entitled to recover
from the losing party its reasonable outside attorney's fees and costs of suit.
13. APPLICABLE LAW: THIS AGREEMENT SHALL BE CONSTRUED AND ENFORCED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA APPLICABLE TO
AGREEMENTS OF THIS NATURE, AND CITY HEREBY CONSENTS TO THE JURISDICTION
OF SAID STATE.
14. Complete Understandina.: This Agreement contains the full and complete understanding
between the parties and supersedes all prior agreements and understandings regarding the
subject matter hereof and cannot be modified except by a writing signed by the parties. This
Agreement shall serve to confirm that no representative of City, nor anyone acting on City's behalf,
has given, is planning to give or agreed to give anything of value to any employee of Company,
any member of the production staff or crew or anyone in any way associated with the Production,
in exchange for the use of the Property as provided for hereunder. This Agreement may be signed
in counterparts and transmitted via electronic mail and such electronic signature counterparts
taken together shall constitute an original binding agreement.
AGREED AND ACCEPTED:
COMPANY:
Sign. Nlx—�
Print:
All i Ga
Title:
:HCUtIve Viuw Irl e51de'I it
CITY:
Sign:
Print: Schutz
Title: City Manaqer, City of San Rafael
ATTEST:
As ea X C - Q ---e4 /Z."
Esther C. Beirne, City Clerk
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City of San Rafael -NON -FILMED LOCATION AGREEMENT -THIRTEEN REASONS WHY -final cin_aa.docx
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CONTRACT ROUTING FORM
INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below.
TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER:
Contracting Department: Economic Development
Project Manager: Tom Adams
Extension: 3134
Contractor Name: Paramount Pictures Corporation
Contractor's Contact: Ayo Adeyeye
Contact's Email: Ayo_Adeyeye@paramount.com
❑ FPPC: Check if Contractor/Consultant must file Form 700
Step RESPONSIBLE DESCRIPTION
DEPARTMENT
1 Project Manager a. Email PINS Introductory Notice to Contractor
f
— {- –
2 , City Attorney
3
4
5
6
7
8
9
b. Email contract (in Word) & attachments to City
Atty c/o Laraine.Gittens@cityofsanrafael.org
a. Review, revise, and comment on draft agreement
and return to Project Manager
b. Confirm insurance requirements, create Job on
PINS, send PINS insurance notice to contractor
Project Manager Forward three (3) originals of final agreement to
contractor for their signature
Project Manager When necessary, * contractor -signed agreement
agendized for Council approval
*PSA > $20,000; or Purchase > $35,000; or
Public Works Contract > $125,000
COMPLETED
DATE
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CONTINUE ROUTING PROCESS WITH HARD COPY
Project Manager
Forward signed original agreements to City
Attorney with printed copy of this routing form
City Attorney
Review and approve hard copy of signed
F-,/' -1 Jib
agreement
City Attorney
Review and approve insurance in PINS, and bonds
City Manager/ Mayor
(for Public Works Contracts)
Agreement executed by Council authorized official
City Clerk
Attest signatures, retains original agreement and
forwards copies to Project Manager
REVIEWER
Check/Initial
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ROUTING SLIP / APPROVAL FORM
INSTRUCTIONS: Use this cover sheet with each submittal of a staff report before approval
by the City Council. Save staff report (including this cover sheet) along
with all related attachments in the Team Drive (T:) --> CITY COUNCIL
AGENDA ITEMS 4 AGENDA ITEM APPROVAL PROCESS 4 [DEPT -
AGENDA TOPIC]
Agenda Item #
Date of Meeting: 8/15/2016
From: Tom Adams
Department: Economic Development
Date: 8/8/2016
Topic: Lease Agreement for City Property at Rice Drive
Subject: RESOLUTION OF THE SAN RAFAEL CITY COUNCIL APPROVING A USE
AGREEMENT BETWEEN THE CITY OF SAN RAFAEL AND PARAMOUNT TELEVISION, A
DIVISION OF PARAMOUNT PICTURES CORPORATION FOR THE CITY PROPERTY
LOCATED AT RICE DRIVE AND FRANCISCO BLVD WEST (APN 013-041-44)
Type: ® Resolution ❑ Ordinance
❑ Professional Services Agreement ❑ Other: Discussion Item
APPROVALS
® Finance Director
Remarks: MM - approved 8/8 with minor suggested edit.
® City Attorney
Remarks: LG -Approved 8/9/16 with suggested revisions.
® Author, review and accept City Attorney / Finance changes
Remarks:
® City Manager
Remarks:
