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HomeMy WebLinkAboutFresno Diamond Group - Downtown Stadium Parking AgmtAGREEMENT REGARDING PARKING FRESNO DOWNTOWN STADIUM PROJECT PARTIES: REDEVELOPMENT AGENCY OF THE CITY OF FRESNO, a Public Body, Corporate and Politic (the "Agency-) THE FRESNO DIAMOND GROUP, LLC a California limited liability company ("FDG") THE CITY OF FRESNO (the "City') RECITALS: 1. FDG, the Fresno Gr Indies, Inc., a California corporation, (the "Grizzlies') and the City have entered into a Sublease Agreement (Ibe `Sublea no'k dated the same date as this Parking Agreement under which the City will construct a multi-puryose seadium or downtown Fresno and sublease it to FDG and me Grizzlies (the "Stadium'). 2. The City and the Agency own and operate public parking lots and garages, in the vicinity of me Stadium and the City operates on -street parking spaces. 3. The use of the Stadium is dependent on the availability of safe, well-IiL and Well-opernted puking near the Stadium. There are few privately owned parking lots or garages Den the Stadium, and they have insufficient capacity to meet the needs of the Stadium. N. The parties have determined that basehall and other events that will he held at the Stadium will occur most often in the evenings and on weekends, which are the times during which there is currently little demand for parking in downtown Fresno. 5, This Parking Agreement sets ow the terms and conditions under which the Agency and the City will make public puking lots, garages, and on -street parking spaces available for use by the Stadium's employees, players and visitors. AGREEMENT: The parties agree as follows: Section 1. Definition of Soothes Parking Area. The area in which parking is to he provided under this Parking Agreement (the "Stadium Parking Area") is described in me aaached Exhibit "A' and by this reference made a pair hereof. Section 2. Definition of Public and Private Parking Specie. (a) Lou and garems owned by either the CIN or the Agency arc herehmfler referral m as "Public Lou". On,strem Parking spaces and parking spaces located in the Public Lots are halam er referted to as "Public Parking Sports". (b) Parking spaces located in lots or garages not owned by either the City or the Agency are heremofler refenad to as "Private Parking Spuea". Section 1. Definition of Other Significant Terms. The following terms, when used in this Parking Agreement, have the meanings set forth in this Section unless expressly provided to the contrary. (a) 'Minimum Parking Spaces' means the number ofparking spaces within the Stadium Parking Area that is three thousand. (b) "NomSmdium Parking Spacer Demand' menus the number of Parking spaces within the Sladium Parking Area that are required for public use, other then for Stadium Events, during Peak. Stadium Event Hours (Section 4(d) provides for the right of the City and the Agency to count Private Parking Spares in detemricang the availability). (c) .Parking/Attendance Ratio" means the number of puking spaces required in relation to the mother of persons in attendance at a Stadium Event The parties agee that until changed in accordance with the Provisions of Section 4(c), the ParkiuWAumdance Ratio is 1:2.6, i.e., ane Parking alone for each 2.6 people in attendance u customers or many other capacity in a Stadium Event. (d) "Pak Stadium Event Bonn' means the period from 6:00 P.M., through midnight, on any day either FDG, the Grialies or City holds a Studium Event (e) 'Seuou Parking Paa' mrau a pass that admits the bolder to an men designated for Season Pass Space(s) for any regular season home baseball game. (The Season Parking Pus, u defined, does not allow the holder to use the Season Puking Pass for concerts, esldbition bmeball games, or Stadium Events other than regular season home baseball games). (f) "mason Part Holden" are those holders of passes to regular consul home baseball games at the Stadium. (The passes held by Season Pau Holden do not allow the Season Pau Holder to use the Session Parking Pass for concerts, exhibition baseball game, or Stadium Events other than regular season home baseball games). (9) "Season Pass Space(s)' mems the parking space(s) in area reserved for use by Semon Pass Holders. (h) 'Stadium Event" means my baseball more. concur, soccer match, or other event held at the Stadium by either FDG, the thinedies or the City. (i) 'Stadium Event Parking' means parking by persons who are mending a Stadium Event as customers or in my other capacity. O 'Stadium Parking Hours" mems the time beginning one hour before the scheduled stmt of the Sodium Event and ending one hour after the conclusion of the Stadium Event (Section 8(h) provides for the City and Agency he use reasonable efforts to adjust Stadium Parking Hours to begin more than one hour before the achduled sort ofcenan Sodium Events). Section 4. City and Agency to Provide Parking Within Sodium Parking Area. (a) The City and the Agency will at all times during the term of this Parking Agreement use their hest efforts to maintain within the Sodium Parking Area puking spaces at least equal In the Minimum Parking Spaces for Peak Sodium Event Hours. (b) The Amies expect that the Stadium and other redevelopment activity downtown will goodly improve the business vitality of the Downtown Area The parries recognize that the success of the Agency's redevelopment effort requires than the City and the Agency have the 6eedom to use the Public Lots to their highest and best too, which may result in some of those Public Lots being redeveloped for office buildings, theaters, retail establishments. Parking garages, hotels or other uses as designated bythe Agency or City. The Agency and the City are not required to maintain or keep open specific Public Lots, Its shall use their hest efforts to provide the Minimum Picking Spaces m one or more locations within the Stadium Parking Area. It is utdersood by the parties herein that any failure of the City or Agency o supply Minimum Parking Species within the Stadium Parking Area during Pak Stadium Event Hours will not com6ote a breach or default by City or Agency of this Parking Agreement. (c) The Minimtm Perking Spaces is calculated to provide sufficient Parking spaces o accommodate the Parking spaces demand for a Stadium Annular" of 7,800 persons at a Parking/Anendmwe Ratio of 1:2.6 (7,8002.6 =3,000). The City, the Agency and PDG wch sholl have the right to redetermine the PmkinglAftendance Ratio not more fiequently than once in my calendar year by using statiflically reliable methods and procedures. Any pray electing to redetermine the PmkinglAftendmce Ratio shall inform the other parties before undertaking the work, shall meet and confer with them about the sotisticel method and procedures, and shall permit them to monitor and audit the collection of dam and calculation of the results in accordance with the established soundest method and procedures. The Minimum Parking Spaces shall he adjusted upwards or downwards in accordance with the results obtained. (d) The City and the Agency may coum Private Parking Spaces within the Stadium Parking Area toward the Minimum Parking Spaces, if(I) the Private Parking Spaces are available for the purposes end at the times for which the City and Agency are to maintain available parking under this Parking Agreement and (2) the available Private Peking Spaces are available at charge not exceeding that allowed to the City and the Agency under Section ] of this Parking Agreement. Section S. Estimate of Necessary Parking for Shflum Events. (a) The parties agree that the City and the Agency are not required to open all of the Public Lots for all Stadium Events but will attempt to open sufficient Public Lots to meet the parking spaces demand for each Stadium Event based upon the attendance esurnme forme Sual mn Event. (b) Promptly after the regular baseball season schedule is demrmined by the Pacific Coast League, but not later than the last business day of December in each year, FDG shall inform the City and the Agency of the dae and time of all Stadium Events that are men known to FDG for the ensuing twelve month period and shall Provide to the City and the Agency, FDG's then best estimate of the number of tornadoes expected for each such Stadium Event. (c) As and when FDG makes changes in its schedule of Shdimn Evens, and as and when it revises its cstimates of expected amenda se, it will inform the City and the Agency of the changes in schedule and asdmatN attendance. (d) The City and the Agency may use as a basis for their determinations of the number of Public Lora to be opened for each Stadium Event on the most recent attendance estimate provided to mem at least forty-eight (48) hours before the begin^ of the Stadium Event, taking into accou t the PakinglAmeadance gum. Section 6. Quality Control. The City and the Agency agree that they will maintain their respective Public lots and the pedestrian routes between them and the Stadium in a clean, well -lit and attractive nmruar and patrolled by police or other security personal in sufficient numbers, in the judgment of the Agency and the Chy, to establish public confidence in the convenience of the perking and the Personal safety of the users of the Public Loa aml mums. In no event does the occurrence of any criminal activity within any of the Public Lots, or me perpetration of criminal act or acts by an individual or imMividuais not the City, constitute a breach of this Parking Agreement by the City or the Agency. Section 7. Parking Rules. (a) The City and the Agencv will charge the °Stadium Event Panting Charge' for all Sodium Event Parking. (b) The Stadium Event Parking Charge will be $5.00 per vehicle until charged in accordance with this Parking Agreement. (The City and the Agency will have the right to set a higher charge for busses and over -sized vehicles Nat occupy more Nm one normal passenger vehicle parking space.) discretion. (c) The City and the Agency may decrease the charge in their sole (d) The City and the Agency may increase the charge subject to the following limit: the charge for Sodium Event Parking may not be greater then the charge made for night time event parking at Public Lots for events at Selland Arena, Somyan Theater and the Convention Center complex. Section 8. Semon Parking Passe and Other Special Parking Needs. (a) Except for the requirements of Nis Section, none of the Public Parking Spaces within the Sodium Parking Area are raluired m be set aside far the exclusive or preferential uses of the Stadium's employees, players or customers. (b) Subject to the provisions of this paragraph for later adjustments and notwithstanding my other provision of this Parking Agreement to the county, or lean eight hundred (800) Public Parkin Spaces shell be designated and reserved for use by Season Pass Holders. The spaces reserved fm Season Pass Holders shall be Nose having closest proximity to the Stadium, and to the extent that it is feasible to do so, shall he in Public Lots that are reserved solely for Season Pass Holden. During all reactor season home games occurring outside Peek Sodium Event Hours, the Season Parking Pass may be used in any available Public Loc During all regWw lemon home games occurring during Peak Stadium Event Hours, the Season Pass Specie) shell be reserved for use by Season Pass Holders. The number of Public Parking Spaces act aside for Season Pass Holders will be reviewed and adjusted from time to time on oke into accoum additional demand for and urdemah'zadon of such spaces. (c) The price for a Season Parking Pass shall be the product determined by multiplying the Sodium Event Perking Charge times the number of regular season home games times the utilization rote, rounded to the nearest whole dollar. The utilization rate for the fust baseball season shall be 0.6 (60°/). For example, using the unadjusted Stadium Event Parking Charge and the curent number of regular season home games, the price for a Season Parking Pass would be 5216.00 calculated as shown here: $5.00 x R home games x .60 = $216.00. The parties recognize that many Season Pass Holders will not attend all home games, and Nat the intent rn is Nat the average price per actual use paid by Season Pass Holders will be approximately the same as that paid by occasional visitors. The City, the Agency and FDG each SMI have the right to establish a statistically reliable procedure for determining the score ufilimfionmteiamyoneormorebaseb wmom. Anypanyelectngtotesi Neutitbaronrate shall inform the other paries before undertaking the test and permit Nem to monitor and audit the collection of data and calculation of the results in accordance with the established procedure. If the utilization rate is recalculated as descnbed in this paragraph, it shall be applied to the next regular baseball season for which Season Parking Passes have oat already been put on sale and to all subsequent years until the Nilization rate is re -determined in accordance with this paragraph. (d) FDG shall cause the Season Parking Passes to be printed and serially numbered at PLO's expense, and shall cause the printer to deliver all of the Season Parking Passes to the City. FDG shall design the Seasoe Parking Passes, but such design shall be subject to the approval of me City, which approval may not be unreasonably delayed or withheld. Season Parking Passes will be released by the City to FDG upon payment for them. (e) The City and the Agency agree to allow time parking for game officials humpires, reforms, etc.) and other event staff and muha, not to exceed 200 Public Parking Spaces per Stadium Event. These puking requirements may he met by the reservation Of On -street or off-street parking locations or by the issuance of parking paces useable at one or more Public Lots. The locations(s) of the reserved Parking spaces shall be datmur rid by the City after consultation with FDG and shall, to the extent practicable, take into account FDG's recommendations and suggestions. If parking passes tie issued, Ney shall be printed by FDG, delivered by the printer to the City, and issued by the City to FOG in reasonable increments and subject to such reasonable rules concerning accounting for their distribution and use as the City may esmblish. (G If the City or the Agency offers monthly or other periodic panting passes for daily parking use of Public Lots, they shall make them available to FDG for its employee and staff puking needs at the most favorable price at which they are offered to other users. (g) The CiN and the Agency recognize that Public Lot 6A (-Lot 6A"), which abuts the Stadium site, may be needed for use by the. Stadium in staging concerts and other special events. Subject to Section 4(b) for Public Lots, the City and the Agency shat reserve Lot 6A for FDG's use forspecial event staging fm reasonable periods of time, taking into account other public needs. Lot 6A shall be reserved for FDG's use for Of Stadium Events occurring during Peak Stadium Event Hours. No targe shall be imposed for use of Lot 6A. The Public Parking Spaces in Lot 6A tie included in the 200 free Public Puking Spaces in pamgraph (e) of Nis Section In the event that Lot 6A becomes ursomilable in accordance with Section 4(b), the City and the Agency will use thein best efforts to work with FDG to find an alternative loortion(s) for special event staging. (h) It is mderstord that Stadium attendees will arrive ember then usual for ceemin Stadium Events such as mldout Stadium Events mW promotions dares such as hat day, but day and other Smdimn Events when favors are provided to a Iimitei number of attendees who arrive first. If PDG provides adequate advance notice on the City and the Agency of the occurrence of any such Stadium Event City and Agency will range a reasonable effort to adjust the Stadion Parking Nous for one or more of the Public Lots to accommodate the needs of the attendees. Section 9. Operational Agreements. (a) The term of this Parking Agreement shell commence upon its execution and shall expire upon the expiration or maturation of the Sublease. (b) FDG will give notice to the City and the Agency in accordance with this Parking Agreement of my Stadium Event for which the attendance is expected to be less then 500 persons or for which the attendance is expected to be at least 500 persons but for which the parking is not expecte to require all of the Public Periling Spores N be made available. At City and Agency's sole discretion, the Special Event Parking Charge need not be collated for Smdium Events fm which the atteodmce is expected to be less than 500 persons. (c) The City and the Agency shell meet and confer with FDG and Haider the views of FDG in all metiers within the City and the Agency's authority and discretion order this Parking Agreement before the City nod the Agency exercise their authority or discretion. This meet end trader requirement will not apply to City or Agency rations related W the determirmtion of what spcei ac Public 1xas are necessary to mmmmodau parking Nr my given Stadium Event. Section 10. Entire Understanding. This Parking Agreement expresses the more mderslmding and all agreements of the Parties herein with each other concerning its subject contact and neither party hereto Ims made or shall be bound by my agreement or my representation w the other party which is not expressly set foM herein or incorporated herein by reference. This Parking Agreement may be contradicted by evidence of my prior or contemporaneous sutemrnts or agreements. No party has been induced to enter into this Parking Agreement by, nor is my party relying on, my representation, um erstmding. agreement, mmminoent or warranty ouside those expressly set forth in this Perking Agreement. Section It. Execution he Counterparts; One Instrument This Parking Agreement may be executed un several com erpasrs, each of which shall be m original, and 91 of which shall constitute but one anal the same instrument. Section 12. Natures. Calm otherwise expressly specified or permitted by the terms hereof, all notices, consents or other communications required or perriti hveonder shall be deemed sufficiently given or served if given in writing, mailed by first class mail, postage Prepaid (numn receipt requested), overnight courier or facsimile transmission (where receipt of such facsimile transmission is confirmed by the recipient thereof sell where a copy, of such facsimile traamission is provided to the recipient via that class mail) and addressed se follows: nofices shall he deemed effective upon receipt: If to the City, addressed to: City Maager CFFY OF FRESNO 2600 Fresno Street Fresno, California 93721 If to the Agency, address to: Executive Director REDEVELOPMENTAGENCY OF THE CITY OF FRESNO 2344 Tulare Street, Soho 200 Fresno, California 93721 If m FOG, addressed to: President FRESNO DIAMOND GROUP, LLC 700 Van New Fresno, Califortua 93721 Each party may from time to time by notice in writing to the other designate a different address or addresses for notice hereunder. Station 13. Further Assurances. Each party agrees m execute and deliver any instruments and to perforin any acts U may be necessary or reasonably requested by any other party in order to give fWl effect to the Puking Agreement. Each party, in order at carry out his Puking Agreement, shall ase all ormusbie efforts to provide such information, execute such farther instruments and document, and take such action as may be reasanebly requested by the other and not inconsistent with the Provisions of the Puking Agreement and not involving the assumption of obligations or liabilities different from or in excess of or in addition to those expressly provided for herein. Sectianla. Binding Effect. ]Tis Parking Agreement shall bind and inure to the benefit of the parties hetet and any successor or assignee acquiring an interest hereunder. Section 15. Amendments. Neither this Parking Agreement nor any provision hereofmay be changed, modified, amended or waived except by wnuen agreement duty executed by each of the parties hereto Section 16. Actions of the City on its Goverammeti Capacity. Nothing in this Parking Agreement shall be interpreted as precluding the City or Agency from eWorcing the provision of Applicable I.aw ofotberwiae limiting the rights and obligations of the City or Agency in its governmental or regdeary capacity. Section 17. Severability of Agreement. If my term or prevision of the Parking Agreement is determined to be illegal, onadorceable, or invalid in whole or in pmt for any reason, such illegal, unenforceable, or invalid provisions or pan thereof shall be stricken from this Parking Agreement, and such prevision shill not affect the legality, enfocoeebiliry, m validity of the momma er of this Parking Agreement If any provision or pen thereof Of this Parking Agreement is stricken in accordance with the provisions of this Section, than this stricken prevision shall be replaced, to the extent Possible, with a legal, enfortrable, and valid provision card is as similar in tenor to the stricken Provision as is legally possible. Section Ig. Ambiguities. Each party and its counsel have panicipmed fully in the review and revision of this Parking Agreement. Any role of construction to the effect that ambiguities are an he resolved against the clothing party shall not apply in interpreting ids Panting Agreement The language this Parking Agreement shall be interpreted as to its fain meadng and not strictly for or against any perry. Section 19. Waiver. No waiver of breach, failure of any condition, or any right or remedy mntn ked in or granted by the provision of Nis Parking Agreement shall be effective edeas it is in writing and signed by the party waiving the breach, failure, righ4 or remedy. No waiver of my breech, failure, right comedy, whether or not similar, nor shall any waver cooshude a continuing waiver udess the writing art specifies. Section 20. Readings. The headings in this Parking Agreement are included far convenience only and shall neither effect the constmction or interpretation of my provision in this Parking Agreement nor effect any of the rights or obligations of the parties to this Parking Agreemem S"bou 2l. Relationship of Parries. The City, the Agency and FDG are independent contracting partes and an relat orwhlp between them as employer and employee, partners, joint ventures or otherwise shall be created by this Parking Agreement. Neither the City mf the Agency shall be responsible or liable for the payment of any contributions or taxes for Social Security, Workmen's Compensation Insurance, Unemployment Innocence, or retirement benefits, pensions or annuitim now or hereafter imposed under any score or federal laws which ere memured by the wagon, salaries or other rem memtion paid to persons employed by FDG. Nothing in this Section 21 is intended m create any thud patty reliance between the City or the Agency and my tbird party or FDG and my third party. Seerion 22. Assignment Neither party shall volmmadly or by operation of law assign, hypothecate, give, transfer, mortgage, sublet, license, or otherwise transferor emutaber all or pen of its rights, duties, or other interests in this Parking Agreement or the proceeds thereof (oollecmively, 'Asaigomeot"), withouttbe other patty's prior written consent. Any anempt to make m Assignment in violation of this provision shell be a material default order this Parking Agreement and my Assignment in violation of this provision shall be null and void. Notwithstanding the foregoing, FDG may assign this Paddng Agreement to my person m whom FDG bas properly and Iawfally assigned the Sublease. W WITNESS W EOF, the Paries have caused this Poling Agreement to be executed by their duly authorized officers or representatives as of the day and year first above writer, REDEVELOPMENT AGENCY OF CTFYOFFRElNO THE CITY OF FRESNO By: Dy; Dattel R. Fitzpatrick, Name: Ardrew T. 5bI22. Executive Director Tide: Invnnl Ma"aler FRESNO DIAMOND GROG$ LLC, a Califomiu Ilnuted liabili arnpany By I n L. Carbrxs, ent By ^VCU 4f 411AM Diane M. Engelken, cretary tIUF CE Filp OPWcsI 12375cVV1 7l -40,5100W 11 EKH MIT"A' STADIUM PARKING AREA Tina area bounded by Twituene on the nosh, "M" Street on the Batt, Venture on the south. vM "G" Sired on da west.