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HomeMy WebLinkAboutPavilion Building (2005-2007) April 10,2006 Renton City Council Minutes Page 104. Expressing his disagreement, Mr. Law stated that public safety is the City's responsibility. He indicated that the City needs to prioritize how its resources are allocated, and pointed out that all of the downtown marketing is for naught if people feel intimidated. Council President Corman reported that this subject reminds him of other code enforcement issues for which City ordinances were updated to provide the enforcement tools. Updated ordinances may be needed to address intimidation, threats,and other unacceptable activities. The City Attorney stated that a number of those activities are already covered by City ordinances, and noted that if an individual who was threatened refuses to cooperate, the case cannot be prosecuted. Mr. Quincy added that the presence of an officer inhibits the inappropriate behavior. In regards to hiring security, he stated that the behavior is not occurring inside the building,but rather outside of the building. Councilman Persson commented that many businesses are affected by the unruly behavior,and stressed that the City wants people to feel safe when they; go to downtown Renton. Mayor Keolker emphasized that the City is still working on the matter, and is reviewing the design elements of the transit center, as well as the positioning of bus route offload locations. Community Services: Cinema ' Turning to the subject of the Cinema on the Piazza event held on Saturday on the Piazza,Alternate evenings during the summer,Mr. Persson asked Eric Temple,President of the Location Spirit of Washington, if he is willing to provide$20,000 for this event. Mr. Net` Temple confirmed that he is offering the funding now that Valley Medical �aI Vi I 1-0-Y1 �l�-�J Center has indicated that they will not sponsor the event in 2006. He stated his hope that the cinema event can be held at a location that does not conflict with the Pavilion Building event center. Council President Corman explained that the question before Council concerns the City's position on whether to continue having the cinema event at the Piazza or at an alternate location. He noted that events at the Piazza may conflict with the showing of the movie or vice versa. Mr. Corman expressed his support for moving the cinema event to another location. Mayor Keolker stated that the Administration distributed information to Council regarding this issue, and pointed out that in the City's Pavilion Building lease with the Spirit of Washington it is noted that the Cinema on the Piazza event is an allowed use. She indicated that it has not yet been shown that there • will be a conflict. Mayor Keolker advised that if Council wants to move the event, the location will most likely be Liberty Park. Continuing, the Mayor explained that the event was designed to draw people to the downtown area. Liberty Park is a bigger venue; however, she noted that the event may affect the baseball games held at the park, and will conflict with the Saturday of the River bays festival. Mayor Keolker also shared the concerns of the Piazza Renton volunteer group. Councilman Clawson stated that it is not known if there will be a conflict, and he suggested waiting to see what will happen this summer. If there is a problem, the lease can be renegotiated. Councilwoman Briere said she attended an event at the Piazza Building that coincided with an event that had a band at the park, and she could not hear the band from inside the building. April 10,2006 Renton City Council Minutes Page 105 Councilman Persson commented that Renton's image may be hurt if people attending one of the coinciding events have a bad experience. He pointed out that people may want to sit on the grass to watch the movie, such as at Liberty Park,rather than on the cement at the Piazza. Councilwoman Palmer expressed her support for having the event at Liberty Park, saying that she prefers sitting on the grass. She also noted that the park has a play area for children. Councilman Law noted that parking could be an issue for coinciding events, and that the event center has been successful in drawing a lot of people to the downtown area. He indicated that the$40,000 cost for the cinema event should be shared with the business community. Mr. Law favored finding another location for this popular event. MOVED BY CORMAN, SECONDED BY LAW, COUNCIL SUPPORT FINDING AN ALTERNATE LOCATION FOR THE CINEMA EVENT.* Councilman Clawson expressed his support for keeping the event at its present location, saying that it can be relocated if problems occur. *ROLL CALL: FOUR AYES: CORMAN, PERSSON, PALMER,LAW; TWO NAYS: BRIERE, CLAWSON. MOTION CARRIED. • Mayor Keolker stated that the Administration will bring back a recommendation to Council. Councilwoman Briere asked the Administration to also review funding source options for the cinema event. (See page 106 for further discussion on this matter.) CONSENT AGENDA Items on the consent agenda are adopted by one motion which follows the listing. At the request of Council President Corman,Item 5.h. was removed for separate consideration. Council Meeting Minutes of Approval of Council meeting minutes of 4/3/2006. Council concur. 4/3/2006 Appointment: Municipal Arts Mayor Keolker appointed Kristi Hand, 517 Smithers Ave. N.,Renton, 98055, Commission to the Municipal Arts Commission to fill the unexpired term of Jeremy Chambers, who has resigned(term to expire 12/31/2006). Refer to Community Services Committee. CAG: 06-023,Airport#790 City Clerk reported bid opening on 3/23/2006 for CAG-06-023,Airport Building Construction,Lincoln Quonset Hut Building#790 Construction; three bids; engineer's estimate Construction $50,000; and submitted staff recommendation to award the contract to low bidder,Lincoln Construction,Inc., in the amount of$129,851 (budgeted amount$42,000). Refer to Transportation (Aviation) Committee for discussion of funding. CAG: 06-039,Water Main City Clerk reported bid opening on 3/28/2006 for CAG-06-039,Water Main Replacement; VJM Replacement Project-N. 31st,N. 33rd, and NE 24th Streets; six bids; Construction engineer's estimate$237,314.56; and submitted staff recommendation to award the contract to low bidder,VJM Construction Co.,Inc., in the amount of $270,749.02. Council concur. Annexation: Akers Farms, Economic Development,Neighborhoods and Strategic Planning Department 108th Ave SE&Puget Dr S recommended a public hearing be set on 4/24/2006 to consider the proposed Akers Farms Annexation and R-8 zoning of 13.3 acres located south of Puget Dr. S. and east of 108th Ave. SE, if extended. Council concur. 8r,tdo(,ncr`1 REC1V APR • <51. ECONOMIC DEVELOPMENT, 1 0 2006 C.) �� NEIGHBORHOODS, AND STRATEGIO Y OF R :N;ON • ha ♦ PLANNING DEPARTMENT SPR MEMORANDUM ary o R .°-FIQE DATE: April 10, 2006 ('& "°Aj TO: Randy Corman, Council President Members of the Renton City Council VIA: Kathy Keolker,Mayorg4... FROM: Alex Pietsch, Administrator SUBJECT: CINEMA ON THE PIAZZA ISSUE: Due to the withdrawal of a key corporate sponsorship, supplemental funding is required for the Cinema on the Piazza outdoor movie series if it is to continue for a fourth year. Additionally, questionshave been raised about the compatibility of the Cinema on the Piazza and private events scheduled in the adjacent Spirit of Washington Events Center. RECOMMEDATION: The Administration recommends allocation of$20,000 of unallocated year-end fund balance to the"Downtown Activities"fund in the Non-departmental Budget. This supplemental allocation, combined with the$20,000 established in that fund through the adoption of the 2006 Budget will allow the Cinema on the Piazza to continue for a fourth consecutive year. If supplemental funding is allocated, the City Council should determine the appropriate location for the event, either the Piazza or Liberty Park. BACKGROUND SUMMARY: In 2003, the Renton Community Marketing Campaign, a partnership between the City, Renton School District,Renton Technical College,Valley Medical Center, Greater Renton Chamber of Commerce and Renton Visitors' Connection, established an outdoor movie series in the Piazza Park as a way to enliven Downtown Renton. The event proved successful as hundreds of families gathered each Saturday night in July and August. The event was funded with$20,000 from the"Downtown Activities" fund in the Non- departmental Budget and through the Community Marketing Campaign's annual budget. The event continued in 2004 with the"Downtown Activities" and Marketing Campaign contributions offset by sponsorship from several local businesses. In 2005, Valley Medical Center agreed to provide a key sponsorship for the Cinema on the Piazza providing$20,000 for naming rights and other benefits. This, combined with the"Downtown Activities"fund was enough to fund the event. While the Community h:\ednsp\council\issue papers-agenda bills-ctte reports\2006\cinema budget memo.doc Renton City Council Page 2 of 2 April 10,2006 Marketing Campaign continued to sanction and support the event, no stakeholder funds (other than the $20,000 in the City's "Downtown Activities"fund) were involved in its production in 2005. Valley Medical Center has indicated that it will not sponsor the event for 2006. Therefore, if it is to continue for a fourth year, additional funding is necessary. However, there is sufficient 2005 year-end fund balance that could be allocated to "Downtown Activities"fund to make up for the lost sponsorship. In 2005,the City entered into a;lease with the Spirit of Washington Dinner Train to operate the Pavilion Building as an event center as the Spirit of Washington Events Center("SWEC"). The SWEC indicates that it has events scheduled each Saturday night in July and August in 2006. Concerns have been raised about the compatibility of the outdoor movies and events that are scheduled inside the SWEC. Staff has analyzed a number of potential alternative locations for this event series.No other Downtown location appears feasible. Liberty Park has emerged as the best option if the City Council were to consider relocating the movie series. CONCLUSION: The Cinema on the Piazza has become a popular community event. Additional funding is necessary ensure its continuation this year. If the City Council chooses to allocate additional funds, a determination should be made as to where the event should be held. cc: Jay Covington Terry Higashiyama Michael Bailey is\correspondence\mayor\cinema issue paper 041006.doc (V5( 0 CITY `)F RENTON ty a Mayor �j � Kathy Keolker • CITY OF RENTON April 3,2006 APR 1 1 2006 Ms. Carole Anderson,President RECEIVED Valley Medical Center CITY CLERK'S OFFICE Board of Directors 400 South 43`d Street Renton, WA 98055 Dear Ms. Anderson: I was surprised and saddened to learn that Valley Medical Center may be considering withdrawal of its support for our upcoming outdoor movie series,the Valley Medical Center Cinema on the Piazza.I'm writing to clarify the City's commitment to this event and to encourage your continued participation. The Cinema has become an incredibly popular communityevent.For the past two summers,hundreds of families have filled the Piazza in Downtown Renton to watch movies on Saturday nights.It has truly been rewarding to see so many people of all ages gather in a place that we all worked so hard to create as a focal point for downtown revitalization. Last year,Valley Medical Center joined us as.the principalsponsor of this event.Your contribution of $20,000,combined with$20,000 of City funding,made the free movie series possible.Your staff indicated to us that Valley Medical Center was pleased with the exposure that sponsorship provided the hospital,particularly as you went in to your levy election. Following that success,staff of our two organizations met last fall and agreed the partnership should continue in 2006.Based on that agreement,,the City Administration recommended and the Connell approved$20;000 for this purpose in its,'2006 Budget.Many of the annual calendars of events diet the City and other agencies produce have been printed showing the Valley Medical Cinema on the Piazza as a highlight of the summer. Now,just as we were preparing to discuss specific plans and goals with your marketing staff for this year's movie series,we find that you arediscussing whether or not VMC will, in fact, sponsor the event this year. We regret that this discussion has emerged so late in the planning process and we're hopeful that any questions can be answered and misunderstandings can be rectified so that the Cinema.can continue this year. I would be happy to discuss this matter with you.Please feel free to call me at(425)430-6500 at your convenience. Sincerely, Kathy Keolker _ Mayor cc: Renton City Council Rich Roodman,Valley Medical Center Joyce Shaw, Valley Medical Center 1055 South Grady Way-Renton,Washington 98055-(425)430-6500/FAX.(425).430-6523 RENTON AHEAD OF THE CURVE Thic naror rnntainr rill°/r enn-Ind malarial'VOL...................,... cVal1ey Mccal Center CITY OF RENTON . • Where you are the center APR 1 1 2006 CITY araiBFFIGg April 6, 2006 Mayor Kathy Keolker City of Renton 1055 South Grady Way Renton,Washington 98055 Dear Mayor Keolker: Thanks for taking the time to visit with our Board and Administration on Tuesday. I believe we all understood the issues as you explained them in your letter, as well as in the dialogue that transpired at the Board of Commissioners meeting. After you left, there was considerable discussion regarding Valley's outreach programs within the community as well as the intent and precedent that we have tried to maintain. For example, during the past couple of years, the medical center has contributed $50,000 to the Renton Communities in Schools program, $10,000 to RAYS (Renton Area Youth &Family Services, $41,600 to the Renton School District for acquisition of AED's (automated external defibrillators) and most recently has stepped up to take on a significant role in the Cast for Kids program. While all of these programs reflect Valley's ongoing contribution to the Renton community, they also reflect our precedent of being"one-time only contributions,"as opposed to ongoing annual support. After further reflection, the Board reaffirmed the medical center's position that Valley will not be participating in the Cinema on the Piazza program in 2006, the same position that Erin Lippincott, Marketing Manager for Community Relations, initially reported to Alex Pietsch last fall, and Joyce Shaw, Director of Marketing and Community Relations, confirmed to Alex last week when he called to ask if we would be continuing this sponsorship this coming summer. We look forward to working with the city in a variety of ways in the future. We will, however, not be participating in the Cinema on the Piazza during 2006. Best regards, ki(hc/ ,: Rich Roodman c: Board of Commissioners April 10,2006 Renton City Council Minutes Page 103 ' facilities to campaign for or against any ballot initiative; however,the City can provide strictly factual information such as property damage statistics. He indicated that elected officials and City staff can campaign on their own time. Councilmembers made suggestions as to what type of organizations Ms. Madson can contact, and what she can do to help support the fireworks ban. It was also suggested that at a future meeting, Council invite speakers to speak for and against this initiative. Citizen Comment: Temple- Eric Temple,President of the Spirit of Washington, 625 S.4th St.,Renton, Pavilion Building/Downtown 98055, spoke on the topic of public safety, saying that an assault occurred over Transit Center Safety the weekend at the Pavilion Building, which is used as an event center. He Concerns commented that public safety in the downtown area has been an ongoing issue, and he asked that the City take stronger action. Citizen Comment: Quincy- Don Quincy, Spirit of Washington Food and Beverage Director, 625 S. 4th St., Pavilion Building/Downtown Renton, 98055,reported that he and a client were assaulted on April 8th at the Transit Center Safety Pavilion Building by 15 kids walking through the parking lot. He asked for Concerns more police presence in the area,noting that he personally patrols the area to try to ensure that his clients and employees are safe. He described the unruly behavior, which occurs on a daily basis at the Renton Transit Center, as well as past incidents, including verbal abuse, fights, and thefts that have affected Pavilion Building events and clients. Expressing his concern for the safety of his employees and clients,Mr. Quincy asked for more help. Interim Police Chief Kevin Milosevich reported that police responded to the assault on April 8th in approximately 80 seconds. The parties involved were identified; however,Mr. Quincy chose not to press charges. The client who was also assaulted was unable to identify the perpetrator. Interim Chief Milosevich stated that a tremendous amount of staff time has been spent on the subject of transit center safety. He encouraged people who witness unruly behavior to call 911, and to also be willing to prosecute in cases such as this. In response to Councilman Law's inquiry, Interim Chief Milosevich reviewed when and how officers patrol the area. He acknowledged the Mayor's efforts in working with King County Metro on this issue, and noted the importance of drawing people to the downtown area. Mr. Law suggested that the police coordinate with the event center, and he asked about the enforcement of inappropriate behavior. City Attorney Warren stated that enforcement can be difficult as there is a fine line between free speech rights and violating the law. He noted that a number of statutes, such as loitering, have been found to be unconstitutional. Mr. Warren indicated that he will continue to work with the Police Department to see if there are additional ways to expand the City's authority. Councilman Law stated than an environment needs to be created whereby unruly activities are not welcome, and he suggested the possibility of allocating overtime for a stronger police presence. Councilman Clawson indicated that when a large group of people is involved, the promoters of events often hire police or security guards. He commented that Spirit of Washington is leasing the building from the City at a reasonable rate. Noting that more police officers are needed all over the City,Mr. Clawson suggested that perhaps Spirit of Washington can also contribute by hiring security for the events. April 10,2006 Renton City Council Minutes Page 104 Expressing his disagreement,Mr.Law stated that public safety is the City's responsibility. He indicated that the City needs to prioritize how its resources are allocated, and pointed out that all of the downtown marketing is for naught if people feel intimidated. Council President Corman reported that this subject reminds him of other code enforcement issues for which City ordinances were updated to provide the enforcement tools. Updated ordinances may be needed to address intimidation, threats, and other unacceptable activities. The City Attorney stated that a number of those activities are already covered by City ordinances, and noted that if an individual who was threatened refuses to cooperate, the case cannot be prosecuted. Mr. Quincy added that the presence of an officer inhibits the inappropriate behavior. In regards to hiring security,he stated that the behavior is not occurring inside the building,but rather outside of the building. Councilman Persson commented that many businesses are affected by the unruly behavior,and stressed that the City wants people to feel safe when they go to downtown Renton. Mayor Keolker emphasized that the City is still working on the matter,and is reviewing the design elements of the transit center, as well as the positioning of bus route offload locations. Community Services: Cinema Turning to the subject of the Cinema on the Piazza event held on Saturday on the Piazza, Alternate evenings during the summer, Mr. Persson asked Eric Temple,President of the Location Spirit of Washington, if he is willing to provide$20,000 for this event. Mr. Temple confirmed that he is offering the funding now that Valley Medical Center has indicated that they will not sponsor the event in 2006. He stated his hope that the cinema event can be held at a location that does not conflict with the Pavilion Building event center. Council President Corman explained that the question before Council concerns • the City's position on whether to continue having the cinema event at the Piazza or at an alternate location. He noted that events at the Piazza may conflict with the showing of the movie or vice versa. Mr. Corman expressed his support for moving the cinema event to another location. Mayor Keolker stated that the Administration distributed information to Council regarding this issue, and pointed out that in the City's Pavilion Building lease with the Spirit of Washington it is noted that the Cinema on the Piazza event is an allowed use. She indicated that it has not yet been shown that there will be a conflict. Mayor Keolker advised that if Council wants to move the event, the location will most likely be Liberty Park. Continuing, the Mayor explained that the event was designed to draw people to the downtown area. Liberty Park is a bigger venue; however, she noted that the event may affect the baseball games held at the park, and will conflict with the Saturday of the River Days festival. Mayor Keolker also shared the concerns of the Piazza Renton volunteer group. Councilman Clawson stated that it is not known if there will be a conflict, and he suggested waiting to see what will happen this summer. If there is a problem, the lease can be renegotiated. Councilwoman Briere said she attended an event at the Piazza Building that coincided with an event that had a band at the park, and she could not hear the band from inside the building. January 9,2006 Renton City Council Minutes \ Page 7 AUDIENCE COMMENT John A. Hansen, 1108 Anacortes Ave. NE, Renton, 98059, complained of Citizen Comment: Hansen - severe noise disturbances from the nearby Arbors apartment complex when Noise Complaint, Arbor garbage is transferred from small containers to a compactor. He noted that he Apartment Complex has measured the level of noise that transpires approximately 150 feet from his residence at up to 95 decibels. Mr.Hansen indicated that he has contacted the police and code compliance concerning the matter,but the problem has yet to be solved. He emphasized that the elimination of the noise disturbance will greatly improve the quality of life of the affected residents. Mayor Keolker pointed out that this item is listed on the agenda under correspondence,and noted that she also received a letter from Mr. Hansen prior to the holidays, which she referred to staff. The Mayor invited Principal Planner Jennifer Henning to report on the matter. Ms. Henning explained that staff received Mr. Hansen's complaint in May 2005, and the code compliance inspector conducted site visits over the course of three weeks. The inspector did observe the incident one time, and while the disturbance was annoying and loud, it did not violate current code. She noted that staff has been in contact with the apartment management. Ms. Henning indicated that some small changes to the proposed nuisance ordinance, which is now under review, may help with the enforcement of these types of disturbances. MOVED BY CORMAN, SECONDED BY LAW, COUNCIL REFER THE CORRESPONDENCE TO THE ADMINISTRATION. CARRIED. Citizen Comment: Baumann - Marsha Baumann,4325 NE 11th St.,Renton, 98059, noted that the noise Noise Complaint,Arbor disturbances referred to by the previous speaker are shocking, irritating, and Apartment Complex occur three to five times a week. She stated that the neighborhood endured a lot of noise during the storm sewer drainage rebuild project,but the banging produced by this disturbance is even louder. Ms.Baumann asked the City to • help resolve this problem. Citizen Comment: Temple- Eric Temple,President of the Spirit of Washington, 625 S. 4th St.,Renton, Pavilion Building Lease, Spirit . 98055, commented on the success he has had in marketing the Pavilion of Washington Building for use as a venue for meetings and events, both locally and internationally, since the lease for the building was executed with the City last July. He reported that 31 events were held in 2005 and 85 events are already scheduled for 2006. Mr. Temple noted the conflict that occurs with the Cinema in the Piazza event that is held on Saturday nights during the summer and the coinciding events held in the Pavilion Building. On another subject,Mr. Temple announced that he recently joined the King County Boys and Girls Club Board of Directors, and that a fundraiser will be held for the Renton Skyway club in April. Councilman Law praised Mr. Temple and his staff for the way events are handled at the Pavilion Building. CONSENT AGENDA Items on the consent agenda are adopted by one motion which follows the listing. Item 8.o. was removed for separate consideration. Council Meeting Minutes of Approval of Council meeting minutes of 12/12/2005. Council concur. 12/12/2005 Pam it tin NI) , RECEIVED OCT 0 4 2005 PIAZZA RENTON PO BOX 1471 Renton City Council RENTON, WA 98057 October 4, 2005 CITY OF RENTON OCT 1 7 2005 RECEIVED To: Mayor Kathy Keolker-Wheeler CITY CLERK'S OFFICE CC: Renton City Council members Briere, Clawson, Corman, Law, Nelson, Palmer, and Persson Subject: Open public use of the downtown Piazza The purpose of this memo is to ask our Renton City officials to assure our volunteer organization members and Renton area residents in general that the downtown Piazza will remain an open to the public park. We are concerned that with the Pavilion being leased to private business that undue restrictions could be placed upon public use of the park. Of most concern to us is continuation of the four major events Piazza Renton holds annually at the Piazza site, and the Farmer's Market and Cinema on the Piazza both held during the summer months. The Piazza is a wonderful addition to the downtown area and the above mentioned activities bring life and vitality to our city center on a very broad basis. The diversity of area residents who participate in the above activities is truly amazing. Thank you for your continuing support and understanding. 9AD41,1_,A1,3A,24. Jl* ne Se Jim Medzegian President, Piazza Renton Vice president, Piazza Renton Piazza Renton is a 501(a) non profit organization August 1,2005 Renton City Council Minutes Page 274 Transportation(Aviation) Transportation(Aviation) Committee Chair Palmer presented a report Committee recommending concurrence in the staff recommendation to adopt the annual Transportation: 2006-2011 TIP update of the Six-Year Transportation Improvement Program(TIP), 2006-2011, and the Arterial Street Plan. The proposed TIP includes four new projects: Rainier Ave. (S.4th Pl. to S. 2nd St.);Hardie Ave. SW Transit/Multi-Modal; May Creek Bridge Replacement; and School Zone Sign Upgrades. Six completed or cancelled projects were dropped from the program. The Committee further recommended that the resolution regarding this matter be presented for reading and adoption. MOVED BY PALMER, SECONDED BY PERSSON, COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. (See below for resolution.) RESOLUTIONS AND The following resolutions were presented for reading and adoption: ORDINANCES Resolution#3762 A resolution was read updating the City's Six-Year Transportation Transportation: 2006-2011 TIP Improvement Program,2006-2011. MOVED BY CLAWSON, SECONDED BY NELSON,COUNCIL ADOPT THE RESOLUTION AS READ. CARRIED. Added A resolution was read authorizing the Mayor and City Clerk to enter into an Resolution#3763 interlocal cooperative agreement with King County regarding the Community Human Services: 2006-2008 Development Block Grant Program. MOVED BY NELSON, SECONDED BY CDBG Interlocal Agreement, PALMER, COUNCIL ADOPT THE RESOLUTION AS READ. CARRIED. King County • The following ordinance was presented for first reading and referred to the Council meeting of 8/8/2005 for second and final reading: Transportation: Street Closure An ordinance was read amending Section 9-9-3 of Chapter 9, Street Closure, of Ordinance Title IX(Public Ways and Property)of City Code by allowing road closures of one day or less to be governed by administrative action. MOVED BY PERSSON, SECONDED BY CORMAN,COUNCIL REFER THE ORDINANCE FOR SECOND AND FINAL READING ON 8/8/2005. CARRIED. The following ordinance was presented for second and final reading and adoption: Ordinance#5151 An ordinance was read amending Section 4-1-220,Property Tax Exemption for Planning: Multi-Family Multi-Family Housing in Residential Targeted Areas,of Chapter 1, Housing Property Tax Administration and Enforcement, of Title IV(Development Regulations) of Exemption Modifications City Code by modifying the designated residential targeted areas and other project eligibility requirements. MOVED BY LAW,SECONDED BY CLAWSON, COUNCIL ADOPT THE ORDINANCE AS READ. ROLL • CALL: ALL AYES. CARRIED. NEW BUSINESS Referring to the 2006 Budget schedule,Council President Briere expressed Budget: 2006 Schedule concern regarding the review of fees and rates and the associated ordinances prior to the presentation of the budget to Council. Discussion ensued concerning the timing of the approval of any proposed fee and rate ordinance. Mayor Keolker-Wheeler stated that the budget schedule will be reviewed. Council: Information Request Councilman Persson requested status reports on the following items: the hiring on Various Issues of a new librarian; the proposed parks maintenance facility; the Skyway r�\fh trA Towing court case; the prostitution arrests at massage parlors and related City `� f August 1,2005 Renton City Council Minutes _ Page 275 Attorney vouchers; and the replacement of broken window glass at the Pavilion Buildin and whether the glass was defective and under warranty. Policy: Bidding and MOVED BY PERSSON, SECONDED BY CORMAN, COUNCIL REFER Contracting Requirements THE POLICY ON CONTRACTS TO THE FINANCE COMMITTEE.* (#250-02) In response to Mayor and staff inquiry,Councilman Persson clarified that he wants a general discussion on the contract policy,including how contracts are handled and how they are reported to the Council. *MOTION CARRIED. Council: Committee of the Council President Briere announced that Committee of the Whole will meet on Whole,Annexation Policy 8/9/2005,from 2:00 p.m. to 5:00 p.m.,in the Council Conference Room to (8/9/2005) discuss annexation policy. EXECUTIVE SESSION MOVED BY BRIERE, SECONDED BY NELSON, COUNCIL RECESS INTO AND ADJOURNMENT EXECUTIVE SESSION FOR APPROXIMATELY 30 MINUTES TO DISCUSS LITIGATION WITH NO OFFICIAL ACTION TO BE TAKEN AND THAT THE COUNCIL MEETING BE ADJOURNED WHEN THE EXECUTIVE SESSION IS ADJOURNED. CARRIED. Time: 8:45 p.m. Executive session was conducted. There was no action taken. The executive session and the Council meeting adjourned at 9:16 p.m. Bonnie I.Walton, CMC,City Clerk Recorder: Michele Neumann August 1,2005 July 11,2005 Renton City Council Minutes Page 246 projects to the Sound Transit project list and for Sound Transit to provide funding for these projects. The two Sound Transit committees supported going forward with this proposal. The proposal will be presented to the Eastside Transportation Partnership and the South King County Transportation Board in August in the hopes of bringing it to the Sound Transit Board for action in September. AUDIENCE COMMENT James Magnuson, 523 Union Ave.NE,Renton, 98059, stated that he is unable Citizen Comment: Magnuson- to obtain building permits for his subdivision project at NE 12th St. and Highlands Sub-Area Plan Monroe Ave.NE due to the moratorium on new development in the Highlands Study Area Moratorium, Sub-Area Plan study area. He noted that restrictive covenants established in Exemption Request 1949 restrict the lot size on the property;thus,potential future higher density requirements will not affect the property. Mr. Magnuson requested an exemption from the moratorium. Mayor Keolker-Wheeler stated that the Administration is currently reviewing the issue of the restrictive covenants,and assured that Mr. Magnuson's situation will also be reviewed. Councilman Persson expressed the need to resolve this issue. Mayor Keolker- Wheeler confirmed that the Administration will report back to Council as soon as possible with a proposed solution. Citizen Comment: Johnson- Arland "Buzz" Johnson,334 Wells Ave. S.,#306,Renton, 98055,expressed Wells Ave S Speeding Traffic concern regarding the speeding traffic on Wells Ave. S. by the Spencer Court Apartments where he lives. He suggested the installation of a crosswalk or a stop sign to ensure the safety of pedestrians. Mayor Keolker-Wheeler stated that the matter will be investigated. Citizen Comment: Temple- Eric Temple, 625 S. 4th St.,Renton,98055,thanked the City for entering into Pavilion Building Lease, the lease with the Spirit of Washington for the Pavilion Building. He pointed BNSF Rail Corridor Purchase out that a number of people have expressed interest in using the facility. by King County On another subject,Mr. Temple noted that King County representatives will brief Committee of the Whole on July 18th on the issue of King County's potential acquisition of a rail corridor from Burlington Northern Santa Fe (BNSF)Railway. Mr. Temple indicated that he has discussed the issue with King County several times,and feels an understanding has been reached with regards to the Spirit of Washington Dinner Train. He expressed his support for the King County Council's action to enter into exclusive negotiations with BNSF to purchase the rail corridor. In response to the Mayor's inquiry concerning high capacity transit,Mr. Temple stated that overhead trackage rights are to be part of the negotiations. Councilman Corman indicated that some sections of the rail corridor are appropriate for high speed rail in the future; however, it is not appropriate for the section that goes through downtown Renton where high speed rail would be better placed to run along the freeway corridor. Mayor Keolker-Wheeler expressed her concern regarding high capacity transit running through downtown Renton, and stated that Council will be provided with background information on the matter prior to the Committee of the • Whole meeting. June 27,2005 - Renton City Council Minutes , Page 235 Airport: Bosair Lease, Transportation Systems Division recommended approval of Addendum#4 to Addendum#4,LAG-86-003 LAG-86-003, airport lease with Bosair,LLC, for a rent increase from $15,890.29 to$17,602.34($.31 to$.3434 per square foot)annually,which will remain in effect until 6/1/2010. Council concur. Airport: Kaynan Lease, Transportation Systems Division recommended approval of Addendum#11 to Addendum#11,LAG-84-003 LAG-84-003, airport lease with Kaynan,Inc.,for a rent increase from $23,894.76 to$26,808.86($.3276 to$.3385 per square foot)annually, which will remain in effect until 6/1/2008. Council concur. Transportation: Supplemental Transportation Systems Division requested approval to adopt the supplemental Street Lighting Standard for street lighting standard for arterial street lighting. Refer to Transportation Arterial Street Lighting (Aviation)Committee. Airport: T-Hangar Lease Rate Transportation Systems Division requested approval of a rent increase for all T- Increase Hangar units at the Airport to$285 per month plus leasehold excise tax,and approval to apply the Seattle/Tacoma Consumer Price Index every three years to the rental rate. Refer to Transportation(Aviation)Committee. Vacation: N 14th St,Pool Utility Systems Division reported submittal of the appraisal performed for the Brothers Construction,VAC- vacation of a portion of N. 14th St. (VAC-05-001; Pool Brothers Construction), 05-001 and requested that Council accept the appraisal and set compensation for the right-of-way at$21,285. Refer to Planning and Development Committee. MOVED BY PERSSON, SECONDED BY LAW,COUNCIL APPROVE THE CONSENT AGENDA AS AMENDED TO REMOVE ITEM 7.d.FOR SEPARATE CONSIDERATION. CARRIED. Separate Consideration Economic Development,Neighborhoods and Strategic Planning Department Item 7.d. recommended approval of a lease with Spirit of Washington,Inc. to use the EDNSP: Pavilion Building Pavilion Building for meeting and event space. Lease, Spirit of Washington Councilman Clawson expressed concern regarding the restroom facilities,as the Pavilion Building restrooms would not be available for those attending events such as the Farmers Market at the Piazza if an event at the Pavilion Building occurred at the same time. Responding to Councilman Clawson's inquiry,Economic Development Administrator Alex Pietsch stated that the cost of providing a portable toilet is approximately$100. He noted that the restroom facility at the Renton Transit Center is available for use. Councilwoman Nelson expressed the need for a portable toilet if there is a conflict with the Farmers Market. Councilwoman Palmer also noted the need for a portable toilet if there is a conflict with the Cinema on the Piazza event on Saturday nights. Councilman Clawson stated his support for the lease,noting that the City will benefit from the Spirit of Washington Dinner Train's advertising. Mr.Pietsch pointed out that the term of the Pavilion Building lease is ten years, with a provision for termination at the end of four years. Mayor Keolker-Wheeler expressed her hope that this venue will attract larger events to downtown Renton,and not take events away from existing City facilities and other venders. She praised City staff for all their hard work on the lease, with special thanks to Mr. Pietsch and Economic Development Specialist Mark Santos-Johnson. June 27,2005 Renton City Council Minutes Page 236 MOVED BY CLAWSON,SECONDED BY LAW, COUNCIL APPROVE CONSENT AGENDA ITEM 7.d. AS PRESENTED. CARRIED. Added A letter was read from Charles D. Grass, CPA&Associates,PO Box 2563, CORRESPONDENCE Renton, 98056, concerning the effect of the NE Sunset Blvd. and Duvall Ave. Citizen Comment: Grass-NE NE Intersection Improvements Project on his property located at 10733 138th Sunset Blvd &Duvall Ave NE Ave. SE(1625 Duvall Ave.NE). He pointed out that the changes will restrict Intersection Improvements the current use of his property,reducing the parking availability by 50%. Project,Property Use MOVED BY PERSSON, SECONDED BY PALMER,COUNCIL REFER Restriction THIS CORRESPONDENCE TO THE ADMINISTRATION. CARRIED. UNFINISHED BUSINESS Finance Committee Chair Persson presented a report recommending Finance Committee concurrence in the staff recommendation to approve the annual renewal of the Human Resources: 2005 Group Health Cooperative medical coverage agreements as follows: LEOFF 1 Group Health Cooperative (Law Enforcement Officers and Fire Fighters)Employees (Contract No. Medical Coverage Contracts 0390400);LEOFF 1 Retirees (Contract Nos. 0057500 and 4057500); and all other City of Renton covered employees (Contract No. 1162600). Funding was previously approved by Council in the 2005 Budget. The revisions are applicable to all four of the renewal contracts. As in prior years, Group Health does not send confirming contracts for signature until mid year. The Committee further recommended that the Mayor and City Clerk be authorized to execute the contracts. MOVED BY PERSSON,SECONDED BY NELSON, COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. Finance: Vouchers Finance Committee Chair Persson presented a report recommending approval of Claim Vouchers 238477-238901 and two wire transfers totaling $1,973,672.06;and approval of Payroll Vouchers 57758 -58108,one wire transfer,and 582 direct deposits totaling$1,914,771.09. MOVED BY PERSSON, SECONDED BY NELSON,COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. Transportation(Aviation) Transportation(Aviation)Committee Chair Palmer presented a report Committee recommending concurrence in the staff recommendation to approve the Renton Airport: Development Study Municipal Airport Development Study with a modification to policy recommendation number four from"Permit scheduled seaplane operations from the City of Renton" to "Accept proposals from scheduled seaplane operators." The Committee further recommended authorizing staff to further explore implementation of the recommendations listed therein. MOVED BY PALMER, SECONDED BY PERSSON, COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. Planning&Development Planning and Development Committee Chair Clawson presented a report Committee regarding the designated residential targeted areas modification and the text Planning: Multi-Family amendments to the Multi-Family Housing Property Tax Exemption program. Housing Property Tax The Committee recommended concurrence in the recommendation of staff that Exemption Modifications Council: 1) Approve the modification to the Urban Center North District 1 (UC-N1) designated residential targeted area to add the Commercial Office Residential 3 (COR 3)zone; and e Cl_ : OF RENTON COUNCIL AGENDA• �_LL • AI#: (s' Submitting Data: For Agenda of: 6/27/2005 Dept/Div/Board.. EDNSP Staff Contact Mark Santos-Johnson Agenda Status Ext. 6584 Consent X. Subject: Public Hearing.. Pavilion Building Lease with Spirit of Washington Correspondence.. Ordinance Resolution Old Business Exhibits: ! New Business Issue Paper Study Sessions Draft Lease Information • Recommended Action: Approvals: Council Concur Legal Dept Finance Dept Other Fiscal Impact: Expenditure Required... N/A Transfer/Amendment N/A Amount Budgeted N/A I Revenue Generated Base rent& percentage rent projected at an average of $88,100 per year over years 1 thru 5 Total Project Budget N/A City Share Total Project.. N/A SUMMARY OF ACTION: On February 14, 2005, the Committee of the Whole directed staff to negotiate a Pavilion Building lease with the Spirit of Washington to'use the building on a short-term basis for meeting and event space. On May 23, 2005, EDNSP staff presented to the Committee of the Whole the general terms of the proposed Pavilion Building lease with the Spirit of Washington. Staff has concluded lease negotiations with the Spirit of Washington and recommends the City Council's approval of the lease. STAFF RECOMMENDATION: Approve the Pavilion Building lease with the Spirit of Washington and authorize the Mayor and City Clerk to execute the lease in substantially the form as approved by the City Council. ��y ECONOMIC DEVELOPMENT, U NEIGHBORHOODS, AND STRATEGIC ' PLANNING DEPARTMENT MEMORANDUM DATE: June 20, 2006 TO: Terri Briere, Council President Members of the Renton City Council VIA: Kathy Keolker-Wheeler,Mayor u FROM: Alex Pietsch,Administrator STAFF CONTACT: Mark Santos-Johnson,Economic Development Specialist Ext. 6584 SUBJECT: Pavilion Building Lease with Spirit of Washington ISSUE: Should the City enter into a lease with the Spirit of Washington to use the Pavilion Building for meeting and event space? RECOMMENDATION: EDNSP recommends that the City Council approve the Pavilion Building lease with the Spirit of Washington and authorize the Mayor and City Clerk to execute the lease in substantially the form as approved by the City Council. BACKGROUND SUMMARY: On February 14, 2005,the Committee of the Whole directed staff to negotiate a Pavilion Building lease with the Spirit of Washington on a short-term basis for meeting and event space. On May 23, 2005,EDNSP staff presented to the Committee of the Whole the general terms of the proposed Pavilion Building lease with the Spirit of Washington. Staff has concluded lease negotiations with the Spirit of Washington and recommends the City Council's approval of the lease. The lease will provide the Spirit of Washington,Inc. with exclusive use of the facility for meeting and event space, except for limited City use of the facility and limited use of the Pavilion Building restrooms for Piazza events. The lease is for a 10-year term with the ability for the City or Spirit of Washington to terminate with 12-months notice effective on or after four years subject to certain limitations. The building will function as an open hall with minimal tenant improvements,paid for by the Spirit of Washington. h:\ednsp\council\issue papers-agenda bills-ctte reports\2005\issuepaper-pavilion building spirit of washington lease 6- 20-05.doc Pavilion Building Lease wi'._ ,jirit of Washington Page 2 of 2 June 20,2005 The Spirit of Washington rent will pay the City a base rent (Year 1 - $15K, Year 2- $30K, and Years 3 or more-$36K), plus 35% of facility rental revenue and 15% of catering revenue. Over the first 5 years, the base rent to the City is $153,000($3.19/sf, or an average of$30,600/year) and total projected rent(including base rent and projected percentage rent)would be$440,499 ($9.18/sf, or an average of$88,100/year). The Spirit of Washington projects 130 events (or approximately 14,300 visitors) for first year with 5% annual growth thereafter. Please refer to the attached Pavilion Building Lease with the Spirit of Washington—Key Lease Terms for a summary of the major lease terms. CONCLUSION: The Pavilion Building lease with the Spirit of Washington supports the City's ongoing efforts to revitalize downtown Renton. The lease with the Spirit of Washington will provide revenue to the City while using the Pavilion Building to attract thousands of users or attendees to downtown Renton. The agreement also allows the City to terminate the lease in order to use the Pavilion Building for a non-event use or(subject to various conditions)potentially another event use with twelve months notice effective any time on or after the end of the fourth year. Attachments: Pavilion Building Lease with the Spirit of Washington—Key Lease Terms Pavilion Building Draft Lease cc: Jay Covington,CAO Bonnie Walton,City Clerk Michael Wilson,Interim FIS Administrator Dennis Culp,Community Services Administrator Peter Renner,Facilities Director Ben Wolters,Economic Development Director • h:\ednsp\council\issue papers-agenda bills-ctte reports\2005\issuepaper-pavilion building spirit of washington lease 6- 20-05.doc • Pavilion Building Lease with Spirit of Washington,Inc. Key Lease Terms June 22,2005 Overview • The Spirit of Washington Inc. (SOW) will lease the entire Pavilion Building. • SOW will have exclusive use of the+facility for meeting and event space, except for limited City use of the facility and limited use of the Pavilion Building restrooms for Piazza events as described below. • 10-year term with the ability for the City or SOW to terminate with 12-months notice effective on or after four years with limitations as described below. • The building will function as an open hall with minimal tenant improvements,paid for by SOW. • SOW will pay the City a base rent(Year 1 -$15,000,Year 2-$30,000 and Years 3 or more- $36,000),plus 35% of facility rental revenue and 15% of catering revenue. • SOW projects 130 events (or approximately 14,300 visitors)for first year with 5% annual growth thereafter. Performance standards(described below)equal 70% to 80% of projected figures. • Over the first 5 years,base rent to the City would be a total of$153,000($3.19/sf,or an average of$30,600/year) and total projected rent(including base rent and projected percentage rent) would be$440,499($9.18/sf, or an average of$88,100/year). Tenant Improvements • SOW will pay for any tenant improvements. To date, SOW plans to install carpet, window coverings, a lounge area and coat check and moveable planters with trees. Rent • Base Rent: First three months free. The next three months are$1,000/month. The next twelve . months are$2,000/month. Thereafter,the base rent is$3,000/month. • Revenue Sharing: • 35% of gross room rental charges and 15% of gross catering sales, including food,beverages and Lessee-provided audio visual systems,linens,flowers, tables, chairs,flatware, china and the like). • Excludes gratuities,taxes, on-site labor charges and all facility or restroom rental revenue(but not catering sales revenue,if applicable)from City use of the Pavilion Building or Piazza event use of the Pavilion Building restrooms. Maintenance and Utilities • SOW is responsible for maintenance and custodial work for the Pavilion Building and for all Pavilion Building utilities. Pavilion Building Lease with Spirit _s,i ashington Key Lease Terms—June 22,2005 Page 2 of 4 • City is responsible for all exterior damage,maintenance and repairs to the Pavilion Building, unless caused by SOW's use of the premise. ■ City is responsible for failures to major equipment,building systems or structural components unless damage related to SOW's acts or omissions. ■ SOW is not responsible for maintenance or custodial work related to the adjacent uses (Piazza park, public parking lot,Transit Center or parking garage)unless damage or extraordinary trash attributed to SOW. City-Use of Pavilion Building • City may schedule up to 12 City-sponsored events per year at Pavilion Building at rates noted below. (Additional events subject to availability at market rates.) • SOW to provide access and custodial services for a$250 base fee plus $35/hour per event. SOW has exclusive right to provide all additional services (catering,tables, chairs,etc.)to City at market rates. • Unless otherwise approved by SOW, City may not schedule events on Friday evenings, Saturdays, Sundays and holidays (except during Renton River Days and for the Holiday Tree Lighting festivities). • City may schedule up to 36 events per year in the Piazza Park(e.g.,Renton Farmer's Market'and Cinema on the Piazza)where SOW will allow use of Pavilion Building restrooms for a$50 fee per event. • City will open,monitor,clean,restock and lock the Pavilion Building restrooms for each such use. • SOW has the right to schedule other uses at the Pavilion Building on said dates and to exclude Piazza event access to the restrooms with 30 days notice to the City. • If there is a conflict with a Pavilion Building event, the Piazza events will need to secure alternative temporary restroom facilities,if desired. Piazza Events • City retains right to schedule Piazza events at any time. However, after annual schedule established, City will attempt to coordinate additional dates with SOW events at the Pavilion Building. • Pavilion Building users may occupy a portion of the Piazza Park for incidental use(but not place tables, tents,barricades,etc. that restrict public access to the Piazza Park) • For any other use, SOW or Pavilion Building users will need to secure approval of Renton Park Board. Pavilion Building Lease with Spirit _ Jashington 1' Key Lease Terms—June 22,2005 Page 3 of 4 Miscellaneous Provisions • SOW is responsible for providing liability insurance,excluding City use of the Pavilion Building and use of the Pavilion Building restroom for Piazza events. • City is responsible for providing property insurance at full replacement value. • SOW is responsible for payment of the leasehold excise tax, state business and occupation tax and sales tax. • SOW will provide a$10,000 security deposit to be placed into an escrow account for potential damages to the facility. • City to provide SOW four spaces with signage in the adjacent public parking lot. Early-Termination • After three years, SOW may terminate the lease for any reason with 12-months notice(effective on or later than the end of the fourth year of the lease). • After three years, City may terminate the lease for another non-event use with 12-months notice (effective on or later than the end of the fourth year of the lease). • If SOW continually meets the performance standards noted below,City may not terminate lease for another event use. Months 1 thru 12 No performance measure Months 13 thru 24 No performance measure Months 25 thru 36 110 Events Months 37 thru 48 120 Events Months 49 thru 60 125 Events Months 61 thru 72 130 Events Months 73 thru 84 .135 Events Months 85 thru 96 140 Events Months 97 thru 108 145 Events Months 109 thru 120 150 Events f Pavilion Building Lease with Spirit-._._. .Washington Key Lease Terms—June 22,2005 Page 4 of 4 ▪ An"event" is defined as a revenue generating use of the Pavilion Building for a: (i)block of time of at least 1 Y2 hours each with 40 or more attendees,including,for example, a banquet, reception,meeting,dance, fundraiser or the like; or(ii) a breakfast or lunch meeting with 40 or more attendees. However, a function with multiple elements on the same day with the same user, will only count as one event(e.g., a prom banquet followed by a dance). • If SOW fails to meet a performance standard, City may terminate the lease with 12-months notice for another event use(effective on or later than the end of the fourth year of the lease). However, the City or the new tenant must pay SOW the then-applicable buy-out to cover the residual value of SOW's capital and up-front marketing costs as described below. • SOW projects to spend approximately$76,000 on non-moveable capital costs, approximately $118,000 for moveable capital costs and approximately$159,000 for up-front marketing costs as outlined in Exhibit D. The actual costs may vary plus or minus 10%for each category above,but the total costs to be recognized by the City for depreciation as part of the buy-out provision cannot exceed$355,000. • The annual depreciation and residual amounts for SOW's capital costs and up-front marketing costs are outlined in Exhibit D. However, the maximum buy-out that would apply if SOW failed to meet a performance standard and the City terminated the lease for another for event use would be: Months 1 thru 48 Not applicable Months 49 thru 60 $220,000 Months 61 thru 72 $185,000 Months 73 thru 84 $150,000 Months 85 thru 96 $115,000 Months 97 thru 108 $105,000 • Months 109 thru 120 $95,000 At end of the ten(10)-year Lease Term: Not Applicable • The above depreciation schedule reflects start-up marketing costs depreciated over six years and capital costs depreciated over 10 years,with a value of 40%remaining in capital costs residual value at the end of year 10. After 10 years, the City or a new operator(if SOW is replaced) would get all non-moveable capital costs and the moveable capital costs would be available for a then-negotiated price,not to exceed$52,000,if desired. • Pavilion Building Lease Revised Draft (6/21/2005) ARTICLE 1. BASIC TERMS This Article 1 contains the Basic Terms of this Lease between the Lessor and Lessee named below. Other Articles, Sections, Subsections and Paragraphs of the Lease referred to in this Article 1 explain and define the Basic Terms and are to be read in conjunction with the Basic Terms. Section 1.1 Date of Lease: June 30, 2005 Section 1.2 Lessor: City of Renton(the"City") 1055 South Grady Way Renton,WA 98055 425-430-6500 Section 1.3 Lessee: Spirit of Washington Inc. 625 S.4th St. Renton,WA 98055 425-277-8408 Subsection 1.3.1 Lessee's Address at Time of Execution of Lease: 625 S. 4th St Renton,WA 98055 Subsection 1.3.2 Address of Property to be Leased by Lessee: Pavilion Building 233 Burnett Avenue South Renton,WA 98055 Section 1.4 Property Legal Description: The object of this Lease is the Lessor's real property development known as Pavilion Building (a.k.a. the Renton Events Pavilion) and is described in Exhibit "A," Legal Description, attached hereto and incorporated herein by this reference as if fully set forth (the "Project"). The Project includes the land, the buildings' and all other improvements located V on the land with the exceptions noted below. The Property being leased to Lessee is further described as: J" • Pavilion Building Lease - 2 ' The Pavilion Building, as depicted in Exhibit "B," Project Site Plan, attached hereto and incorporated herein by this reference as if fully set forth, including approximately 2,500 square feet of patio space located on the west end of the Pavilion Building and approximately 860 square feet of patio space located on the east end of the Pavilion Building. Notwithstanding the legal description included in Exhibit "A," Legal Description, the Property being leased to Lessee does not include the parking lot or any other exterior space on the north side of the Pavilion Building, the public sidewalk on the west side of the building, the public sidewalk on the east sides of the building or the Piazza Park or any other exterior space on the south side of the Pavilion Building. The leased property is sometimes referred to herein as the "Property" and sometimes as the "Leased Premises" or"Premises." Section 1.5 Characterization of Property: Lessor shall provide Lessee with a set of "as-built" architectural drawings, plus the 0 & M documentation, for the Pavilion Building from the renovation completed by Lessor in 2004. Lessee acknowledges that the floor in the open hall of the Pavilion Building has load rating design restrictions that limit the amount of weight that can be supported by the floor as specified in Exhibit"C,"Floor Load Rating Specifications, attached hereto and incorporated herein by this reference as if fully set forth. For any vehicle and for any use that involves a load requirement that may be in excess of the "stringerless" specifications in the attached Exhibit "C," Floor Load Rating Specifications, Lessee shall consult a structural engineer in advance to determine that the floor can safely handle the load and to secure written documentation of the structural engineer's determination, a copy of which Lessee shall provide Lessor in advance of the specific use. Section 1.6 Lease Term: - The term of this Lease shall be ten (10) years, beginning on June 30, 2005 (the "Commencement Date"), and ending on June 30, 2015, unless otherwise terminated under the provisions of Subsections 1.6.1 through 1.6.3. Subsection 1.6.1 Early Termination of Lease by Lessee: Lessee may, in its sole discretion and without any recourse by or compensation to Lessor, terminate the Lease with twelve (12)months notice to Lessor, so long as such twelve (12)-month notice is on or after the three (3)-year anniversary of the Commencement Date with such Lease termination effective on or after the four(4)-year anniversary of the Commencement Date. Subsection 1.6.2 Early Termination of Lease by Lessor for.A "Non-Event Use": Lessor may, in its sole discretion and without any recourse by or compensation to Lessee, terminate the Lease with twelve (12)months notice to Lessee at any time, so long as such twelve (12)-month notice is on or after the three (3)-year anniversary of the Commencement Date with such Lease termination effective on or after the four(4)-year anniversary of the Commencement Pavilion Building Lease 3 Date. However, this provision applies only if Lessor is terminating the Lease in order to use the Pavilion Building for a "non-event use." For the purpose of this Subsection 1.6.2, "non-event use" refers to any use other than one where the primary activity on the Premises is for events, such as banquets, receptions, meetings, dances, fundraisers or the like. A use that includes events as a secondary or accessory activity to the primary use of the Premises shall be considered a"non-event use" for the purposes of this Subsection 1.6.2, including, but not limited to, a public or private use that could include, as examples, a restaurant,book store, museum, library or public market. The provisions of this Subsection 1.6.2 supersede Subsection 1.6.3. Subsection 1.6.3 Early Termination of Lease by Lessor for Another"Event Use": (a) Subject to the provisions of Subsections 1.6.3(b) and 1.6.3(c), Lessor may, in its sole discretion, terminate the Lease with twelve (12) months notice to Lessee at any time so long as such twelve (12)-month notice is on or after the three (3)-year anniversary of the Commencement Date with such Lease termination effective on or after the four (4) year anniversary of the Commencement Date. This provision applies only if Lessor is terminating the Lease in order to use the Pavilion Building for another "event use." For the purpose of Subsection 1.6.3, "event use" refers to any use where the primary activity on the Premises is for events, such as banquets, receptions, meetings, dances, fundraisers or the like. A use that includes events as a secondary or accessory activity to the primary use of the Premises shall not be considered an "event use" for the purpose of Subsection 1.6.3, including, but not limited to, a public or private use that could include, as examples, a restaurant,book store, museum, library or public market. The provisions of Subsection 1.6.3 shall have no bearing on the provisions of Subsection 1.6.2 or apply to Lessor's termination of the Lease for a"non-event use" as described therein. (b) Lessor may not terminate the Lease for another "event use" as described in Subsection 1.6.3(a) so long as Lessee meets or exceeds the number of events noted below for each applicable twelve (12)-month period beginning with the Commencement Date, hereafter referred to as the "Performance Standard": Months 1 thru 12 No performance measure Months 13 thru 24 No performance measure Months 25 thru 36 110 Events Months 37 thru 48 120 Events Months 49 thru 60 125 Events Months 61 thru 72 130 Events Months 73 thru 84 135 Events Months 85 thru 96 140 Events Pavilion Building Lease 4 • Months 97 thru 108 145 Events Months 109 thru 120 150 Events For the purpose of this Subsection 1.6.3(b), an "event" shall refer to a revenue generating use of the Pavilion Building for a: (i)block of time of at least one and a.half(1 '/a) hours each with forty (40) or more attendees, including, for example, a banquet, reception, meeting, dance, fundraiser or the like; or (ii) a breakfast or lunch meeting with forty (40) or more attendees. However, a function with multiple elements on the same day with the same user, shall only count as one (1) event, for example, a prom banquet followed by a dance. Lessee may include the applicable City-sponsored events at the Pavilion Building provided for in Subsection 5.4.1, but not the Piazza Events (and related use of the Pavilion Building restrooms) provided for in Subsection 5.4.2,in meeting the above Performance Standards. If Lessee terminates the Lease under Subsection 1.6.1 or Lessor terminates the Lease under Article 10,the provisions of this Subsection 1.6.3(b) shall be null and void. (c) If Lessee fails to meet or exceed the Performance Standard in Subsection 1.6.3(b)for any one (1)twelve(12)-month period listed therein beginning with the months 25 through 36,Lessor may terminate the lease at any time thereafter with twelve (12) months notice to Lessee to use the Pavilion Building for another "event use" as described in Subsection 1.6.3(a), with such Lease termination effective on or after the four (4)-year anniversary of the Commencement Date. However, Lessor or the new event use-tenant of the Premises shall pay Lessee the depreciated value of Lessee's initial capital and up-front marketing costs as reflected in Exhibit"D,"Buy Out Schedule, attached hereto and incorporated herein by this reference as if fully set forth(the`Buy- Out Schedule"). The Buy-Out Schedule includes Lessee's estimated costs for the initial capital and up-front _. marketing costs. However, the actual Buy-Out Schedule to be used for a Lease termination under this Subsection 1.6.3 will be based on Lessee's actual incurred costs for the initial capital and up- front marketing costs. Lessee may deviate plus or minus ten percent (10%) for actual costs in, each of the following categories as further defined in the Buy Out Schedule: Non-Moveable Capital Costs: $76,000 Moveable Capital Costs: $118,000 Up-Front Marketing Costs: $159,000 However, the maximum total amount of initial capital and up-front marketing costs to be included in the Buy-Out Schedule may not exceed $355,000, even if Lessee's actual initial capital and up-front marketing costs are in excess of$355,000. The Buy-Out Schedule reflects a depreciation schedule where the up-front marketing costs depreciate over six (6)years to zero in month seventy two(72)and the capital costs depreciate over ten (10)years with a residual value of forty percent(40%)in year ten (10). The residual value listed on the Buy-Out Schedule for each twelve(12)-month period represents the buy-out , Pavilion Building Lease 5 amount that will apply if the Lease is'terminated under this Subsection 1.6.3 effective at the end of such twelve (12)-month period. If the Lease is terminated effective anytime during a twelve (12)-month period, the annual depreciation will be prorated and the residual value adjusted accordingly. Within sixty(60)days of the end of the first twelve(12)months of the Lease,Lessee shall submit: (i) an itemized statement of the actual capital costs and up-front marketing costs incurred during the first twelve(12)months of the Lease; and(ii) an updated Buy-Out-Schedule, subject to the definitions and limitations noted in this Subsection 1.6.3(c),hereafter referred to as the "Updated Buy-Out Schedule." I Notwithstanding the Buy-Out Schedule, Lessee's actual incurred capital costs and up-front marketing costs, the depreciation schedule described above or the Updated Buy-Out Schedule, the maximum payment due to Lessee for early termination of the Lease for another event use as described in Subsection 1.6.3(a) for the depreciated value of said items shall not, under any circumstances, exceed the following amounts for a Lease termination effective during the following months: Months 1 thru 48 Not applicable Months 49 thru 60 $220,000 Months 61 thru 72 $185,000 Months 73 thru 84 j $150,000 Months 85 thru 96 $115,000 Months 97 thru 108 $105,000 Months 109 thru 120 $95,000 At end of the ten (10)-year Lease Term: Not Applicable For illustration purposes, if Lessor terminates the Lease with twelve (12)-months notice for another "event use" as described in Subsection 1.6.3(a) on the three (3)-year anniversary of the Commencement Date with such termination effective on the four (4)-year anniversary of the Commencement Date, the payment due to Lessee for early termination of the Lease shall be the residual value at the end of months 37 —48 on the Buy-Out Schedule (i.e., $215,298.74) or the related amount on the Updated Buy-Out Schedule,but in no event greater than$220,000 as noted above for a termination effective during months 49 thru 60. If Lessor terminates the Lease for another "event use" as described in Subsection 1.6.3(a) and Lessor or the new event-use tenant pays the depreciated value of Lessee's initial capital,costs and up-front marketing costs as described above, the new tenant shall acquire all of Lessee's ownership interests in all of the items included in the non-moveable and moveable capital costs in the Updated Buy-Out Schedule. Pavilion Building Lease 6 If Lessee terminates the Lease under Subsection 1.6.1 or. Article 10, the provisions of this Subsection 1.6.3(c) shall be null and void. Subsection 1.6.4 Space Reservations and Early Termination of Lease: Lessee may reserve or rent space at the Pavilion Building to users for whatever period of time into the future determined by Lessee to be most beneficial. However, Lessee shall not have any space reserved or rented in excess of twelve (12) months into the future as of the third anniversary of the Commencement Date, unless there is a provision which allows for Lessee to terminate the space reservation or rental with twelve (12)months notice, and in no case later than the end of the ten (10)-year Lease Term. Although Lessee may determine whether to compensate a prospective user of the Pavilion Building in the event of a cancellation, Lessee shall be responsible for any compensation to, claim of or recourse by any prospective Pavilion Building user. Under no event shall Lessor be responsible for any compensation to, claim of or recourse by any prospective user of the Premises for cancellation of a space reservation or rental, including,but not limited to the termination or expiration of the Lease for any reason as provided for in the Lease. Subsection 1.6.5 Rights to Capital Investment at Lease Termination: If any of the following events occur,Lessor shall acquire at no cost and without consideration all of Lessee's ownership interests in all of the items included in the non-moveable capital costs in the Updated Buy-Out Schedule: (i)if Lessee terminates the Lease under Subsection 1.6.1; (ii)if Lessor terminates the Lease under Subsection 1.6.2; or(iii)if the ten (10)-year Lease Term expires before the Lease is otherwise terminated. At the end of the ten(10)-year Lease Term,Lessor or a new tenant of the Premises has the option to secure all of Lessee's ownership interests in all of the items included in the moveable capital costs in the Updated Buy-Out Schedule for the depreciated value of said items as noted therein or a lower price negotiated with Lessee,but under no circumstances shall the price exceed$52,000. Lessor shall notify Lessee in writing at least ninety(90)days prior to the end of the ten(10)-year Lease Term if Lessor is interested in securing said items. Section 1.7 Permitted Uses: Lessee shall engage in the business of providing an event, banquet and meeting facility. See Article 5 for additional information. Section 1.8 Initial Security Deposit: Within ten (10) days of the start of the Lease Commencement Date, as defined in Section 1.6, Lessee shall provide to Lessor a security deposit in the amount of$10,000.00 which Lessor shall place into an escrow account. Upon termination of the Lease, for any reason, this amount shall be refunded to Lessee with interest, less the cost of the escrow account. In the event there is damage to the Pavilion Building, not including normal wear and tear, and only for damage which Pavilion Building Lease - 7 Lessee is responsible for under this Lease, funds from this escrow account shall be used to repair the damage, with the balance left, if any, then being refunded to Lessee. Section 1.9 Vehicle Parking Spaces Allocated to Lessee: Lessee shall be allowed unlimited use of 4 parking spaces in the public parking lot to the north of the Pavilion Building as established'and marked by signage by Lessor. If the Lessee or users of the Pavilion Building use the City Center Parking Garage as identified in Exhibit "B," Project Site Plan,the City's standard parking rates shall apply. Section-1.10 Rent and Other Charges Payable by Lessee: (a) Base Rent: Lessee shall pay Lessor monthly Base Rent during the Lease Term according to the following schedule: Lease Period (stated in Months) Monthly Base Rent Amount First 3 Months $0.00 Next 3 Months $1,000.00 Next 12 Months $2,000.00 Thereafter $3,000.00 (b) Revenue Sharing: In addition to the monthly Base Rent above, Lessee shall pay monthly to Lessor the following amounts. Such amounts shall not include any taxes paid by Lessee, gratuities or charges for on-site labor. Catering—Lessor shall receive 15% of the gross catering sales,including food and beverage sales and charges for the following items if provided by Lessee: Audio Visual systems, linens,flowers, tables,chairs,flatware,china,and the like Room Rental—Lessor shall'receive 35%of gross room rental charges (c)Audit: Lessee will keep and maintain or will cause to be kept and maintained proper and accurate books, records and accounts reflecting all items of revenue required to be reported to Lessor per this Section 1.10. Lessor shall have the right, upon ten (10) days advance written notice to Lessee, to examine such books, records and accounts at the local Renton office of Lessee and to make copies or extracts thereof as Lessor shall desire. In conducting such examination, Lessor shall exercise its best efforts not to interfere with the normal business operations of Lessee. Lessor shall have the right to have an independent third-party auditor inspect and audit such books, records and accounts of Lessee during normal business hours, the cost of which shall be paid by Lessor. If the third-party auditor's report that Lessee has under reported its lease payments to Pavilion Building Lease 8 Lessor, per the Revenue Sharing agreement in this Section 1.10, by more than 5%, then Lessee shall reimburse Lessor for the reasonable cost of the third-party auditor's audit. Section 1.11 Exhibits and Other Attachments Which are Part of the Lease: Exhibit"A"-Legal Description Exhibit"B" -Project Site Plan Exhibit"C"-Floor Load Rating Specifications Exhibit"D"-Buy-Out Schedule Exhibit"E"-Maintenance Schedule ARTICLE 2. LEASE TERM Section 2.1 Lease of Property for Lease Term: Lessor leases the Property to Lessee and Lessee leases the Property from Lessor for the Lease Term. The Lease Term is for the period stated in Section 1.6 and shall begin and end on the dates specified in Section 1.6, unless the beginning or end of the Lease Term is changed under any provision of this Lease. The "Commencement Date" shall be the date specified in Section 1.6 for the beginning of the Lease Term unless advanced or delayed under any provision of this Lease. ARTICLE 3. RENT PAYMENTS AND RESERVES FOR OPERATING EXPENSES Section 3.1 Time and Manner of Payment: On or before the twenty-eighth day of the second month of the Lease Term and each month thereafter, Lessee shall pay Lessor the Base Rent described in Subsection 1.10(a),the amount for the Revenue Sharing described in Subsection 1.10(b) for the prior calendar month and the amount of the Leasehold Excise Tax described in Section 4.1. The rent shall be payable at Lessor's address or at such other place as Lessor may designate in writing. Together with such payment, Lessee shall provide a detailed financial report that substantiates the Revenue Sharing payment for the prior calendar month, including but not limited to: (i) an itemized list of the actual event dates, users and applicable catering sales and room rental charges as described in Subsection 1.10(b) and (ii) a summary total for the number of qualified events that occurred to date during each twelve(12)-month period for the Performance Standard described in Subsection 1.6.1. Section 3.2 Advance Payments upon Termination: Upon termination of this Lease under Article 7 (Damage or Destruction), Article 8 (Condemnation), or any other termination not resulting from Lessee's default, and after Lessee Pavilion Building Lease - 9 has vacated the Property in the manner required by this Lease, Lessor shall refund or credit to Lessee (or Lessee's successor) any advance rent or other advance payments made by Lessee to Lessor. ARTICLE 4. OTHER CHARGES PAYABLE BY LESSEE Section 4.1 Taxes: Lessee shall be responsible for the payment of the Leasehold Excise Tax (as further described below),Business &Occupation Taxi and Sales Tax, as applicable. So long as the Property is owned by Lessor and is exempt from general real estate taxes as a municipal corporation in accordance with RCW 84.36.010, Lessee shall be obligated to pay the applicable Leasehold Excise Tax (a.k.a. "Rent Excise Tax") on the Base Rent and Revenue Sharing payment. Lessee shall calculate and pay the applicable Leasehold Excise Tax Leasehold monthly to Lessor during the Lease Term along with the rents described in Section 3.1. Within one hundred twenty (120) days after the end of each calendar year during the Lease Term or within such longer period of time as may be reasonably necessary,Lessor shall furnish to Lessee a statement of the Leasehold Excise Tax that Lessor was required to charge and collect from Lessee for the preceding calendar year. If the required Leasehold Excise Tax charges for the preceding calendar year exceed the monthly payments made by Lessee, then Lessee shall pay Lessor the deficiency within thirty (30) days after receipt of the statement. If the Leasehold Excise Tax payments made by Lessee exceed the required Leasehold Excise Tax charges for the preceding calendar year, then, at Lessor's option, either Lessor shall pay Lessee the excess atthe time Lessor furnishes the statement to Lessee or Lessee shall be entitled to offset the excess against the next installment(s) of rent, provided, however, that at the end of the Lease Term Lessor shall pay Lessee the excess at the time Lessor furnishes the statement to Lessee. Section 4.2 Utilities: Lessor shall be responsible for providing utilities to the Property, and represents and warrants to Lessee that as of the Commencement Date water, sewer, gas, electricity, and telephone utilities are available at the Property. Lessee shall pay for all water, sewer,gas,electricity,telephone, and other utilities and services used by Lessee on the Property during the Lease Term. Under no circumstances shall Lessee be responsible for any charges for water, sewer, gas, electricity, heat, telephone, and other utilities and services, which are not under the control of Lessee and for the use of providing services under this contract as a meeting,banquet and event facility. Section 4.3 Insurance Policies (a) Liability Insurance. Lessee shall maintain in full force throughout the duration of the Lease Term a policy of commercial general liability insurance (sometimes known as broad form comprehensive general liability insurance) insuring Lessee against liability for bodily injury, property damage (including loss of use of property)and personal injury or death arising out of the 'operation, use or occupancy of the Property. Said liability insurance policy shall specifically list "Liquor Liability Included" as a provision. Lessee shall name Lessor as an additional insured under such policy. The initial amount of such insurance shall be One Million Dollars Pavilion Building Lease 10 ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate and shall be . subject to periodic increase based upon inflation, increased liability awards, recommendation of Lessor's professional insurance advisors and other relevant factors. Lessee shall also maintain in full force throughout the duration of the Lease Term a policy of automobile liability insurance insuring Lessee against liability for bodily injury, property damage and personal injury or death arising out of the operation or use of a vehicle by Lessee's employees, agents, contractors and invitees in connection with the operation, use or occupancy of the Property. The initial amount of such insurance shall be One Million Dollars ($1,000,000) per occurrence. The liability insurance obtained by Lessee under this Section 4.3 shall (i)be primary and non-contributing; (ii) contain cross-liability endorsements; and (iii) insure Lessor against Lessee's performance under Section 5.6, if the matters giving rise to the indemnity under Section 5.6 result from the negligence of Lessee. The amount and coverage of such insurance shall not limit Lessee's liability nor relieve Lessee of any other obligation under this Lease. Lessor may also obtain comprehensive public liability insurance in an amount and with coverage determined by Lessor insuring Lessor against liability arising out of ownership, operation, use or occupancy of the Property. The policy obtained by Lessor shall not be contributory and shall not provide primary insurance. If Lessee requires any agent, contractor, user or invitee to secure or maintain liability insurance related to alterations to or maintenance, operation, use or occupancy of the Property,Lessee shall require such liability insurance to include Lessor as an additional insured on such policies. Notwithstanding the above,Lessor accepts liability for the use of the Pavilion Building restrooms for Piazza Events provided for in Subsection 5.4.2. (b) Property Insurance. During the Lease Term, Lessor shall maintain policies of insurance to be paid for by Lessor covering loss of or damage to the Property in the full amount of its replacement value. Such policy shall contain an inflation guard Endorsement and shall provide protection against all perils included within the classification of fire, extended coverage, vandalism, malicious mischief, special extended perils (all risk), sprinkler leakage and any other perils which Lessor deems reasonably necessary. Lessor shall not obtain insurance for Lessee's fixtures or equipment or building improvements installed by Lessee on the Property. Lessee shall maintain policies of insurance for Lessee's fixtures or equipment or building improvements installed by Lessee on the Property. (c) General Insurance Provisions. (i) Any insurance which Lessee is required to maintain under this Lease shall include a provision which requires the insurance carrier to give Lessor not less than forty five (45) days written notice prior to any cancellation or modification of such coverage. (ii) If Lessee fails to deliver any policy, certificate or renewal to Lessor required under this Lease within the prescribed time period or if any such policy is canceled or modified during the Lease Term without Lessor's consent, Lessor may obtain such insurance, in which case Lessee shall reimburse Lessor for the cost of such insurance within fifteen (15) days after receipt of a statement that indicates the cost of such insurance. • Pavilion Building Lease 11 (iii)Lessee shall maintain all insurance required under this Lease with companies rated A-XV or better in Best's Insurance Guide, and which are authorized to transact business in the State of Washington. If at any time during the Lease Term, Lessee is unable to maintain the insurance required under the Lease, Lessee shall nevertheless maintain insurance coverage which is customary and commercially reasonable in the insurance industry for Lessee's type of business, as that coverage may change from time to time. Lessor makes no representation as to the . adequacy of such insurance to protect Lessor's or Lessee's interest. Therefore, Lessee shall obtain any such additional property or liability insurance which Lessee deems necessary to protect Lessor and Lessee. (iv) Lessee and Lessor hereby release and discharge each other from all claims, losses and liabilities arising from or caused by any hazard covered by property insurance on or in connection with the premises or said building. This release shall apply only to the extent that such claim, loss or liability is covered by insurance. Section 4.4 Maintenance of Facility: Lessee shall reimburse Lessor within thirty (30) days after receipt of a statement for the cost of: (i) Lessor performing any maintenance to the Premises for which Lessee is responsible and which Lessee approves in writing and (ii) Lessor performing any emergency maintenance to safeguard and preserve the integrity of the Premises if Lessor is unable to reach Lessee in an emergency for Lessee`to perform the maintenance. Section 4.5 Common Exterior Areas; Use,Maintenance and Costs: For the purpose of this Section 4.5, Common Exterior Areas are defined as the Piazza Park on the south side of the Pavilion Building and the public parking lot, Renton Transit Center and City Center Parking Garage on the north side of the Pavilion Building as identified in Exhibit "B," Project Site Plan. If Lessor encounters damage (beyond normal wear and tear) or extraordinary trash in the Common Exterior Areas that are attributed to Lessee's use of the Premises, Lessor shall notify Lessee to allow Lessee to perform the required maintenance or custodial services. If Lessee elects not to perform the required maintenance or custodial services, Lessee shall reimburse Lessor within thirty (30) days after receipt of a statement for the cost of performing such work so long as the damage or extraordinary trash is related to the Lessee's use of the Premises. Section 4.6 Late Charges: Lessee's failure to pay rent promptly may cause Lessor to incur unanticipated costs. The exact amount of such costs are impractical or difficult to ascertain. Such costs may include,but are not limited to, processing and accounting charges and late charges which may be imposed on Lessor by any ground lease, mortgage or other.encumbrance on the Property. Consequently, if Lessor does not receive any Rent payment within ten (10) days after it becomes due, Lessee shall pay Lessor a late charge equal to five percent (5%) of the overdue amount for each month that it is overdue. The parties agree that such late charge represents a fair and reasonable estimate of the costs Lessor will incur by reason of such late payment. Pavilion Building Lease 12 Section 4.7 Interest on Past Due Obligations: Any amount owed by Lessee to Lessor which is not paid when due shall bear interest at the rate of twelve percent(12%)per annum from the due date of such amount, however, interest shall not be payable on late charges to be paid by Lessee under this Lease. The payment of interest on such amounts shall not excuse or cure any default by Lessee under this Lease. If the interest rate specified in this Lease is higher than the rate then permitted by law, the interest rate shall be decreased to the maximum legal interest rate then permitted by law. ARTICLE 5. USE OF PROPERTY Section 5.1 Permitted Uses: Lessee shall have exclusive control and access to the Pavilion Building, except as defined elsewhere in this Lease. Lessee may use the Property only for the Permitted Uses set forth in Section 1.7 and subject to the floor load restrictions included in Section 1.5. Lessee shall not allow smoking inside the building, and shall provide adequate ashtrays in the patio areas outside to accommodate any smoking. Any animal show on the Premises must be approved by Lessor in writing prior to the event. Incidental animal activities such as magic shows and service animals such as guide dogs for the blind shall not require Lessor approval. Lessee shall not allow the use of rice, confetti, birdseeds, flower petals and the like outside the Pavilion Building. Bubbles shall be permitted outside. Lessee shall not allow any obscene use of the Premises. The maximum occupancy of the building shall be 655 people. Section 5.2 Manner of Use: Lessee shall professionally market, maintain and operate the Premises as a quality meeting, banquet and event space. Lessee shall not cause or permit the Property to be used in any way which constitutes a violation of any law, ordinance, or governmental regulation or order. Lessee shall obtain and pay for all permits, other than a Certificate of Occupancy, required for Lessee's occupancy of the Property and shall promptly take all actions necessary to comply with all applicable statutes, ordinances, rules,regulations, orders and requirements regulating the use by Lessee of the Property,including the Occupational Safety and Health Administration. Notwithstanding the above, Lessee or Lessee's users shall secure any required liquor license, banquet license or food handling permits, as applicable,for use of the Premises. Lessee shall not obstruct, cover or block the Pavilion Building windows, including but not limited to window coverings and moveable partitions, except as necessary during events and meetings. Any such window coverings and moveable partitions will be immediately opened or removed as applicable on a daily basis after any events or meetings. Pavilion Building Lease 13 Section 5.3 Use of Piazza Park: Lessor shall provide Lessee with an annual schedule of City-sponsored events for the Piazza Park. Although Lessor reserves the right to schedule City-sponsored events at the Piazza Park at any time, Lessor will attempt to schedule additional City-sponsored events on dates where there are no conflicting uses scheduled at the Pavilion Building if possible. Lessor acknowledges that users and invitees for events at the Pavilion Building may occupy a portion of the Piazza Park for incidental use without the prior, written consent of the Renton Park Board. For the purpose of this provision, incidental use shall mean the ability to use or congregate in a portion of the Piazza Park so long as: (i) City of Renton's Park Rules and Regulations are maintained, (ii) no food or beverages are served in the Piazza Park and (iii) no objects that impede or restrict public access or full use of the Piazza Park by other persons are placed in the Piazza Park, including, but not limited to, stanchions, barricades, stands, chairs, tables, tents, fixtures or the like. In order for users or invitees of the Pavilion Building to occupy any portion of the Piazza Park for any use other than specifically provided for above, Lessee or user of the Pavilion Building must pay any applicable fee and secure the Renton Park Board's prior, written approval. Lessee shall provide users of the Premises with a copy of City of Renton's Park Rules and Regulations. Lessee shall make users and invitees of the Premises aware of the City of Renton's restriction against the use of alcohol in the Piazza Park, and of the restrictions related to use of the Piazza Park as described above. Section 5.4 City Use of Facility: Subsection 5.4.1 City-Sponsored Events: (a) Lessor shall have the right to schedule up to a maximum of 12 City-Sponsored Events per year at the Pavilion Building. For the purpose of this Subsection 5.4.1, City-Sponsored Events shall refer to any event sponsored or co-sponsored by the City as submitted to Lessee by the Office of the Mayor or the Mayor's designee. Lessor shall be responsible for any liability or damage to persons or property that occurs in any way as'a result of these City-Sponsored Events. These events shall be allowed on a.space available basis by Lessee, and subject to the restrictions of Subsection 5.4.1(d). (b) Lessee shall only be responsible for allowing access to the Pavilion Building, and providing custodial services before, during and after the event. (c)The fee to the City for these City- Sponsored Events shall be as follows: Base Fee: $250 Hourly Attendance Fee: $35 Excessive Cleanup Surcharge: Reimbursement of Lessee's actual costs Pavilion Building Lease 14 These fees and charges shall not include any services other than access to an empty, clean S • Pavilion Building with a comfortable temperature and well-stocked restrooms. Any additional services such as catering and the like, shall be billed at Lessee's normal rates, and the exclusivity of Lessee's right to provide such services shall remain in affect during these City Sponsored Events. The room rental revenue (but not the catering revenue) from these City Sponsored events to Lessor shall not be subject to the Revenue Sharing provisions of Subsection 1.10(b). (d) Scheduling of these City Sponsored Events shall not fall within the following times and dates unless otherwise approved by Lessee in writing: Friday Evenings after 3:00pm Saturdays Sundays Holidays However, the exclusions in this Subsection 5.4.1(d) shall not apply during the annual Renton River Days event and for the annual Holiday Tree Lighting festivities. Subsection 5.4.2 Piazza Events: Lessor may schedule up to a maximum of 36 City-approved events in the Piazza Park such as the Renton Farmers' Market, the Cinema on the Piazza summer movies, festivals and the like where Lessee shall provide access to the restrooms of the Pavilion Building (but not the entire building). Lessor shall provide Lessee with at least sixty (60) days advance notice for such events. Lessee agrees to work with other potential users of the Pavilion Building for the dates of such Piazza events to promote shared use of the Pavilion Building restrooms, if possible. However, if Lessee has another use scheduled for the Pavilion Building where shared use of the restrooms is not possible for one (1) or more of the above Piazza events, Lessee shall provide Lessor with at least thirty (30) days advanced notice, in which case Lessee shall not provide access to the Pavilion Building restrooms and Lessor or the Piazza event sponsor shall secure commercially available portable toilets at its own expense, if desired. If there is no other event scheduled or another,event scheduled where the Pavilion Building restrooms may be shared, Lessee shall make the restrooms at the Pavilion Building available for $50.00 for each eight (8) hour period per event. Said fee shall be paid by Lessor or the Piazza event sponsor within 30 days of receipt of invoice from Lessee. Lessor shall be responsible for opening, monitoring, cleaning, restocking and locking the Pavilion Building restrooms for each such event. Lessor shall be responsible for any liability or damage to persons or property that occurs in any way as a result of the use of the Pavilion Building restrooms for such Piazza events. The$50.00 payments for use of the Pavilion Building restrooms described in this Subsection 5.4.2 shall not be subject to the Revenue Sharing provisions of Subsection 1.10(b). If another event is scheduled during one (1) of the above Piazza events, Lessee shall inform the Pavilion Building user for such date of the Piazza event so that the user is aware in advance of potential impacts from the Piazza event on the user's event or meeting on the Premises. Pavilion Building Lease 15 Section 5.5 Signs: Lessee shall not place any interior or exterior signs on the Property without Lessor's prior written consent. Section 5.6 Indemnity: Subsection 5.6.1 Lessee's Indemnification of Lessor: Lessee, Spirit of Washington, Inc., shall indemnify, defend and hold Lessor harmless from and against any and all costs, claims, losses or liability, or any portion thereof, arising from: (a) Lessee's use of the Property; (b) the conduct of Lessee's business or anything else done or permitted by Lessee to be done in or about the Property, including any contamination of the Property or any other property resulting from the presence or use of Hazardous Material caused or permitted by Lessee; (c) any breach of default in the performance of Lessee's obligations under this Lease; (d) any misrepresentation or breach of warranty by Lessee under this Lease; or (e) other acts or omissions of Lessee. Lessee shall defend Lessor against any such cost, claim, loss or liability at Lessee's expense with counsel reasonably acceptable to Lessor or, at Lessor's election, Lessee shall reimburse Lessor for any legal fees or costs incurred by Lessor in connection with any such claim. ' As a material part of the consideration to Lessor, Lessee assumes all risk of damage to property or injury to persons in the Property arising from any cause, and Lessee hereby waives all claims in respect thereof against Lessor,except for any claim arising out of Lessor's sole negligence. As used in this Section 5.6, the term "Lessee," for purposes of triggering indemnification, shall include Lessee's officers, employees, agents, contractors, volunteers and invitees;if applicable. This indemnification provision shall not be applicable to any sums payable under RCW Title 51 and does not waive the protections)of Title 51 RCW. This provision has been freely negotiated between Lessee and Lessor. The provisions of this Subsection 5.6.1 shall survive the termination or expiration of this Lease. Subsection 5.6.2 Lessor's Indemnification of Lessee: This Subsection 5.6.2 shall apply'only to Lessor's liability and responsibility for (i) the City- Sponsored Events provided for in Subsection 5.4.1; and (ii) the use of the Pavilion Building restrooms for Piazza events provided for in Subsection 5.4.2. Lessor shall provide no other indemnification for Lessee. Subject to the above limitations,Lessor, City of Renton, shall indemnify, defend and hold Lessee harmless from and against any and all costs, claims, losses or liability, or any portion thereof, arising from: (a) Lessor's use of the Property; (b) the conduct of Lessor's business or anything else done or permitted by Lessor to be done in or about the Property, including any contamination of the Property or any other property resulting from the presence or use of Hazardous Material caused or permitted by Lessor; (c) any breach of default in the performance of Lessor's obligations under this Lease; (d) any misrepresentation or breach of warranty by Lessor under this Lease; or (e) other acts or omissions of Lessor. Lessor shall defend Lessee Pavilion Building Lease - 16 against any such cost, claim, loss or liability at Lessor's expense with counsel reasonably acceptable to Lessee or, at Lessee's election, Lessor shall reimburse Lessee for any legal fees or costs incurred by Lessee in connection with any such claim. As a material part of the consideration to Lessee, Lessor assumes all risk of damage to property or injury to persons in the Property arising from any cause, and Lessor hereby waives all claims in respect thereof against Lessee, except for any claim arising out of Lessee's sole negligence. As used in this Section 5.6, the term "Lessor," for purposes of triggering indemnification, shall include Lessor's officers, employees, agents, contractors,volunteers and invitees,if applicable. This indemnification provision shall not be applicable to any sums payable under RCW Title 51 and does not waive the protections of Title 51 RCW. This provision has been freely negotiated between Lessee and Lessor. The provisions of this Subsection 5.6.2 shall survive the termination or expiration of this Lease. Section 5.7 Lessor's Access: Lessor may access the main electrical room on the northeast side of the Pavilion Building at any time and without notice for the purpose of using or maintaining the electrical service and exterior lighting controls for the Piazza Park. Lessor may also access the restrooms at the Pavilion Building for Piazza events as provided for in Subsection 5.4.2. Lessor or its agents may enter the Property at all reasonable times to show the Property to potential buyers, investors, lessees or other parties. Lessor shall give Lessee reasonable prior notice of such entry, except in the case of emergency. Lessor may place customary "For Lease" • signs on the Property within 365 days of the Lease termination date. Lessee may take down the "For Lease"signs during events,but shall replace them immediately afterwards. Section 5.8 Quiet Possession: If Lessee pays the Rent and complies with all other terms of this Lease, Lessee may occupy and enjoy the Property for the full Lease Term, subject to the provisions of this Lease. Notwithstanding the above, Lessee acknowledges that the Premises are located adjacent to the Piazza Park and the Renton Transit Center and that, as such, the use of the Premises may be impacted by the day-to-day activities in the adjacent spaces or City-sponsored or endorsed activities in the Piazza Park, including but not limited to the Piazza events described in Subsection 5.4.2. Section 5.9 Hazardous Material: Lessor represents and warrants to Lessee that, to the best of Lessor's knowledge, there is no "Hazardous Material" (as defined below) on, in, or under the Premises as of the Commencement Date except as otherwise disclosed to Lessee in writing before the execution of this Lease. If there is any Hazardous Material on, in, or under the Premises as of the Commencement Date, which has been or thereafter becomes unlawfully released through no fault of Lessee,then Lessor shall indemnify, defend and hold Lessee harmless from any and all claims,judgments, damages, penalties, fines, costs, liabilities or losses including without limitation sums paid in settlement of Pavilion Building Lease 17 claims, attorneys' fees, consultant fees and expert fees, incurred or suffered by Lessee either during or after the Lease Term as the result of such contamination. Lessee shall not cause or permit any Hazardous Material to be brought upon, kept, or used in or about, or disposed of on the Premises by Lessee, its officers, agents, employees, contractors or invitees, except in strict compliance with all applicable federal, state and local laws, regulations, codes and ordinances. If Lessee breaches the obligations stated in the preceding sentence, then Lessee shall indemnify, defend and hold Lessor harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses including, without limitation, diminution in the value of the Premises, damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, or elsewhere, damages arising from any adverse impact on marketing of space at the Premises, and sums paid in settlement of claims, attorneys' fees, consultant fees and expert fees incurred or suffered by Lessor either during or after the Lease Term. These indemnifications by Lessor and Lessee include, without limitation,costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work, whether or not required by any federal, state or local governmental agency or political subdivision, because of Hazardous Material present in the Premises, or in soil or ground water on or under the Premises. Lessee shall immediately notify Lessor of any inquiry, investigation or notice that Lessee may receive from any third party regarding the actual or suspected presence of Hazardous Material on the Premises. Without limiting the foregoing, if the presence of any Hazardous Material brought upon, kept or used in or about the Premises by Lessee, its officers, agents, employees, contractors or invitees, results in any unlawful release of Hazardous Material on the Premises or any other property, Lessee shall promptly take all actions, at its sole expense, as are necessary to return the Premises or any other property, to the condition existing prior to the release of any such Hazardous Material; provided that Lessor's approval of such actions shall first be obtained, which approval may be withheld at Lessor's sole discretion. As used herein, the term "Hazardous Material" means any hazardous, dangerous, toxic or harmful substance, material or waste including biomedical waste which is or becomes regulated by any local governmental authority, the State of Washington or the United States Government due to its potential harm to the health, safety or welfare of humans or the environment. ARTICLE 6. CONDITION OF PROPERTY; MAINTENANCE, REPAIRS AND ALTERATIONS Section 6.1 Existing Conditions: Lessee accepts the Property in its condition as of the execution of the Lease, subject to all recorded matters, laws, ordinances, and governmental regulations and orders. Lessee acknowledges that neither Lessor nor any agent of Lessor has made any representation as to the condition of the Property nor the suitability of the Property for Lessee's intended use. Lessee represents and warrants that Lessee has made its own inspection of and inquiry regarding the condition of the Property and is not relying on any representations of Lessor or any Broker with respect thereto. If Lessor or Lessor's Broker has provided a Property Information Sheet or other Pavilion Building Lease 18 Disclosure Statement regarding the Property, a copy is attached as an exhibit to the Lease and initialed by both parties. Section 6.2 Exemption of Lessor from Liability: Lessor shall not be liable for any damage or death or injury to the person, business (or in any loss of income there from), goods, wares, merchandise or other property of Lessee, Lessee's officers, agents, employees, invitees, customers or any other person in or about the Property, whether such damages or injury is caused by or results from: (a) fire, steam, electricity, water, gas, snow, rain, or volcanic activity; (b) the breakage, leakage, obstruction or other defects of pipes, sprinklers, wires, appliances, plumbing, air condition or lighting fixtures or any other cause; or (c) conditions arising in or about the Property or upon other portions of the Project, or from other sources or places. Lessor shall not be liable for any such damage or injury even though the cause of or the means of repairing such damage, death or injury are not accessible to Lessee. The provisions of this Section 6.2 shall not, however, exempt Lessor from liability for Lessor's negligence or misconduct. Section 6.3 Maintenance and Repairs: • Lessee shall have total responsibility for maintenance as described in Exhibit "E," Maintenance Schedule, routine repairs and custodial services for the Project. A specific description of the maintenance and custodial requirements is included as Exhibit "E," Maintenance Schedule, attached hereto and incorporated herein by this reference as fully set forth. Lessee shall maintain records on the Premises that document Lessee's performance of preventative maintenance, inspections and service to the HVAC and other building systems included in Exhibit "E," Maintenance Schedule, Section II (Mechanical). Such records shall be available for inspection by Lessor. Lessor will conduct periodic inspections of the Premises and the above records with ten (10) days notice to assure compliance with the maintenance and custodial requirements. Lessor reserves the right to perform emergency maintenance services to safeguard and preserve _. the integrity of the Premises and to perform maintenance, repairs or custodial services if Lessee fails to perform them within thirty (30) days of notice. Lessor will bill Lessee for emergency or other services provided by Lessor and Lessee shall make payment along with the rent described in Section 1.10. Lessee is responsible for any processes, procedures, or construction activities that require environmental review, permits, or similar approvals. Qualified individuals shall perform all maintenance, design or construction work on the Premises. Lessor shall assume responsibility for all damage, maintenance, and repair to the exterior of the Pavilion Building, whether for vandalism or other, unless caused by Lessee's use of the Premises. Lessor shall provide Lessee at no charge with initial instruction regarding the operation and maintenance of HVAC and other mechanical systems located in the Pavilion Building and the use of the Maintenance Schedule included in Exhibit"E." Subject to the provisions of Article 7, if Lessee performs the required preventative maintenance, inspections and service included in Exhibit "E,"Maintenance Schedule, Section II(Mechanical), Pavilion Building Lease 19 Lessor shall accept responsibility for failures to the following equipment, systems or components on the Premises: structural components, HVAC, plumbing, electrical distribution and electronic control systems. However, this provision shall not apply to items that may need repair or replacement by Lessee due to normal wear and tear during the Lease Term including, but not limited to, door openers and closers; roll up door rollers, toilet flush values, restroom fans, light bulbs and other consumable items. Section 6.4 Alterations,Additions, and Improvements: (a) Lessee shall not make any alterations, additions, or improvements to the Property or install permanent window screenings or interior or exterior signage without Lessor's prior written consent. Lessee shall pay for any alterations, additions or improvements approved by Lessor. The term "Alterations" shall not include the installation of carpet, shelves, movable partitions, Lessee's equipment, and trade fixtures which may be performed without damaging existing improvements or the structural integrity of the Property, and Lessor's consent shall not be required for Lessee's installation of those items. However, Lessee agrees to coordinate any carpet installation in advance with Lessor to insure that the carpet is installed in a manner that allows appropriate service access to.all HVAC service areas in the plenum. Lessor may require Lessee to provide demolition and/or.lien and completion bonds.in form and amount satisfactory to Lessor. Lessee shall promptly remove any alterations, additions, or improvements constructed in violation of this Section 6.4 upon Lessor's written request. All alterations, additions, and improvements shall be done in a good and workmanlike manner, in conformity with all applicable laws and regulations, and by a contractor approved by Lessor. Upon completion of any such work, Lessee shall provide Lessor with "as built" plans, copies of all construction contracts, and proof of payment for all labor and materials. Lessee shall not be required to remove or pay the cost of removal of any Alterations upon the termination or expiration of the Lease for any reason. All Alternations shall become the property of Lessor upon termination or expiration of the Lease. (b)Lessee shall pay when due all claims for labor and material furnished to the Property. Lessee shall give Lessor at least twenty(201days prior written notice of the commencement of any work on the Property, regardless of whether Lessor's consent to such work is required. Lessor may elect to record and post notices of non-responsibility on the Property. Lessee shall reimburse Lessor for any legal fees or costs incurred by Lessor in connection with defending itself against any claims for labor or material furnished to the Property. Section 6.5 Condition Upon Termination of Lease: Upon the termination of the Lease, Lessee shall surrender the Property to Lessor, broom clean and in the same condition as received except for ordinary wear and tear which Lessee was not otherwise obligated to remedy under,any provision of this Lease. However, Lessee shall not be obligated to repair any damage which Lessor is required to repair under Article 7 (Damage or Destruction). All alterations, additions and improvements shall become Lessor's property and shall be surrendered to Lessor upon the expiration or early termination of the Lease, except that Lessee may remove any of Lessee's machinery or equipment which can be removed without material damage to the Property. Lessee shall repair, at Lessee's_expense, any damage to the Property caused by the removal of any such machinery, specialty cabinets installed by Lessee, Pavilion Building Lease 20 computer, telephone or other communication or electronic equipment, or other equipment. In no • event, however, shall Lessee remove any of the following materials or equipment (which shall be deemed Lessor's property) without Lessor's prior written consent: any power wiring or power panels; lighting or lighting fixtures, wall coverings; drapes, blinds or other window coverings; carpets or other floor coverings; heaters, air conditioners or any other heating or air conditioning equipment; fencing or security gates or security systems; or other similar building operating equipment and decorations. Within thirty (30) days after the expiration or early termination of this Lease, Lessee shall remove from the Premises, at its sole expense, all equipment, furnishings, and other personal property.owned.and.placed.in oron the Premises by the Lessee unless otherwise provided for in the Lease. If Lessee fails to removed such equipment, furnishings, and other personal property within the time allowed,Lessor may, but need not, remove said personal property and hold it for the owners thereof, or place the same in storage, all at the expense and risk of the owners thereof, and Lessee shall reimburse Lessor for any expenses incurred by Lessor in connection with such removal and storage. Lessor shall have the right to sell such stored property, without notice to Lessee, after it has been stored for a period of thirty(30) days or more, the proceeds of such sale to be applied first to the cost of sale, second to payment of any charges for storage, and third to the payment of any other amounts which may then be due from Lessee to Lessor, and the balance,if any, shall be paid to Lessee. ARTICLE 7. DAMAGE OR DESTRUCTION Section 7.1 Partial Damage to Property: (a) Lessee shall notify Lessor in writing immediately upon the occurrence of any damage to the Property. If the Property is only partially damaged, [i.e., less than fifty percent (50%) of the Property is unleaseable as a result of such damage or less than fifty percent (50%) of Lessee's operations are materially impaired], and if the proceeds received by Lessor from the insurance policies described in Subsection 4.3(b) are sufficient to pay for the necessary repairs, this Lease shall remain in effect and Lessor shall repair the damage as soon as reasonably possible. Lessor may elect (but is not required) to repair any damage to Lessee's fixtures, equipment, or improvements. Lessee shall pay Lessor, if the damage was due to an act or omission of Lessee, or Lessee's employees, agents, contractors or invitees, the "deductible amount," if any, under Lessor's insurance policies. (b)If the insurance proceeds received by Lessor are not sufficient to pay the entire cost of repair, or if the cause of the damage is not covered by the insurance policies which Lessor maintains under Section 4.3,Lessor may elect either to (i)repair the damage as soon as reasonably possible, in which case this Lease shall remain in full force and effect, or(ii)terminate this Lease as of the date the damage occurred. Lessor shall notify Lessee within thirty (30) days after receipt of notice of the occurrence of the damage whether Lessor elects to repair the damage or terminate the Lease. Lessee shall pay Lessor, if the damage was due to an act or omission of Lessee, or Lessee's employees, agents, contractors or invitees, the "deductible amount," if any, under Lessor's insurance policies. If Lessor elects to terminate the Lease,Lessee may elect to continue this Lease in full force and effect, in which case Lessee shall repair any damage to the Property and any building in which the Property is located. Lessee shall pay the cost of such repairs, Pavilion Building Lease - • 21 except that upon satisfactory completion of such repairs, Lessor shall deliver to Lessee any insurance proceeds received by Lessor for the damage repaired by Lessee. Lessee shall give Lessor written notice of such election within ten (10) days after receiving Lessor's termination notice. (c) If the damage to the Property occurs during the last six (6) months of the Lease Term and such damage will require more than thirty (30) days to repair, either Lessor or Lessee may elect to terminate this Lease as of the date the damage occurred, regardless of the sufficiency of any insurance proceeds. The party electing to terminate this Lease shall give written notification to the other party of such election within thirty (30) days after Lessee's notice to Lessor of the occurrence of the damage. Section 7.2 Substantial or Total Destruction: If the Property is substantially or totally destroyed by any cause whatsoever (i.e., the damage to the Property is greater than partial damage as described in Section 7.1, and regardless of whether Lessor receives any insurance proceeds, this Lease shall terminate as of the date the destruction occurred. Notwithstanding the preceding sentence, if the Property can be rebuilt within six (6) months after the date of destruction, Lessor may elect to rebuild the Property at Lessor's own expense, in which case this Lease shall remain in full force and effect. Lessor shall notify Lessee of such election within thirty (30) days after Lessee's notice of the occurrence of total or substantial destruction. If Lessor so elect, Lessor shall rebuild the Property at Lessor's sole expense, except that if the destruction was caused by an act or omission of Lessee. Section 7.3 Temporary Reduction of Rent: If the Property is destroyed or damaged and Lessor or Lessee repairs or restores the Property pursuant to the provisions of this Aticle 7, any rent payable during the period of such damage repair and/or restoration shall be reduced according to the degree,if any,to which Lessee's use of the Property is impaired. Except for such possible reduction in Base Rent, Lessee shall not be entitled to any compensation,reduction, or reimbursement from Lessor as a result of any damage, destruction,repair,or restoration of or to the Property. Section 7.4 Destruction Waiver: Lessee waives the protection of any statute, code or judicial decision which grants a lessee the right to terminate a lease in the event of the substantial or total destruction of the leased Property. Lessee agrees that the provision of Section 7.2 above shall govern the rights and obligations of Lessor and Lessee in the event of any substantial or total destruction to the Property. ARTICLE 8. CONDEMNATION If all or any portion of the Property is taken under the power of eminent domain or sold under the threat of that power(all of which are called"Condemnation"),this Lease shall terminate as to the part taken or sold on the date the condemning authority takes title or possession, whichever occurs first. If more than twenty percent (20%) of the floor area of the building in which the Property is located, or which is located on the Property, is taken, either Lessor or Lessee may Pavilion Building Lease 22 terminate this Lease as of the date the condemning authority takes title or possession, by ' delivering written notice to the other within ten (10) days after receipt of written notice of such taking (or in the absence of such notice, within ten 00)days after the condemning authority takes title or possession). If neither Lessor nor Lessee terminates this Lease, this Lease shall remain in effect as to the portion of the Property not taken, except that the Base Rent shall be reduced in proportion to the reduction in the floor area of the Property. Any Condemnation Award or payment shall be distributed in the following order: (a) first, to any mortgagee or beneficiary under a deed of trust encumbering the Property, the amount of its interest in the Property; (b) second, to Lessee, only the amount of any award specifically designated for loss of or damage to Lessee's trade fixtures or removable personal property; and (c) third, to Lessor, the remainder of such award,..whether as compensation for reduction in the value of the leasehold, the taking of the fee, or otherwise. If this Lease is not terminated, Lessor shall repair any damage to the Property caused by the Condemnation, except that Lessor shall not be obligated to repair any damage for which Lessee has been reimbursed by the condemning authority If the severance damages received by Lessor are not sufficient to pay for such repair, Lessor shall have the right to either terminate this Lease or make such repair at Lessor's expense. ARTICLE 9. ASSIGNMENT AND SUBLETTING Section 9.1 Lessor's Consent Required: No portion of the Property or of Lessee's interest in this Lease may be acquired by any other person or entity, whether by sale, assignment, mortgage, sublease, transfer, operation of law, or act of Lessee (hereafter collectively referred to as a "Transfer") without Lessor's prior written consent. Lessor has the right to grant or withhold its consent as provided in Section 9.3 below. Any attempted Transfer without Lessor's prior written consent shall be void and shall constitute a non-curable breach of this Lease. If Lessee is a partnership or limited liability company, any cumulative Transfer of more than twenty percent (20%) of the entity's interests shall require .. Lessor's consent. If Lessee is a corporation, any change in the ownership of a controlling interest of the voting stock of the corporation, cumulatively over the life of the Lease, shall require Lessor's consent. Section 9.2 No Release of Lessee: No Transfer shall release Lessee or change Lessee's primary liability topay the rent and to perform all other obligations of Lessee under this Lease. Lessor's acceptance of rent from any other person is not a waiver of any provision of this Article 9. Consent to one Transfer is not consent to any subsequent Transfer. If Lessee's transferee defaults under this Lease,Lessor may proceed directly against Lessee without pursuing'remedies against the transferee. Lessor may consent to subsequent assignments or modifications of this Lease by Lessee's transferee, without notifying Lessee or obtaining its consent. Such action shall not relieve Lessee's liability under this Lease. Section 9.3 Lessor's Consent: Lessee's request for consent to any Transfer described in Section 9.1 shall set forth in writing the details of the proposed Transfer, including the name, business and financial condition of the Pavilion Building Lease 23 prospective transferee, financial details of the proposed Transfer (e.g., the term of and the rent and security deposit payable under any proposed assignment or sublease), and any other information Lessor deems relevant. Lessor shall have the right to withhold consent, if reasonable, or to grant consent, based on the following factors: (i) the business of the proposed assignee or sublessee and the proposed use of the Property; (ii) the net worth and financial reputation of the proposed assignee or sublessee; (iii) Lessee's compliance with all of its obligations under the Lease; and(iv)such other factors as Lessor may reasonably deem relevant. ARTICLE 10. DEFAULT OR FAILURE OF CONSIDERATION Lessee's performance of each of Lessee's obligations under this Lease is a condition as well as a covenant. Lessee's right to continue in possession of the Property is conditioned upon such performance. Time is of the essence in the performance of all covenants and conditions. Lessor may terminate the Lease and take possession of the Leased Premises in the event that the Lessee shall have failed to perform any of the covenants or conditions of the Lease, and such default or deficiency in performance was not remedied by the Lessee within thirty(30)days after receiving notice in writing stating the nature of the default or deficiency and the Lessor's intention to terminate the Lease if not corrected. ARTICLE 11. PROTECTION OF LENDERS Section 11.1 Subordination: Lessor shall have the right to subordinate this Lease to any ground lease, deed of trust or mortgage encumbering the Property, any advances made on the security thereof and any renewals, modifications, consolidations, replacements or extensions thereof, whenever made or recorded. Lessee shall cooperate with Lessor and any lender which is acquiring a security interest in the Property or the Lease.I Lessee shall execute such further documents and assurances as such lender may require, provided that Lessee's obligations under this Lease shall not be increased in any material way(the performance of ministerial acts shall not be deemed material), and Lessee shall not be deprived of its rights under this Lease. Lessee's right to quiet possession of the Property during the Lease Term shall not be disturbed if Lessee pays the rent and performs all of Lessee's obligations under this Lease and is not otherwise in default. If any ground Lessor, beneficiary or mortgagee elects to have this Lease prior to the lien of its ground lease, deed of trust or mortgage and gives written notice thereof to Lessee, this Lease shall be deemed prior to such ground lease, deed of trust or mortgage whether this Lease is dated prior or subsequent to the date of said ground lease,deed of trust or mortgage or the date of recording thereof. Section 11.2 Attornment: If Lessor's interest in the Property is acquired by any ground Lessor, beneficiary under a deed of trust, mortgagee, or purchaser at a foreclosure sale, Lessee shall attorn to the transferee of or successor to Lessor's interest in the Property and recognize such transferee or successor as Lessor under this Lease. Lessee waives the protection of any statute or rule of law which gives or purports to give Lessee any right to terminate this Lease or surrender possession of the Property upon the transfer of Lessor's interest. Pavilion Building Lease 24 Section 11.3 Signing of Documents: Lessee shall sign and deliver any instrument or documents necessary or appropriate to evidence any such attornment or subordination or agreement to do so. If Lessee fails to do so within twenty (20) days after written request,Lessee hereby makes, constitutes and irrevocably appoints Lessor, or any transferee or successor of Lessor, the attorney-in-fact of Lessee to execute and deliver any such instrument or document. Section 11.4 Estoppel Certificates: (a) Upon Lessor's written request, Lessee shall execute, acknowledge and deliver to Lessor a written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, stating how they have been changed); (ii) that this Lease has not been canceled or terminated; (iii) the last date of payment of the Base Rent and other charges and the time period covered by such payment; (iv)that Lessor is not in default under this Lease (or,if Lessor is claimed to be in default, stating why); and (v) such other representations or information with respect to Lessee or the Lease as Lessor may reasonably request or which any prospective purchaser or encumbrancer of the Property may require. Lessee shall deliver such statement to Lessor within twenty (20) days after Lessor's request. Lessor may give any such statement by Lessee to any prospective purchaser or encumbrancer of the Property. Such purchaser or encumbrancer may rely conclusively upon such statement as true and correct. (b) If Lessee does not deliver such statement to Lessor within such twenty (20) day period, Lessor, and any prospective purchaser or encumbrancer,may conclusively presume and rely upon the following facts: (i) that the terms and provisions of this Lease have not been changed except as otherwise represented by Lessor; (ii) that this Lease has not been canceled or terminated except as otherwise represented by Lessor: (iii) that not more than one month's Base Rent or other charges have been paid in advance; and(iv) that Lessor is not in default under the lease. In such event,Lessee shall be estopped from denying the truth of such facts. ARTICLE 12. LEGAL COSTS Section 12.1 Legal Proceedings: If Lessee or Lessor shall be in breach or default under this Lease, such party (the "Defaulting Party")shall reimburse the other party(the"Nondefaulting Party") upon demand for any costs or expenses that the Nondefaulting Party incurs in connection with any breach or default of the Defaulting Party under this Lease, whether or not suit is commenced or judgment entered. Such costs shall include legal fees and costs incurred for the negotiation of a settlement, enforcement of rights or otherwise.Furthermore,if any action for breach of or to enforce the provisions of this Lease is commenced, the court in such action shall award to the party in whose favor a judgment is entered, a reasonable sum,as attorneys' fees and costs. The losing party in such action shall pay such attorneys' fees and costs. Lessee shall also indemnify Lessor against and hold Lessor harmless from all costs, expenses, demands and liability Lessor may incur if Lessor becomes or is made a party to any claim or action (a) instituted by Lessee against any third party, or by any third party against Lessee, or by or against any person holding any interest under or using the Pavilion Building Lease - 25 Property by license of or agreement with Lessee; (b) for foreclosure of any lien for labor or material furnished to or for Lessee or such other person; (c) otherwise arising out of or resulting from any act or transaction of Lessee or such other person; or (d) necessary to protect Lessor's interest under this Lease in a bankruptcy proceeding, or other proceeding under Title 11 of the United States Code, as amended. Lessee shall defend Lessor against any such claim or action at Lessee's expense with counsel reasonably acceptable to Lessor or, at Lessor's election, Lessee shall reimburse Lessor for any legal fees or costs Lessor incurs in any such claim or action. Section 12.2 Lessor's Consent: Lessee shall pay Lessor's reasonable attorneys' fees incurred in connection with Lessee's request for Lessor's consent under Article 9 (Assignment and Subletting), or in connection with any other act which Lessee proposes to do and which requires Lessor's consent. ARTICLE 13. MISCELLANEOUS PROVISIONS Section 13.1 Non-Discrimination: Lessee promises, and it is a condition to the continuance of this Lease, that there will be no discrimination against, or segregation of, any person or group of persons on the basis of race, color, age, sex, sexual orientation,mental or physical disability, religion,"creed,national origin or ancestry in the leasing, subleasing,;transferring, occupancy, tenure or use of the Property or any portion thereof, unless exempted by applicable state or federal legislation or judicial or quasi- judicial decisions. Section 13.2 _Lessor's Liability; Certain Duties: (a) As used in this Lease, the term"Lessor" means only the current owner or owners of the fee title to the Property or Project or the leasehold estate under a ground lease of the Property or Project at the time in question. Each Lessor is obligated to perform the obligations of Lessor under this Lease only during the time such Lessor owns such interest or title. Any Lessor who transfers its title or interest is relieved of all liability with respect to the obligations of Lessor under this Lease to be performed on or after the date of transfer. However, each Lessor shall deliver to its transferee all funds that Lessee previously paid if such funds have not yet been applied under the terms of this Lease. (b) Lessee shall give written notice of any failure by Lessor to perform any of its obligations under this Lease to Lessor and to any ground Lessor, mortgagee or beneficiary under any deed of trust encumbering the Property whose name and address have been furnished to Lessee in writing. Lessor shall not be in default under this Lease unless Lessor (or such ground Lessor, mortgagee or beneficiary) fails to cure such non-performance within thirty (30) days after receipt of Lessee's notice. However, if such non-performance reasonably requires more than thirty (30) days to cure, Lessor shall not be in default if such cure is commenced within such thirty(30) day period and thereafter is diligently pursued to completion. Pavilion Building Lease � 26 Section 13.3 Severability: • A determination by a court of competent jurisdiction that any provision of this Lease or any part thereof is illegal or unenforceable shall not cancel or invalidate the remainder of such provision of this Lease, which shall remain in full force and effect. Section 13.4 Interpretation: The captions of the Articles or Sections of this Lease are to assist the parties in reading this Lease and are not a part of the terms or provisions of this Lease. Whenever required by the context of this Lease, the singular shall include the plural and the plural shall include the singular. The masculine, feminine and neuter genders shall each include the other. In any provision relating to the conduct, acts or omissions of Lessee, the term "Lessee" shall include Lessee's officers, agents, employees, contractors, invitees, successors or others using the Property with Lessee's expressed or implied permission. In any provision relating to the conduct, acts or omissions of Lessor, the term "Lessor" shall include Lessor's officers, agents, employees, contractors, invitees, successors or others using the Property with Lessor's expressed or implied permission. Section 13.5 Incorporation of Prior Agreements; Modifications: This Lease is the only agreement between the parties pertaining to the lease of the Property and no other agreements are effective. All amendments to this Lease shall be in writing and signed by all parties. Any other attempted amendment shall be void. Section 13.6 Notices: All notices required or permitted under this Lease shall be in writing and shall be personally 'delivered or sent by certified mail, return receipt requested, postage prepaid. Notices to Lessee shall be delivered to the address specified in Section 1.3. Notices to Lessor shall be delivered to the addressspecified in Section 1.2. All notices shall be effective upon delivery. Either party may change its notice address upon written notice to the other party. Section 13.7 Waivers: All waivers must be in writing and signed by the waiving party. Lessor's failure to enforce any provision of this Lease or its acceptance of rent shall not be a waiver and shall not prevent Lessor from enforcing that provision or any other provision of this Lease in the future. No statement on a payment check from Lessee or in a letter accompanying a payment check shall be binding on Lessor. Lessor may, with or without notice to Lessee, negotiate such check without being bound to the conditions of such statement. Section 13.8 No Recordation: Lessee shall not record this Lease without prior written consent from Lessor. However, either Lessor or Lessee may require that a "Short Form" memorandum of this Lease executed by both parties be recorded. The party requiring such recording shall pay all transfer taxes and recording fees required to accomplish recordation. Pavilion Building Lease 27 • Section 13.9 Binding Effect; Choice of Law: This Lease binds any party who legally acquires any rights or interest in this Lease from Lessor or Lessee. However, Lessor shall have no obligation to Lessee's successor unless the rights or interest of Lessee's successor are acquired in accordance with the terms of this Lease. The laws of the State of Washington shall govern this Lease. Section 13.10 Entity Authority: If Lessee is an entity other than an individual or partnership, each person signing this Lease on behalf of Lessee represents and warrants that he has full authority to do so and that his Lease binds the entity. Within thirty (30),days after this Lease is signed, Lessee shall deliver to Lessor a certified copy of a resolution of Lessee's Board of Directors or other governing body authorizing the execution of this Lease or other evidence of such authority reasonably acceptable ' to Lessor. If Lessee is a partnership, each person or entity signing this Lease for Lessee represents and warrants that he or it is a general partner of the partnership, that he or it has full authority to sign for the partnership and that this Lease binds the partnership and all general partners of the partnership. Lessee shall give written notice to Lessor of any general partner's withdrawal or addition. Within thirty (30) days after this Lease is signed, Lessee shall deliver to Lessor a copy of Lessee's recorded 'statement of partnership or certificate of limited partnership. Section 13.11 Joint and Several Liability: All parties signing this Lease as Lessee shall be jointly and severally liable for all obligations of Lessee. Section 13.12 Force Majeure: If Lessor cannot perform any of its obligations due to events beyond Lessor's control, the time provided for performing such obligations shall be extended by a period of time equal to the duration of such events beyond Lessor's control. Such events include,but are not limited to, acts of God, war, civil commotion, labor disputes, strikes, fire, flood or other casualty, shortages of labor or material, government regulation or restriction, volcanic eruption, and weather conditions. Section 13.13 Execution of Lease: This Lease may be executed in counterparts and, when all counterpart documents are executed, the counterparts shall constitute a single binding instrument. Lessor's delivery of this Lease to Lessee shall not be deemed to be an offer to lease and shall not be binding upon either party until executed and delivered by both parties. Section 13.14 Survival: All representations and warranties of Lessor and Lessee shall survive the expiration or early termination of this Lease. Pavilion Building Lease 28 ARTICLE 14. BROKERS Nothing contained in this Lease shall impose any obligation on Lessor to pay a commission or fee to any party. Lessee represents and warrants to Lessor that it has not engaged any broker, finder or other person who would be entitled to any commission or fees for the negotiation, execution, or delivery of this Lease. Lessee shall indemnify, defend, and hold harmless Lessor against any loss, cost, liability or expense incurred by Lessor as a result of any claim asserted by any such broker, finder or other person on the basis of any arrangements or agreements made or alleged to have been made by or on behalf of Lessee. This Article shall not apply to brokers with whom Lessor has an express written brokerage agreement. •ARTICLE 15. ACKNOWLEDGMENTS Lessor and Lessee have signed this Lease on the dates specified adjacent to their signatures below and have initialed all Exhibits and/or Riders which are attached to or incorporated by reference into this Lease. "LESSOR" "LESSEE" City of Renton Spirit of Washington,Inc. By By: Kathy Keolker-Wheeler,Mayor Eric Temple,President Date: , 2005 Date: , 2005 Attest: By • Bonnie Walton,City Clerk Pavilion Building Lease .Exhibit"A"—Legal Description EXHIBIT "A" LEGAL DESCRIPTION Lots 2, 3, 16, 17 and 18,Block 2,Motor Line Addition to Renton, according to the plat thereof recorded in Volume 9 of Plats,Page 150,Records of King County,Washington. All situate in the Southeast Quarter;of Section 18,Township 23 North,Range 5 East,W.M.,in the City of Renton, King County,Washington. 1 _ Pavilion Building Lease - Exhibit"B"—Project Site Plan EXHIBIT "B" PROJECT SITE PLAN Pavilion Building Site Plan: ....i.c.,,.:. - ,..-........,..i.;.,-.-..t...,...j.:.:!.:.......i.'.. ".' -,. • . . : . , • . - .• •••••,..±•••••••••••!•3! :, ,•..i..,--- - • :t--,-,•---?- ,•,...--:- .1•-1-..i..... .i.1 2.,-•..,..4_,. 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' .I:or..:irla..sr,a UPEN L-1.41 11AREE00TAIk Pa3SSQ:fT. • ESCPATIO: 'rddo p.El W .FASTPAIIU: 1601(1.4 OFIRST FLOORPLAN la •,:m • Pavilion Building Lease Exhibit"C"—Floor Load Rating Specifications EXHIBIT "C" • FLOOR LOAD RATING SPECIFICATIONS The stringerless load ratings in the following InterfaceAR TecCrete Panel specifications sheet apply to the Pavilion Building floor, Pavilion Building Lease --- Exhibit"C"—Floor Load Rating Specifications - ii InterfaceAR' TecCrete" Panel Cat No. CFPXCL13. • a of Lightweight "° High-strength CFPXCLI3 Corner Lack Panel Concrete Corner Section(Full Insert) (Bare Finish) it • Shear Tab (TYPO n ,o • Top View • VQ o or o o ,,,, ire 0 0 0 O o 0 00 0 0 o O Oa Guage g 0 0 0 O' 0 0 0 GGalvanized Steel - a0 0 O o * 0C mom a O O 0 Q o.LI o O d o o ~'� `_:J 4 d�Q` a a c o �! fi j Bottom ViewElectrical Continuity Corner Insert Enlarged Typical Bare Cbiitact Tec-Crate Specifications: Corner Lock lightweight High-strength.Concrete Configuration 24 Cadge hot-dipped Galvanised Steel Panel Size:. Nom napp; 24e 24"11/8"" Finished Floor Height;2-112":to 41. 09eroll'.Pedestot Mjustment'2e(FFH>6") T.olerdnce!Nominal panel size 1-0.015'; flatness'k squareness within ±0.015: Tee.Crete performance ratings • • Rolliing load's are expressed it pounds per caster, oil other data is.stated in maximum pounds Of toad and inches of deflection or permanent set • Total System Weight= 11:5.ibs./sq. ft. (up to 2r FFH). Key to performance ratings InterfaceAR:has tested its flooring system to "Recommended Test Procedures for Access Flooring'--Ceiling and Interior Systems Construction A,esocjaton (CISCA).- 'Uniform and Impact tests have also been conducted. Stringers are-edge supporting. Testing.reflects weakest point,top surface deflection in accordance with CISCA. 1.) Uniform load data is based on.maximum deflection of 0.040` Typical.slobs under access floors hove uniform load capacities less than the rating of the lowest uniform toad capacity of any C-TEC series floor. 2.) Rolling tests used in the CISCA test procedures are performed as follows: 10.posses with.a 3":x 113/16."-caster, 10,000 posses with a - V x 1-1/2"caster. Worst-case permanent set(inches)Is.strewn'for each system. 3.) Impact tests are based on 36"drops onto a.1 inch square indenter without ultimate fgifure of the-sy§tem. Rolling! Impact=, . Concentratesi Unifortil' Ultimate, Stringerless Stringer Stringerless Stringer Stringerless. Stringer Stringerless• Stringer Stxingexiess :$tilnger 10 passes 'a ere 10 passes. gs . - PSI F!SI. PSF PSF PSI PSI 1200<.010 •6000010 1200<.010 8006010 150 150 1300<.080_ :1600<.080.' 400<.040 .450<.050 1606 2404 ' Interface Architectural Resources Internet:w, Jnterfacear com 3700 32nd.Street SF,Grand Rapids,MI 49512-1824 Telephone:616-9Ti-8600 Fac 618-977-8617 Menefeeturer reserves the t(ght..to-dangt'apetlncatleas without Welke Dwa.:170.cot Pavilion Building Lease Exhibit "D" Buy-Out Schedule Projected Initial Capital and Start-up Expenses June 21,2005 (�'""'Ei' .� un c:`7s.:�iEt%�I• '`r<"a"`c'Yc'1�.2.�m�..»..;5-'rv�'� •r�Kw,-�- v�.c,�"`N's,`:r' S 'Cab of o [eliis� .<4 '«.Q' �;:. tAzyo .�:.� Description Price Pack Quantity Needed Total in dozens in dozens 10 3/4"Dinner Plates $67.42 2 48 $1,618.08 9" Salad/Dessert Plates $57.38 2 96 $2,754.24 6"B&B Plates $36.07 2 48 $865.68 Salad/Dessert Forks $24.30 3 96 $777.60 Dinner Forks $30.14 3 48 $482.24 Tea Spoons $14.58 1 48 $699.84 Dinner/Butter Knives $41.30 1 48 $1,982.40 Steak Knives $14.50 1 48 $696.00 Water Glasses $79.84 3 96 $2,554.88 Wine Glasses $79.84 3 96 $2,554.88 Champagne Flutes $79.84 3 48 $1,277.44 Coffee Cups $63.60 3 48 $1,017.60 Bread Baskets $24.95 1 10 $249.50 Salt/Pepper Shakers $14.12 2 20 $141.20 Sugar Caddy's $78.47 2 10 $392.35 Table Lamps $158.44 0.5 5 $1,584.40 Tax 8.8% $1,729.05 "Tab1e Ta• TOW% ..:20V:.43,61 Se ilLS a .teri�s s � ,'p 7 ,,Z7 _Ni0 Description Price Pack Quantity Needed Total each Glass Racks 36 Slots(wine/water) $29.40 1 80 $2,352.00 Glass Racks 25 Slots(Coffee Cups) $25.29 1 25 $632.25 Chafer Dishes(full size) $115.96 1 8 $927.68 Chafer Dishes(1/2 size) $78.96 1 3 $236.88 Coffee Percolators 55 Cup S.S. $158.95 1 6 $953.70 Water Pitchers $11.13 1 20 $222.60 Salad/Punch Bowls $26.04 1 10 $260.40 Bar Wares(shaker,pour spouts,ect.) $75 1 3 $225.00 Buffet Tongs $3.73 1 40 $149.20 Buffet Spoons(slotted) $5.59 1 15 $83.85 Buffet Spoons(solid) $6.05 1 15 $90.75 Cake Server $18.95 1 2 $37.90 Cake Knife $19.85 1 2 $39.70 "Serving Trays and Platters" 11 3/4"S.S. Round $18.20 1 8 $145.60 13 3/4"S.S. Round $21.78 1 4 $87.12 15 3/4°S.S.Oval $21.78 1 4 $87.12 26 3/4"S.S.Oval $50.35 1 2 $100.70 15 3/4"S.S. Rectangular $25.34 1 2 $50.68 19 1/2"S.S. Rectangular $31.86 1 2 $63.72 Pepper Mills $34.35 1 20 $687.00 Wicker Baskets $20.00 1 8 $160.00 26"Bussing/Serving Trays $23.60 1 20 $472.00 Tray Stands S.S. $23.67 1 20 $473.40 Lexan Containers 18°x 25" $21.50 1 9 $193.50 12"x 16"Service Trays $13.95 1 30 $418.50 Tax 8.8% $805.31 k>fie icelli are=T:pta-!: ,:-V'; 4 .9'956;56, • Kitcer' Equi ine totems r°< r; <F• .�.Q P�:.-„:�.,. ,vim. y.: :��a.:�- Price Pack Quantity Needed Total each Hot Boxes(pan holders) $250.00 1 4 $ 1,000.00 Portable Deep Fryer $495.48 1 1 $ 495.48 Portable Convection Oven $785.00 1 1 $ 785.00 Heat Lamps $111.37 1 2 $ 222.74 Butane Burners $38.00 1 4 $ 152.00 Ice Machine $6,647.30 1 1 $ 6,647.30 Hot Holding Cabinets $1,619.78” 1 2 $ 3,239.56 Portable Bar $1,057.62 1 2 $ 2,115.24 Utility Cart $90.44 1 3 $ 271.32 Tax 8.8% $1,313.72 ch . :Ail.'$'`,i4.:T'4ta 2-X d!= Price Pack Quantity Needed Total t cr- i nnen 1 w zrA -.� •_w each Chairs Stacking Vinyl $ 22.00 1 655 $ 14,410.00 Tables 60 inch round wood $ 180.00 1 55 $ 9,900.00 Tables 8 foot rectangles $ 152.00 1 14 $ 2,128.00 Tables 6 foot rectangles $ 141.00 1 14 $ 1,974.00 Table Racks $ 140.00 1 6 $ 840.00 Stacking Chair Movers $ 129.00 1 3 $ 387.00 Tax 8.8% $2,608.23 taik'U A._e isr ", - ,7 '; I :M• ,N}et er +d'.rie .aa _,. 2.=,32 ' Trade Shows: Brides Club Tacoma Fall Wedding Expo $1,000.00 Seattle Fall Wedding Expo $1,000.00 Lynn/Everett Fall Wedding Expo $1,000.00 Lynn/Everett Winter Wedding Expo $1,000.00 Bellevue Winter Wedding Expo $1,000.00 Tacoma Winter Wedding Expo $1,000.00 Trade Shows:Banquet and Event Inc. Fall Bridal Spectacular $500.00 Northwest Event Show $500.00 Trade Shows:Wedding Seattle Winter Wedding Show $1,600.00 Trade Shows:Chamber Business Expos Renton $500.00 Seattle $1,000.00 Bellevue $1,000.00 Kent $500.00 Southwest Seattle $500.00 Print Advertising Wedding Expo Magazine $1,200.00 Seattle Wedding Guide $1,000.00 Seattle Event Guide $750.00 Chamber News Letter Inserts $2,000.00 Puget Sound Business Journal-Jan and Aug Issues $2,000.00 Yellow Pages-Seattle,Tacoma,Eastside,Southside $15,000.00 Seattle Visitor Bureau-Meeting Planning Guide $3,600.00 Events Planning Resource $2,500.00 Full Color Brochure $10,000.00 Print Production-Creative and Other $20,000.00 Brochure, Logo,Letterhead,8x11 Quick Reference Presentation Folders Web Advertising Seattle Wedding Guide Site $250.00 Seattle Event Guide Site $250.00 BridesClub.com $1,000.00 Brides Northwest.com $3,000.00 Website Development $25,000.00 Television Brides Northwest Show-24 Spots $4,000.00 Radio $25,000.00 Office Supplies,Postage $5,000.00 OPENING GALA $25,000.00 Sta.;-Ups tdvertisib•1,01 -> 15..8650 0Q Tenant-lm•ro, Carpet $ 36,000.00 Window Coverings $ 40,000.00 Lounge Area with Bar and Coffee Station,Coat Check $ 18,000.00 Planters and Tall Trees with Movable Pots $ 20,000.00 AWL•,•v menotal $ i4 00Q;00 Table Top Total $21,377.38 Service Ware Total $9,956.56 Kitchen Equipment Total $16,242.36 Other Equipment Total $ 32,247.23 Start-Up Advertising Total $158,650.00 Tenant Improvement Total $ 114,000.00 Grand Total $ 352,473.54 Pavilion Building Lease Exhibit"D" Buy-Out Schedule Projected Depreciation&Estimated Buy-Out Figures* June 21,2005 Months 1-12 Months 13-24 Months 25-36 Months 37-48 Months 49-60 Months 61-72 Months 73-84 Months 85-96 Months 97.108 Months 109-120 Non-Moveable Capital Costs Carpet $ 36,000.00 Window Coverings $ 40,000.00 Sub-Total $ 76,000.00 Depreciation $ 4,560.00 $4,560.00 $4,560.00 $4,560.00 $4,560.00 $4,560.00 $4,560.00 $4,560.00 $4,560.00 $4,560.00 Residual Value $ 71,440.00 $66,880.00 $62,320.00 $57,760.00 $53,200.00 $48,640.00 $44,080.00 $39,520.00 $34,960.00 $30,400.00 Moveable Capital Costs Table Top Items $21,377.38 Service Ware Items $9,956.56 Kitchen Equipment Items $16,242.36 Other Equipment $ 32,247.23 Lounge Area with Bar and Coffee Station,Coat Check $ 18,000.00 Planters and Tall Trees with Movable Pots $ 20,000.00 Sub-Total $117,823.54 Depreciation $ 7,069.41 $7,069.41 $7,069.41 $7,069.41 $7,069.41 $7,069.41 $7,069.41 $7,069.41 $7,069.41 $7,069.41 Residual Value $110,754.12 $103,684.71 $96,615.30 $89,545.89 $82,476.47 $75,407.06 $68,337.65 $61,268.24 $54,198.83 $47,129.41 Up-front Marketing Costs Start-Up Advertising $158,650.00 Depreciation $22;664.29 $22,664.29 $22,664.29 $22,66429 $22,664.29 $22,664.29 $22,664.29 Residual Value $135,985.71 $113,321.43 $90,657.14 $67,992.86 $45,328.57 $22,664.29 $0.00 TOTAL $352,473.54 Depreciation $ 34,293.70 $ 34,293.70 $ 34,293.70 $ 34,293.70 $ 34,293.70 $ 34,293.70 $ 34,293.70 $ 11,629.41 $ 11,629.41 $ 11,629.41 Residual Value $318,179.84 $ 283,886.14 $ 249,592.44 $ 215,298.74 $ 181,005.05 $ 146,711.35 $ 112,417.65 $ 100,788.24 $ 89,158.83 $ 77,529.4, Buy-Out Amount for Lessor Terminating Lease for Another Event Use as provided for in Subsection 1.6.3." N/A N/A N/A $215,298.74 $181,005.05 $146,711.35 $112,417.65 $100,788.24 $89,158.83 N/A 'Note: The Depreciation values above reflect the total for each twelve(12)-month period and the Residual Values above reflect the total(after depreciation)at the end of each twelve(12)-month period. • • Pavilion Building Lease Exhibit`'`E"—Maintenance Schedule i EXHIBIT"E" MAINTENANCE SCHEDULE Lessee shall provide all equipment and cleaning supplies, including,but not limited to: paper products (toilet paper, seat covers, sanitary napkins/tampons,paper towels), sani-fresh soap, air fresheners, and light bulbs. Lessee shall submit samples of all materials and supplies to the City for approval before use. I. CUSTODIAL General Building Specifications A. Daily Services (if building occupied): 1. Empty waste receptacles and dispose of waste daily and recycling 1-2 times per week. 2. Replace liners. 3. Spot clean work surfaces for spillages and stains. 4. Arrange furniture in a neat and orderly manner. 5. Vacuum all carpeted areas and spot clean as needed. 6. Spot clean walls around light switches and doorframes. 7. Sweep and damp mop hard surface floors where applicable. 8. Clean entry area and entry area windows and doors. B. Weekly Service 1. Dust window ledges and other horizontal surfaces within reach. 2. Dust and clean accessible surfaces. Use glass cleaner where applicable. 3. Change light bulbs as needed, (to be provided by contracted firm). 4. All telephones to be sanitized clean including public pay phone. C. Monthly Services: 1. Vacuum heating and air return vents. 2. Detail vacuum corners and edges of carpeted areas. 3. Perform dusting of high and low ledges and surfaces. 4. Walls to be spot cleaned and dusted. Restrooms Specifications A. Daily Services Of building occupied or restrooms utilized) 1. Dust mop and sweep floor surface. 2. Damp mop floor surfaces with pH neutral disinfectant cleaner. 3. Empty and clean all waste containers,including sanitary napkin receptacles, and replace liners. 4. Check and refill all dispensers;paper towels,toilet tissue, seat covers and hand soap. (All paper products,hand soap and air fresheners furnished by Lessee.) Pavilion Building Lease - Exhibit"E"—Maintenance Schedule 5. Clean and polish mirrors and dispensers. 6. Clean counters, washbasins and soap dispensers. 7. Clean and sanitize toilets, toilet seats and urinals. 8. Clean and polish chrome fixtures. 9. Clean walls around sinks, towel dispensers,urinals,partitions and doorframes. 10. Change light bulbs as needed. 11.Fill sanitary napkiri/tampon dispensers. B. Monthly Services 1. Wipe down walls not done daily. 2. Vacuum air vents. 3. Machine scrub floors. 4. Dust tops of partitions,mirrors and frames. C. Annual Services (once per year) 1. Re-seal concrete floors, unless the floor is carpeted or the existing seal is deemed adequate by Lessor. Common Area Lobbies/Hallways Specifications A. Daily Service(if building occupied) 1. Empty and reline waste receptacles(interior and exterior). 2. Spot clean entry door glass. 3. Sanitize and polish drinking fountain. 4. Vacuum carpeted areas in lobbies daily and spot clean as needed. 5. Police and dispose of litter and debris in entranceways. 6. Change light bulbs as needed, (to be supplied by Lessee). B. Annual Service(once per year) 1. Extraction clean all carpeted areas. 2. Carpet-protector application to cleaned carpet. 3. Vinyl floors stripped and waxed. II. MECHANICAL See the following schedules. Pavilion Building Lease Exhibit"E"—Maintenance Schedule . iii - • - ':''' ':, ,' .: i 'W,.,;;31,C:54111V,2,,1!:4,i 7,7act:w-.mairmalt0:1;,:n MVP IliggliffEVONtaiWMANYEVANtt _,, gaghi'l,__L'4_ ,i'',' 0,,Nal,t; TAG 'it -Etit#P111(ENITiTYPEil ettito: tionume,‘,WO 4:::::'Al fili.F.;-,Milttiltokt4 ,, ,':.?4,7;qi ,iiiif,: .1.11Atai.,:1143415igtOtrA•70744MaSS JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC P-01 Hot Water Pump Heating Water Pump OP OP P-02 Hot Water Pump Heating Water Pump OP OP P-03 Pump Circulation Domestic Recirculation Pump OP OP . . P-04 Chilled Water Pump Chilled Water Pump OP OP , - P-05 Condenser Water Pump Condenser Water Pump OP OP P-06 Pump Preheat Coil Pump OP OP P-07 Pump Preheat Coil Pump OP OP EXT-01 Expansion Tank Bladder Expansion Tank OP OP EXT-03 Expansion Tank Bladder Expansion Tank OP OP EXT-04 Expansion Tank Bladder Expansion Tank OP OP EXT-05 Expansion Tank Bladder Expansion Tank OP OP B-01 Boiler Gas Oil Condensing Fire Tube Boiler OP AN OP OP - . DHWT-01 Water Heater Water Heater OP AN OP OP , . HX-01 Heat Exchanger Plate Heat Exchanger AN _ HX-02 Heat Exchanger Plate Heat Exchanger AN • • Pavilion Building Lease Exhibit"E"—Maintenance Schedule iv • . J . • ,.':"'-.,..?:1.‘,!-:_:",i.,u,!., ou":.,.:.-:_,-••;',.,,,!•'• .,yi!it••,k•ws,,..7t4c/AlmewaykSvg ff-zmg,twiL._,-:4_,a,,,f:44p::._,:.::,,,.. .,,,:,,,7;:,:••:1..4v,,.,,,;,, _.• ,,r n4,,vv4,.1i.:,, ,v,et,_, ,ph.-,41,,,,T,z,:•,, ,,,,,,,.: .,,,..q,, v,,, _,,,1:.=, . , TAG .#"''''t(Ai 1 P ME NITAY-Pti ilp:,E:Stap-,T1pTill i:,..•;-5A:-.,,pRAvENTAirtypyrikiNTENoticEscouluilt,- JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC EF-01 Exhaust Fan Exhaust Fan OP OP OP OP EF-02 Exhaust Fan Exhaust Fan OP OP OP OP EF-03 Exhaust Fan Exhaust Fan OP OP OP OP EF-04 Exhaust Fan Exhaust Fan OP OP OP OP EF-05 Exhaust Fan Exhaust Fan OP OP OP OP UH-01 Heater Unit Heater OP OP UH-02 Heater Unit Heater OP OP UH-03 Heater Unit Heater OP OP UH-04 Heater Unit Heater OP OP UH-05 Heater Unit Heater OP OP . . _ UH-06 Heater Unit Heater OP OP UH-07 Heater Unit Heater OP OP UH-08 Heater Unit Heater OP OP EH-01 Heater Unit Heater OP OP ' BB-01 Heater Unit Heater OP OP _ . PRC-01 Heating Coil Heating Coil OP OP PRC-02 Heating Coil ' Heating Coil OP OP CH-01 Chiller Chiller AN OP OP OP CT-01 Cooling Tower Cooling Tower AN OP OP OP . , . . . . . Pavilion Building Lease • Exhibit"E"—Maintenance Schedule v es?�'� :: :cY:. ''.2d"S ir.,. �r=w`Y.:'�-`ha:,?«rii"'4w'.:z;;^:fir ;a+�-�.x:. a .�.... �.-�r.<: tr: - s� --`;�. ��,•� :.c. - - �r:�:>�` 1;,•s..'�'.:�"'�` ���'�,;- 2s ra- 3t« ,..;s - - - - .aryl;• 'a'"_`=:..Y'�h. _ y'. �_� - 'S�`: �,� ,,rR�R6VENTi4TIV:E�MAINTE(V� 'N:C.E -® - `TAG #: -EQUIP.MENT TY<P�E�� _�:D•ESC' �1PTLON�;<,'-� .$ : - xn, k SCHEDULE �;+ .:.,... ._....,,.,� ��.:C:.. - ..j..,,, p;. -:°7K`ax 9:%F:A. s....n..,v :.i;$ri YA•kVr?1:Yaw .. - . �e,Ai,.s., '%� �' �5�ua�ws»f%�'.'sn..'",^;;- ''�9m� ",*.tt=s�"%�?`�.:y;;�;wrfu?'�, Pc '-.��,'ry�is��,,�s#'�.n frnPn:.� -� — :.,�, �,a ;.. �•r- r�,,.:. :. �1<.2 °Ntrvr ., .. � JUN JUL ... --,.i ', k,;,,,'�' G s ;r. , _ ;F;, , �;,; :.�,;;. , . , ` v ` JAN FEB MAR APR MAY AUGUG SEP OCT NOV DEC z+'.:J'°,Na; .^.>:�r���R,rr`.W,.rT. ie,r.P,.�':d.,-s�15>,...:d-�'t:�,1'�.r.'r��j1`•Y.�ww�t.u'a.�'.�:,r�;,. .. #sC.:.+.��F„,;xfid.:• •- , FB-01 VAV Box • VAV Box Fan Powered OP OP OP OP FB-02 VAV Box VAV Box Fan Powered OP OP OP OP FB-03 VAV Box VAV Box Fan Powered OP OP OP OP FB-04 VAV Box VAV Box Fan Powered OP OP OP Or FB-05 VAV Box VAV Box Fan Powered OP OP OP OP FB-06 VAV Box VAV Box Fan Powered OP • OP OP OP FB-07 VAV Box VAV Box Fan Powered OP OP OP OP FB-08 VAV Box VAV Box Fan Powered OP OP OP OP FB-09 VAV Box VAV Box Fan Powered OP OP OP OP AHU-01 Air Handler Air Handling Unit OP OP OP OP AHU-02 Air Handler Air Handling Unit OP OP OP OP SF-01-1 Supply Fan Supply Fan OP OP OP OP RF-01-1 Return Fan Return Fan OP - OP OP OF SF-02-1 Supply Fan Supply Fan OP OP OP OP RF-02-1 Return Fan Return Fan - OP OP OP OP ST-01 Strainer 0 AN VFD-01 Variable Frequency Drive Variable Frequency Drive OP OP OP OP VFD-02 Variable Frequency Drive Variable Frequency Drive OP OP OP OP Pavilion Building Lease • Exhibit"E"—Maintenance Schedule - vi Preventative Maintenance Schedule-Key to Abbreviations Ili Oo Dhow MJ Major Inspection MI Minor Inspection AN Annual Inspection OP Operational Inspection FC Filter Change Only CC Coil Cleaning BRG Bearing Analysis VIB Vibration Analysis MCA Motor Circuit Analysis US Ultrasonic Survey REF Refrigerant Analysis OC Oil Change OIL Oil Analysis LS Laser Shaft Alignment LP Laser Pulley Alignment EDD Eddy Current Analysis BC Belt Change -;r.+'=:r ..f" ;.>c< •::6.. ,..:s, z:s•i:., - :�^'.:r, :'�:z�.;+- -tizrr—:'�;•- x a �.`z'�' .t>,r,:{c,i :,- -a.,., :,.t'<.•o' �:rz»:`_;.;c:3�'�. a^:`�'f..,;r.a;;._ ,a. '�4 `.3,r ,i""�-..,.;XY '.+ .�4 r;' ��a�=�•: n "�`•TY;��'�.^��'it:;''","'��,�i hh<. . 1?avtlio�"Uuildin' _Lease::.,ra - <<.� .+ i:'.�r'z -'�.�r*5�:�>£?uZx:...�'*;•n-.a.- „k,;. -"::?. �Y."'�+,..., ,i.�i'- ;..x-.a:' say.;.`"; a":nx"'.,n;;€'t.a„ a :'�:-,ext.. .,s.:"� i. ,&;: •'rz,�zx��.. S. ,d'. ..:�, •t :�"'' ';;C',�{',:.. -!'r, :+fix: moi., ':z"•-., A"m" "S. :.:f, .v 4.5r ..y, c ,ri2•t:r•„ ryy ,ice^t".r`.. t�. ..•}' .,?<�.a.. ��,-.,,Y•S*.` ..�y4 ..Ca. :'Y? J Rr':ba F'� '-d:.,.rx.,:-;`:.1V11,4� 'liit ''`E"-1Vgai°iite anc'e>Scedu �7C� Zl .;:�., <F'�r: 'ori ,c,.'s`5:;"*•. ...r':t'''.`rr•>'.... :{, ,t, .t_', •.s,-:at:r <�. :hii+',: :;I:, ....r., .::%�•- nl'^ -'u.',.:i, .s 3..-r.x.,a.=t,.,,a;t,K t:ir�:r ,d A fu_::Fir2,f;,.: {-a. .Y..."-,."'•s: 3: c'::i'ti: .`>'y - +.',t,{t; :;.:. ,a"i:' - '.:S%:"� H T.3t=!• yY:+'r ,�:: ''j'c"'7'xT o'a, r f:'�'e:yN;.jf' e: T $ .k rte '•:�» f- ,F. ¢¢ Kies r 'rf' "'4i. y-"f�•: :fix{�x��" ^• �;,.,aaW rl �,t _.ij•' •rt nO �Ins eGt On.• s :�,..,'.. 33 - b Kik': .i•`{^' - ri:tw �' •P�e�entative,lV�a me an epi Fa ,g�:�» a �:,>... t�:_:M• :+�"` +..r aa' ". r`xr3•.'s:.a�;..wvixia+:d:.:,.,»:.zrmw..,eine,..r..�ax....,.<.w,,.-.c.ur_....me...>r:.�•...:a..,.,aa:...e�.a,.;a4at.i+.;:„i^'...'+`,'ts"a':a>£:E.�:.kc:',''.X:u`.e.:Ti.uP..ir„�..:,�.?a�,�iz:.k,::..`-:ss..,:....,.+,4 Site Visit Baseline Drive Motors • Check-in with site contact person , • Check all hold down bolts • Check for safe equipment access • Check motor fan • Isolate equipment&lock out • Check and record SPM • Document work done during inspection • Check end bells for dirt or debris ■ Check out with site contact Drive Components Operational Inspection • Check sheaves for wear and alignment • Verify operation • Check long coupling alignment ■ Document performance&deficiencies • Lube coupling as needed • Check coupling for looseness or wear Performance • Check drive belt for wear • Record runtime and start counts • Check and record evaporator pressure Evaporator • • • Check and record evaporator water temps. Check for leaks • • Check and record chilled water temps. Record pressures/temperatures • • Check refrigerant charge Check expansion valve • Check and record superheat/subcooling Compressor • Check and record condenser pressure • Check and record oil pressure • Check and record condenser temperatures • • Check dry eye and record color Check and record oil level • Check for leaks • Check starter/contactor for wear and Condition Monitoring pitting • Check for improper vibration • Check amperage for wear and pitting - • Check crankcase heater operation Safeties • Inspect siteglass for leaks • Check pressure switches for leaks • Check pressure relief valves Lubrication • Lube motor bearings as required Electrical • Lube solid coupling as required • Check for loose or burnt wiring • Check all contacts for wear or pitting Housekeeping • Check starter contacts • Wipe off excess lubricants • Check all electrical connections • Clean up work area • Check amperages and voltages Optional Tasks Controls • Calibrate system pressure gauges • Check all terminations in control panel ■ Calibrate system electrical gauges • Exercise controls where possible • Open and inspect evaporative tubes • Check cabinets for debris • Eddy current tubes ▪ Check internal interlocks • Open and inspect condenser tubes • Brush condenser tubes *Not all tasks are applicable to all equipment ::47:7(77w7F7=- 77,7171.775;:1771,Rgl •,. .A7Q7";WN'Z'S-7,7):7;77:e°W1 :;',7*, vairatiRsmaita -NufRzgita.„ Ptigitg4tAW~i'il'APWciat U!'dilitegit'gtibiltY6tei,E6c61VitMAgrmrmAf.:*2,Wiirki*:040M4 0-,14,,ixokaw-A4A41, k.904:0060:0:4V0WittaPAWAMAkmPl*ROPTP04-:';-AMaNfile0:4:4',4igiti-**]-*WWZRW • . . . . Preventative Maintenance Task List* . Site Visit Baseline Drive Components • Check-in with site contact person • Check sheaves for wear and alignment • Check for safe equipment access • Lube coupling as needed • Isolate equipment&lock out • Check long coupling alignment • Document work done during inspection • Check coupling for looseness or wear • Check out with site contact • Check drive belts for wear Operational Inspection Evaporator • Verify operation • Check liquid line filter/dryer • Document performance&deficiencies • Check for leaks • Check expansion valve Performance • Check cleanliness • Record runtime and start counts • Record pressures/temperatures • Check and record oil temperature • Check and record oil pressure Compressor • Check and record evaporator pressure • Check and record oil pressure • Check and record evaporator water temps. • Check and record oil level • Check and record condenser pressure • Change oil filter • Check and record condenser temperatures • Inspect oil filter • Check dry eye and record color • Clean oil return line strainer • Check and record chilled water temps. • Check for leaks • Check refrigerant charge • Check starter/contactor for wear and • Check and record superheat/subcooling pitting • Check and record volts/amps Condition Monitoring • Check crankcase heater operation • Check for improper vibration • Inspect siteglass for leaks • Megger compressor motor and record Safeties • Check and test all safety controls Lubrication • Check pressure switches for leaks • Take oil sample for analysis • Check pressure relief valves • Lube motor bearings • Check and record oil pump volts/amps Electrical • Megger oil pumps and record • Check for loose or burnt wiring • Check all contacts for wear or pitting Housekeeping • Check starter contacts • Wipe off excess lubricants • Check and torque all electrical connections • Clean up work area • Check and calibrate over loads • Record overload trip amps and trip times Controls • Check amperages • Check all termination in control panels • Exercise controls • Check cabinets for debris <-r:: .-R--.s-»,41.7 7•-,., >t•:gz,6,`•' :`!'-s:s.=r1 mPa ?`"a".y?'c., si=_sr. -^^cx;.cr cF •c"F?ti.�'s a".;"s' .;�• ,r -i,:.,,�?v..'4h�,�,w=, re.ra:"�'47 '"•�"'°AoY"`a. ra, n . �',�" - ,sas. _ ;,y�j. ,3 .tie 7 ;.`:i eti8• ,p :'. 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Site Visit Baseline Fan • Check-in with site contact person • Check for correct fan rotation during wind • Check for safe equipment access down • Isolate equipment&lock out • Check fan for obstructions or debris • Document work done during inspection • Check fan blades for cracks • Check out with site contact • Check fan blades for dirt build-up • Check fan to housing clearances Operational Inspection • Check&tighten bearing collar set screws • Verify operation of unit • Check rain guard • Note any abnormal vibration or noise . Lubrication Performance • Lubricate motor and fan bearings • Check&record motor amps • Check fan speed General Maintenance • Check for corrosion Safeties • Check for loose or bum wiring Housekeeping • Check all trip points • Wipe off any excess lubricants • Clean up work area Electrical • Check electrical contacts for wear or *Not all tasks are applicable to all equipment pitting • Check and tighten electrical connections Controls • Check all terminations in control panels • Exercise controls Drive Motor • Check for dirt&debris around end bell • Check motor cooling fan • Check motor mounting fasteners • Check bearings for wear and end play • Check motor mounting bracket Drive Components • Check sheaves for wear • Check sheave set screws • Check drive belts for wear&cracking • Check sheave alignment • Check belt guard alignment • Check bearing for wear and end play • ..ar+e,�.,.:� _ a:r :x,.Aw, ,�..��,..� -s•�..:zY.'✓,'r'� ^�.�,,a -y='ti;."<::z,'n:.s 't:. ..�,,.. .f;�c-�;>:.r3,.;.: ea'aw-,ra-P i•_',a^ Y"' ,:J -" "°��":., s..9-a%�"r�q y�} u:%tN"r..:•,y -t...y"^:'i..5 {p... 4..±>..iY+z'., �T K._•,F .t. .`e sm+S"..^r %_ .a�^.=Y'e`»�'a.t '?:t>x ":Y• ':7r`;4�'.:r ?.�.5 -:-'.'I=`. 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Controls end play • Check all terminations in control panel • Adjust pulleys and belts • Exercise controls • Number and size of belts • Check VFD/IGV ■ Record operating volts • Check safeties and trip points • Record operating amps • Check ambient controls • Inspect fan blade • Verify proper operation of fans Economizer Section • Lubricate fan and motor • Check for dirt accumulation • Check for damper actuator and linkage Filter Section operation • Note filter condition • Check and adjust minimum position Change filters per schedule • Check operation of pressure relief dampers ■ Note condition of outside air filters/screens *Not all tasks are applicable to all equipment ,:q,� .n rl,.A ;�nr+',3-K-,..,•crnr fr,� .Y,,. .;j;v arA,'3'" Fas.�:a':l Kr+].^;sx.^:«- .t•��•T;�, , --...�.-ar_�;-..'rs•i!h'...rr�.;tC.'=vi:a ;.fin_ :-,fs-.. •>Y4:a• 'Ss., .5�;, ..:,�1�r�,{if, °x t"(p::' i:�'�� •rte... �.'t^f,::a...,.4 .:��� .ad��sf� ,;i'<�,r_.->. :5.>:r'{:< ..> ,.yfl•.,P;s.:h ;,.t�'r. .. x4 z;tr . . .Ys si ,T:` ...Sfi,•.-- a':;fY z:M:.icmk s': =k t Q ':R s Y,`�i:�& s:.. c t,:._"'-}"�9•s„�Y L..Aa. .� ,t. `!�z- a:,,..'�;' �.r4.,4.,'4e: ,.a yr_s .r�.5a .Fah.xc,r!•Y .x..tM'L:"•`3tv.,z�s�}-.• ., .N, ',k'iir�. s ,§t^. •,ru.: ""<•r}.', ��„ .,t't',; „+, o-;.�. _�:,.,'�ixt:"�q.sr.e.•�M'fv m:.t'r.:'.•..•;;.r,� `� �x;,�,:`_ ••,."3. ,��. �.S �-:stu-a rs_...:x'�,: "�, ..k�.tiH.;p.'}'Mg -�;Vit;" "�S5;`s ;`SR''•r' "F'.-r'' ->;£r.-x,.Y..+.r Sa 7��. .,c v7;:x:ao.Yti.�,-.�,....3:k;€,.i��. ,.x��, :r. 7s' ",. r v "`•:y ' ;•:4.vr.- ,:--Sa wi z" r'-ti' -,s .>i: � is M .: � •+.:` :;>R h. l" w„a_ -4..-,.--cs•}i:;--:- C .1 .:��4 fi �. ..YC'+`.<:4.v� o:��. 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X':��i ;Z-=;,�=�3 r-'. :�'.,ta; .,7->p:"�`.:xi�j`��`-.`.,. t.�'•yi�t;`-,, �.n}.:N.Asx a,. .;�� -Y e:.,,.,�--. >.t 1..;,,,k,.. .as..,�;.s 4..- <<:e:^.;,. .{:,,moi;�- "'•c"b. .i�,e .y�.•�_ :ta:i".�X.;�:t�; i:.:- t `rs ,:±-%".•x°;?"pit:i.: _. '::. .=a4�g9`�.. w�M :# g� ��;',,4;;w:r'� . ;;, s.-�krzz,.„?rr;,r:?s>sj•`f,zs;� �;�-�,"�.=�a_�zt .'�;tr��iLn�l�l�`:L'C�iUI1t�Ii�riCC°-TaS�-.�."ls�..- � �, �a. t �:- �.�:-i..i '•'��. ..a...,a:oa?�:�;�::�..s.�,.'X:;.yr............:. wa�:,.,,,S�S�k'�'^w��..�,�,a..� - .... .,x.,;.,as«:v....::«is�.-n,.+.�.w.m:.,.....,aa,.,.��„a.,.a'Kf,'«:°f'., `:•�:�'.e:L"w:..4�"'d:rTK...Y':,n.;,3..:,,'zl�:"i.6�,� Six-Month Inspection and Preventative Maintenance * Roll Up Doors • Annual Inspection and Preventative Maintenance * Storefront and standard access doors, hardware and locking mechanisms * Roof system • Annual Inspection * Backflow prevention value • I e • • . Summary of Additional Changes to Pavilion Building Lease 6/21/05 I. Summary of Additional Changes to Pavilion Building Lease Section 1.1—Date of Lease and Section 1.6 Lease Term Changed date of Lease and Commencement Date from 6/15/05 to 6/30/05. ..,�.._..�i ,.�_._., ; � -.� .;s.: ,.. - a`': -_ ._,. "-it.•s.�+.. ..�. s'rh`�":a;�a Ya-sa':ix�;'..d: Subsectionni 3.2.-Adf Pro ert to be:Leased�-b Le ._.... .- � _ . .._. .. . _.. dress o__. .. _.._ :., P.: Yom.<.. .-. YP:...>a ssee�..:.... Corrected>zipcode • -- i onof Lease=bb `Lessor aforAnother `Eve t:Use, Sutsecto'ii�1<.63Ear�bTernat o�,. .�, by .._.a.�,__...�>., a�•„ _ «.v. yt.. �.�.s'-' - "' :`;t::r;?;^' ..,n4 .' '+" -.z:".�";"�.y..�;.�y,-y,.s;�,y,-�'r��-,s,.3..�. ,4aa, ..�,,rc; Modified thedefinitiowkof an<.event:.'..in part joschangexfrom=a block;ofptime of at-least':two seach ORa� reakfa�..sto<.:.�'.=l incwth4'�(lor.'m"•,<ore,iattend'ees.itoablock,a tu lock:oti eYofa t least`Oneand a-,,half( /)hou1`^r '.eac-.;z.h with f'orty:. (40)om,.. re<;tatten�,r•dek+esO`' R a. ,.b'area'-kfast:o.SrEI lunch neeting;with forty(40)(or�^more-attendees. ect ori 1 8.-I itialSecurity Deposit increasedd"thexi itia Rsecurit.�-ode posit.from) 3 000.Rto1$l0,O00 .,�.�•.-.sr.� ��'�,».«.€»E. �,.s,...._..:<.t.. •;•;�,.a��`-u""• _ „ . .x _�'�.( Section .10(b) ;Rent and Other chargesePayable,.by I essee� evenue Sharing) M`�4' o d^ ied ctoa.icrn•wsC3:o?..ia 1Y«�- ,-.tA�>hr'kYe".<=15. % c•,,,-';ta...:s`rte.`a'. r`°;-" nYa.r,"z;-'br�^�'a�rR: evenue Sh.�h,'•arn-"v:.gS^;..t�{; to.v-�.„ch*,t arge .s,,dforai ss•.Lecisss"+e�-�ei"�� - : w _ 5. r.1 `< ,, : :tti lrOv dedAudioVisualsstemslinens flowers 'tablese- airs• =:fatarechina andthe ike • utretain:edthefexclusionfo,rtaxegratuitieand'charges for onsite tabor. ..,.�:;, x.;-_�..r;yn£'- r,, 'y�,,. :^,,.,;...�: '• a Section 5.1—Permitted Uses Changed language from prohibiting "indecent uses" to prohibiting "obscene uses" per Larry Warren. Sectio*-$40:Ci&-Sponsored',E; - '�e Trevenue�from-tle�Cit Section 6.4(b)—Additions,Alterations,and Improvements Included sentence for Lessee to reimburse Lessor for legal costs incurred by Lessor in connection with defending itself against any claims for labor and material furnished to the property. Art'cle�9>.YA`�signment�4and'Sublefting • "y.:>*f':'�L'af"'✓f'r":;s'�i."=� }Ps?a�;i� .`�:?x"`��ss"k i�'• �,'_!'.-'-'=.:�e-;� ��,^'� x-._.... ,.y.;t..,-r>:�. ���,,,.-:u,x,••.fai d• ... .,.y ceu: x.- ;=�;t";'s:'J:,;;:�3; r,"'� E -:3;�.,.",.,,,.a:y'i,)-..,s;i�.^w.:.��.••Y.t tedtsed`Athcle:9,to.o�mituSection 9 2}[Les_see'.;.s assignnn�ent;(wxthou,Lessor; c,onsent)o to �;t4- •x=r..b',;n_ti �- s:$ ;k»=E�.�.: N Pr ::*;,yk" A�:-:..x:i..,i.c..,.•$y S � ,,� ..:�=�+' .,,ry <. , ,... 5.. another ely4y9wned orpcontrplledbby�:;tl e;Templezfainhly:3�3anftsp uue Lessoras.�colsent;ofi }+.s •-L'='�r;as>VYat.�:i-».t•'#"'. `,.�,x' .�;._ *!: w.ki-:'•;t:"': .*x:'Si:?"- `;fk`;�:;z;;. :ti.•r': 'u'.:.{�w�=F�. S'�.r ,.,:.x".,3+., ,,� . s. :a,". Iu.. - ,> .,�,�,<�i.��c" �>,s )•-� 5. c it er� a- # 3,. t, f ap. :transfer:,4The neVv_text- erierall. re.flectsv arttof#iey�Articlea911ari ua a neludecl ri SOW s of ginal aift:lease;. Article 13.1 Non-Discrimination Added ""sexual orientation"and"mental or physical disability". Also added the phrase "unless exempted by applicable state or federal legislation or judicial or quasi-judicial decisions" at the end of the paragraph. Added"sexual orientation"to the list of protected persons or groups of persons. E l b t B,-P�ker Site Plai "y.'� i� f ''=°' .', �:.o-�i?�i.`+4".�:;�pi.:-:�,�..,;.,�y,..2. ....,.. .,�gE... �<,...-,x•;-���<,�::�"� :'s''�'au'r�.a�"f'' cf;Tti.:t; Added'anadditioal a e:with P:avilionBui din s uare foota edata: Exhibit D-Buy-Out Schedule Changed the header format,text and date. Exult- �=Mainteia,�.„nce�S�cledale :C•1i{ihtl`+,i:'a:.'•e+",'n;.:a334.!:Q••:.•r,'x�e,.w.'�?,ec-M•.l<x�,a;�h�!s;c,�-'.'iw�`o�.'.:'.$-�-n".'-:"s'�'"';t...s'r��-�'�».a`'"d:�c.>,�.',�+'+t�of.a,yr•,�i:•l's�t;>r;�:�i:t5.::'ttoami:,i£•-."f':.�7�.�,-,,t.'.x'kirs:.a::^��^;''t::"`'«"K^<:`�°`ryn,2'�-`.-�,�-t..„o�dif;eiiS!,.i:er::i«a,r%ouc-�3.an,a.-,.y> I mmry a i e rstpageOMXtbit tAddd.«baowpreention.vaue" annua.(}.p; :ri:.:.rac•3�nc*,-ti4:a,c0om +rvi..:,ecn.•7.r,'4gaa-6.4i.!..,=z;ho'ere � . §g9110.904111§111:04 000 n' 3 4LIA) 444 , . .... , in 11/49° 1)4,1/( 1 al 6)61") ,... . . , 0 , 4. €ED k• hill mom setPts 0 + +li: . _ 1\i'V Buildingpavilion 1 - --•4r-•-.0410.***trr'''''."3. ..,...' 14% lt,"..„ ."4„,,:_Amtra-.. il.4..,_444 TP;Y.4r',t*•''ee-'4'4';V%-....,;'14,` ''''' --..vaotli*..„. -,Wwt...;";..t4i=",klikv-1313i-4, 4t.Wt..., ..4%-z.% ..,‘„.1..44.f..-,-P, as, t-•.1..Na iv.144,---;J* .:'-• •'4.'4•-,4 4.4 .-:" t4'. N1 4.Y4t4i.:4441, -.i-... -,••••' ,,,,,l'-.1•114 . i.7-4-7''IV'S*,"t v :7 *41ti2,02414: latek•W-1, /11",44,144IJth4"-r•-e -- PlEie!Iii Qili tielt..;1 "`''elail k111 .9-t -:,- _VA:Pa ttlitiqW77:11n;'Ljir---i'.-'cl,4,.!:::`:4.4',.',,-•-_. ' w ''', ' '':.':-.."-:.t r€:'PIS!'..,4;litli I,''""" 47.-1-F 1,---,F,--7,Sz:4 .t,p..,:., 11----:vi,,c7..•,. ..v:T„A,,,ti 1 <y ;I_ ,...,r, P....-D; 11 tV RH'P 1 1#-'41-7- . 77 r'134'1 Irili' r• 1._.ft "1"1 1 — r.t1 Li tbt .,.r.t:_-__:-.-.:,....1-1,.•1,,,z,.:4,;:.i't.'3‘;;;A;-.-..,-,,.-i,-._-----kq=.._ •-1 t.S-.: :,--z-,s1.:--::".'n--:".-','' ...--,--__.±.,___.-..,„,-.--,6--,74,-.-,. .:.,..„ 0 1,--;----,--‘4.44-1w,... •-,.,.,.. ., ,,,,,,,-- :.- , I_.111, rt,‘„.0i--#4•=tt,a."Witi-.„.tLeckt ., -1::447,44w•--;>---. .--,-...- V".;"', *-*‘"Va.-",c,fiv-:„1.--V,'-'""-t",4*=,. .." ,,,',-.--::::54.w..4- .,1•**- -.1.44.7 •-t-,-0,44,-',•e, ,‘" _._e-,-/-44 4,4,,P•tw. ,'1;•:,7,',,,,,, .`1k4Wki4 •--vw,r.oz----.--'4t-74.-s- :,;.alte, :-"c,,,,,,,,,...---...-,NiAlq.k,4-4wil). ..,. ,.., Spirit of Washington (SOW) Overview of Original Proposal • The Spirit of Washington Catering (SOW) proposed to lease the entire Pavilion Building for a minimum of 3 years with 12-months notice by the City to terminate the lease on or after 3 years • SOW would use its existing kitchen facility to cater to events at the Pavilion Building. • The building would function as an open hall with minimal tenant improvements, paid for by SOW • Space could be used for a variety of events, including corporate meetings, weddings & parties, dances & school events and community events Spirit of Washington (SOW) Overview of Original Proposal • SOW proposed rent structure included a base rent (Year 1 - $15K, Year 2 - $30K and Years 3 or more - $36K), plus 35% of facility rental revenue and 15% of catering revenue • SOW projected 130 events (or approximately 14,300 visitors) for first year with 5% annual growth thereafter • Over the first 5 years, base rent to the City would be a total of$153,000 ($3.19/sf, or an average of$30,600/year) and total projected rent (including base rent and projected percentage rent) would be $440,499 ($9.18/sf, or an average of$88,100/year) Proposed Lease Terms • 10-year term with the ability for the City or SOW to terminate with 12-months notice effective on or after 4 years with limitations described below • SOW will have exclusive use of the facility for meeting and event space, except for limited City use of the facility and limited use of the Pavilion Building restrooms for Piazza events as described below ■ SOW will pay for any tenant improvements. To date, SOW plans to,install carpet, window coverings, a lounge area & coat check and moveable planters with trees Base Rent & Revenue Sharing • Base Rent: First three months free. The next three months are $1,000/mo. The next twelve months are $2,000/mo. Thereafter, the base rent is $3,000/mo. • Revenue Sharing: • 35% of gross room rental charges and 15% of gross catering sales (food and beverages) • Excludes gratuities, taxes and all revenue from City use of the facility or Piazza event use of restrooms • Other potential revenues, such as labor, tables, chairs, linens, flatware, china, etc. are excluded unless SOW charges the same or more than market rates, in which case City receives 15% • Projected City Revenue (Years 1 -5) ear One.Year Two Year,Ttiree>. ear:Four',Yearfit Curnulatit Base Rent $15,000 . $30;000 . .::$36000 ;$36,000_. .$36;000 .. $153,000 (guaranteed,rent). Revenue (projected rent) Facility Rental $26;340 $27,392 , $28,762. . $30,200 .'.$31;710 $144404 Catering Revenue;; . $25,896 $27,191; $28,551• :`$29;979 :$31,478;' ;$143;095 _ . 83. $93,313` '!$96;179 TOTAL .`° $67,, ,5 236 ,, ; '.'$99;:188 . ,04499. Revenue per sf $7.01 . $8:82 $9:73: •$10:02.: ::$1034 :`: .$918 (based on 9,595-sf open hall) Maintenance & Utilities ■ SOW is responsible for maintenance & custodial work for the Pavilion Building and for all Pavilion Building utilities ■ City is responsible for all exterior damage, maintenance and repairs to the Pavilion Building, unless caused by SOW's use of the premise • SOW is not responsible for maintenance or custodial work related to the adjacent uses (Piazza park, public parking lot, Transit Center or parking garage) unless damage or extraordinary trash attributed to SOW • City Use of Building • City may schedule up to 12 City-sponsored events per year at Pavilion Building • SOW to provide access & custodial services for a $250 base fee plus $35/hour per event. SOW has exclusive right to provide all additional services (catering, tables, chairs, etc.) to City at market rates • Unless otherwise approved by SOW, City may not schedule events on Friday evenings, Saturdays, Sundays & holidays (except during Renton River Days and for the Holiday Tree Lighting festivities) Piazza Events - Use of Restrooms • City may schedule up to 36 events per year in the Piazza , Park (e.g., Renton Farmer's Market & Cinema on the Piazza) where SOW wilt allow use of Pavilion Building restrooms for a$50 fee per event ■ City will open, monitor, clean, restock and lock the Pavilion Building restrooms for each such use _. • . • SOW has the right to schedule other uses at the Pavilion Building on said dates and to exclude Piazza event access to the restrooms with 30 days notice to the City • If conflict with a Pavilion Building event, Piazza events will need to secure porta-potties Piazza Park Use • City retains right to schedule Piazza events at any time. However, after annual schedule established, City will attempt to coordinate additional dates with SOW events at the Pavilion Building • Pavilion Building users may occupy a portion of the Piazza Park for incidental use (but not place tables, tents, barricades, etc. that restrict public access to the Piazza Park) • For any other use, SOW or Pavilion Building users will need to secure approval of Renton Park Board Other Provisions • SOW is responsible for providing liability insurance, excluding City use of the Pavilion Building and use of the Pavilion Building restroom for Piazza events • City is responsible for providing property insurance at full replacement value • SOW is responsible for payment of the leasehold excise tax, state business and occupation tax and sales tax • SOW will provide a $3K security deposit to be placed into an escrow account for potential damages to the facility • City to provide SOW four spaces in adjacent public parking lot Lease Term Opt-Out • After 3 years, City may terminate the lease for another non-event use with 12-months notice (effective on or later than the end of the 4th year of the lease). • If SOW continually meets performance standards, City may not terminate lease for another event use • If SOW fails to meet performance standards, City may terminate the lease with 12-months notice for another event use (effective on or later than the end of the 4th year of the lease). However, the City or the new tenant must pay SOW the then-applicable buy-out to cover the residual value of SOW's capital & start-up costs • SOW's Projected Capital & Start-up Costs ' Non-AAoveable'Capital'Costs _:,".., ,' ,; :. :; •:.,. . Carpet.:.i.:: ;c;i .:... $36;000 Window Coo.edngs'` Lounge;Areawith:BarandCoffeeStation;-Coat'Cheak_:,• !'; • • $18,000 Planters Trees'with MovablePotsj.; `:; -•," Sub-Total':•i._:::,:,,;. :, .: Moveable,:Capital Costs • Table Top&Service,Wanikenis° • '• ".$31;334 Kitchen,Equipment diems. :,$16;242' Other Equipment;: ; . >::: : "' .. .: $32124.7; Sub-Total • •> • $79;824 pp-front Marketing Costs` . Print Production&'Adiertising. < $59450. Web,Developrhent TV $25.000 Radio, &.Web Advertising $33,500 Otticesupplies&postage• : '$5000 Opening Gala ;$25,000 Sub-Total . . $158,650 Total(Estimate) $352,4.4 Performance Standards Months 1 thru 12 No.performance measure Months. 13 thru 2k: • No.performenoe`measure Months:.25 thru 36' 11'0 Everits Month :'37.thru 48120`Events Months•?.49:thru.:60 .125'Events Months 61 thru 72 130 Events Months=.73 thru 84..... :135:Events Months 185 thru 96 140.Events Months''97 thru 108:°145;Events Months 109 thru 120 150 Events Buy-Out Provision • Actual depreciation schedule for buy-out is still being negotiated with SOW • Current SOW proposal: Depreciate start-up marketing costs over 6 years. Depreciate capital costs over 10 years, with a value of 40% remaining in year 10. After 10 years, a new operator (if SOW replaced) would get all non-moveable capital costs and moveable capital costs would be available for a then negotiated price, if desired • Buy-out would be paid for by City or new event use tenant (could be City or another entity) ■ Buy-out would not apply if terminated for another non- event use Next Steps p • Complete'negotiations with SOW and finalize draft lease • Present draft lease to Council for review and approval • Execute lease , Pavilion Building .� , 4 V'£4 3 E V. j Z �` � 'moi - 4 _tom e .. i'1 tea 1'V T f ' ^'meg il; �,. �I ' L 1 {41 j r 11 1 1,uH I Ll i 1,1 L l "� a A. *. - P "t -- `� -, ,, - ftr - *-.' £+7 Y~ "" ;+ '-:-em, 141\ he\ / / 5/7/eg- Iii .6,-e_e Dear Madam Mayor and President of Council, My name is Gene Sens and;I have some serious concerns about the potential lease arrangement being discussed for the Pavillion Building. My role as President of Piazza Renton ( the non-profit group that helped shape and create the Piazza),Manager of the Renton Farmer's Market and a business and property owner in downtown Renton causes me to be concerned about any business relationship or lease arrangement that does not value activities and events in the Piazza .Many of us have been fighting long and hard (and continue to )helping to revitalize downtown Renton .These events such as The Farmer's Market ,Saturday Cinema , Tree Lighting ,Harvest Festival , Jazz in the Piazza , Chalk Art etc...bring people here that stay , spend money and enjoy what the Downtown has to offer. Please help us by finding an appropriate tenant and lease agreement for the Pavillion Building. Sincerely, Gene Sens kvoItim 6Id co 5)9/9_005 From: "Eric Temple" <etemple@swdtrain.com> To: "'Mark Santos-Johnson"' <Msantosjohnson@ci.renton.wa.us>, <Jcovington@ci.renton.wa.us> Date: Wed, May 4, 2005 11:24 AM Subject: RE: Council Meeting-Pavilion Building Jay, Mark, and Council Please see the attached document, and let me know your thoughts. Thanks, Eric T. Original Message From: Mark Santos-Johnson [mailto:Msantosjohnson@ci.renton.wa.us] Sent: Tuesday, May 03, 2005 1:00 PM To: etemple@swdtrain.com Cc:Alexander Pietsch; Jay Covington Subject: Re: Council Meeting-Pavilion Building Eric, The most significant issue that we were unable to come to an agreement regarding was SOW's request for a non-compete provision (with or without a substantial City buy-out provision)for 10 years with no minimum performance standard and the City's unwillingness to agree to any non-compete provision without a reasonable minimum performance standard. As such, SOW would like to retain exclusive rights for any events-related use of the Pavilion Building for ten years, regardless of performance. Conversely,the City is only willing to provide SOW with exclusive rights if the facility is used for a minimum number of events peryear. Although the above issue was the ultimate"deal breaker"in our negotiations, it is not the only"sticking point"or outstanding issue. Other significant issues that need further negotiation and may also be deal breakers include: 1) Early-Termination (Opt-Out) Provision. SOW's request for 24 months notice from the City, rather than 12 months for the City's early termination provision may preclude the City's ability to consider any • other use of the Pavilion Building for the entire Lease Term. 2) City Buy-Out provision (as part of the SOW proposed Non-Compete provision). SOW's request for a substantial City buy-out provision (estimated at approximately$375,000 to $400,000) in order to use the Pavilion Building for another event-related use during the proposed 10-year non-compete period only seems possible if SOW meets minimum performance standards (i.e., if the City wants to buy-out SOW to use the facility for another events-related use, even though SOW met the performance standards). 3) Lease Term. Although the City has discussed a number of possible terms, the ability to go beyond 3 to 5 years was conditioned on agreement of other parts of the lease(e.g., a reasonable performance standard). 4) Piazza events- use of the Pavilion Building restrooms. The proposed fees are high and may be prohibitive for Piazza event users, resulting in a variety of challenges and potential problems for users, the City and possibly SOW. 5) Piazza park. As you know, the lease currently includes no provisions regarding SOW's access to or use of the Piazza park for private events. However, SOW's request for private events to be able to rent part of the Piazza park(and for a more efficient approval process) are counter to current City and Parks Board policy and operations. Consequently, they may or may not be possible or desired. Although there are other items to resolve in the lease,the above items seem to be the most significant at this time. Please let me know if you have any questions or wish to further discuss any of the above issues. Unless SOW elects at this time to modify the proposed lease to resolve the above items, staff is recommending that the City move on to look at other options for use of the Pavilion Building. Thanks. Mark Santos-Johnson Economic Development Specialist 425-430-6584 (FAX 425-430-7300) E-mail: msantosjohnson@ci.renton.wa.us City of Renton web site: www.ci.renton.wa.us Renton Community Marketing Campaign web site: www.rentonmarket.com >>>"Eric Temple" <etemple@swdtrain.com>5/2/2005 10:18:09 AM >>> Mark, I've been asked to show up next Monday, the 9th, to explain the failure of our negotiations. I just want to make sure I accurately understand why we're stuck, and what the City's position is on the sticking point(s), so we don't have one of those exchanges that makes it look like we don't really understand what's going on. The only sticking point I'm currently aware of is-the City is unwilling to pursue any compensation for the SOW from a replacement vendor, should the SOW somehow miss the target numbers that guarantee automatic renewal as the lessor of the events center. Please let me know if this is an accurate characterization of the City's position. Thanks, Eric T. CC: <council@ci.renton.wa.us> J e Mark, I'm relieved that I sent the email attempting to clarify our failure to get a deal done, as your response doesn't clearly articulate our position on many issues. 1. Term- We are currently at 4 years,with an additional 6 years. 2. Performance Guarantee-Needs a sub list. a. In year 4, we offered to pay market rent for the building, which you rejected. This would of course do away with nearly every other issue the City raises in this area listed below. b. You proposed a"number of event"performance standard; with no protection for us should we miss the numbers, which we rejected. (i) We are OK with 130 events in year 6, as you proposed, we were not OK with you not working with on next item, as part of the deal. (ii) The city is unwilling to seek any compensation from a different event company, should we miss the numbers. (iii) When the initial term was 3 years, SOW's expectation for compensation,from a 3rd party,was our start up costs plus some additive. There has been a 4th year added,which lowers our requirement. (iv) The compensation does not come from the City. (v) This provision only comes into play if we both miss the numbers, and the City wants to replace us with a different event management company. PF Changs gets the carpet for free. 3. Early Termination—Market rent solves this one too. We would like 24 months from the City, but would like 12 months for ourselves. • 4. Piazza Events—Our rate is very fair 5. Piazza Park—Its not a deal breaker for us,but it makes sense for us to be able to rent out a small portion of the park to accommodate events. If you have any questions,please let me know. If not,we'll see you Monday night. Thanks, Eric T. March 7,2005 Renton City Council Minutes = Page 73 * The stairs at Gene Coulon Memorial Beach Park that lead from Kidd Valley to Ivar's are being replaced due to a fairly significant understructure problem. The stairwell will be closed for up to one month and the area has been posted with alternative routes. * The Draft Watershed Habitat Plan will be released on March 10th. The public comment period begins that day and concludes on April 25th. A public meeting on the plan is scheduled on March 22nd at Renton City Hall. Hard copies will be available for review at city halls and libraries, and the document will be available via the Internet at www.metrokc.gov. AUDIENCE COMMENT Rosemary Grassi,PO Box 1188,Renton,98057, stated that the speed and - Citizen Comment: Grassi- volume of traffic along Cedar Ave. S. is unacceptable, and she expressed her Cedar Ave S Speeding Traffic concern regarding the safety of the children. She made the following suggestions: install two traffic signs that state "no through traffic" -one on S. 7th St. and one at the bottom of Cedar Ave. S.; install a traffic circle;reconsider installing a speed bump; and install a crosswalk at the bottom of Cedar Ave. S. Mayor Keolker-Wheeler stated that staff is working with the community associations in the Renton Hill area in regards to this issue. Citizen Comment: Temple- Eric Temple,President, Spirit of Washington Dinner Train,PO Box 835, Pavilion Building Lease, Spirit Renton, 98057,thanked Council for its decision to move forward with of Washington Dinner Train negotiations with the Spirit of Washington Dinner Train to utilize the Pavilion Building as an event center. Mr. Temple stated that he has spoken with a number of meeting event and wedding planners, and has tentatively booked nine events. CONSENT'AGENDA Items on the consent agenda are adopted by one motion whicli follows the listing. Council Meeting Minutes of Approval of Council meeting minutes of February 28,2005. Council concur. February 28, 2005 Vacation: N 14th St,Pool City Clerk submitted petition for vacation of portion of N. 14th St.,east of Lake Brothers Construction,VAC- Washington Blvd. and Gene Coulon Memorial Beach Park; petitioner Pool 05-001 Brothers Construction,LLC,PO Box 3023,Renton, 98056(VAC-05-001). Refer to Planning/Building/Public Works Administrator; set public hearing on 4/4/2005 to consider the petition. (See page 74 for resolution setting the public hearing.) Lease: Engenio Information Community Services Department recommended approval of an amendment to Technologies, 200 Mill Bldg the lease with Engenio Information Technologies,Inc. (LAG-00-002)for the (3rd Floor),LAG-00-002 3rd floor of the 200 Mill Building to extend the lease for an additional year. Refer to Finance Committee. Utility: Edmonds Ave NE Utilities Systems Division recommended approval of an agreement with Outfall Replacement,Entranco Entranco, Inc.in the amount of$61,724.44 for the design of the Edmonds Ave. NE Outfall Replacement Project as part of the May Creek Basin Slope Stabilization Program. Council concur. Streets: Sunset Blvd N,NE Utilities Systems Division recommended the temporary lane closures of Sunset Sunset Blvd&Houser Way Blvd. N. and NE Sunset Blvd. and the temporary full closure of the Houser Tunnel Closures Way Tunnel and Sunset Blvd.NE for the installation of a new sanitary sewer. Closures are to take place from March through November,2005, with exact dates dependent on work progress. Refer to Transportation(Aviation) Committee. February 14,2005 Renton City Council Minutes - Page 52 MOVED BY BRIERE, SECONDED BY CLAWSON, COUNCIL APPROVE THE CONSENT AGENDA AS PRESENTED. CARRIED. UNFINISHED BUSINESS Council President Briere presented a Committee of the Whole report regarding Committee of the Whole the Pavilion Building lease. The Committee recommended moving forward Community Services: Pavilion with negotiations with the Spirit of Washington Dinner Train to utilize the Building Lease Pavilion Building as an event center. Staff will work with the Spirit of ashington Dinner Train to bring a proposal back for consideration. MOVED BY BRIERE, SECONDED BY LAW, COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. Planning & Development Planning and Development Committee Chair Clawson presented a report Committee regarding the boundary expansion for the proposed Mosier II Annexation. A Annexation: Mosier II, 142nd public hearing on the Mosier II Annexation was held on 2/7/2005, after which Ave SE& 144th Ave SE, Council authorized staff to invoke jurisdiction at the Boundary Review Board Boundary Expansion to request expansion of the annexation area to more reasonable boundaries. The Committee,therefore,recommended that the referral regarding the Mosier II Annexation boundary expansion be closed. MOVED BY CLAWSON, SECONDED BY LAW, COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. Community Services Community Services Committee Chair Nelson presented.a report Committee recommending concurrence in the staff recommendation to approve a contract Community Services: City . with Richard C.Elliott, in the amount of$45,894.11, for his proposed work of Center Parking Garage art at the City Center Parking garage, and to approve the total project budget of Artwork,Richard C Elliott $52,774.11. The Committee further recommended that the Mayor and City Clerk be authorized to sign the contract with Richard C.Elliott. MOVED BY NELSON, SECONDED BY PALMER, COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. Councilwoman Nelson stated that the artwork will be a beautiful addition to the parking garage, and it should be completed in approximately one year. Finance Committee Finance Committee Chair Persson presented a report recommending approval Finance: Vouchers of Claim Vouchers 234347 -234897 and two wire transfers totaling $3,718,131.47; and approval of Payroll Vouchers 55668 -55892, one wire transfer, and 572 direct deposits totaling$1,821,258.51. MOVED BY PERSSON,SECONDED BY LAW, COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. Finance: Utility Outstanding Finance Committee Chair Persson presented a report recommending Balance Search Fees &Special concurrence in the staff recommendation to implement service fees for special Water Meter Read Service meter read,new utility account set up, and name change services. The Fees Committee also recommended concurrence in the staff recommendation to implement special service fees for utility outstanding balance searches. The Committee further'recommended that the ordinances regarding these matters be presented for first reading.* Councilman Persson explained that title and escrow companies request utility outstanding balances from the City at the close of property sales,and a fee is proposed for providing this service. He noted that the Committee recommended increasing the staff-recommended fee from$10 to$25 for an Internet water utility balance search, and from$30 to$50 for a search requested by fax,messenger, or letter. APPPOIFED BY 1 CETT"C31.92+SCiL COMMITTEE OF THE WHOLE • COMMITTEE REPORT Date 62-/V-1?°°•5". February 14,2005 PAVILION BUILDING LEASE Referred January 3, 2005 The Committee recommends moving forward with negotiations with the Spirit of Washington Dinner Train to Utilize the Pavilion Building for an event center. Staff will work with the Dinner Train to bring a proposal back for consideration. Terri Briere, ity Council President cc: Alex Pietsch,EDNSP Administrator" ' • C•• •" •, , „ •„ 4 • ,' „- ,• li -it,et•G[J RtiVk I t 01 (Mil 211 .■' // RECEIVED Ewa, FEB 0 9 2005 DALLY PROPERTIES Renton City Council L L C { "Exceptional Quality-Timeless Value" February 7,2005 CITY OF RENON Councilman Dennis Law FEB .1 0 2005 City of Renton 1055 South Grady Way Renton,WA. 98055RECEIVED. CITY CLERK'S OFFICE Dear Dennis: I appreciate you taking the time to speak with me on the phone last week.As you know I am very concerned about what type of tenant the City is able to attract for the Pavilion Building. The City and the majority of the businesses downtown need an anchor type tenant that will generate a lot of traffic during the afternoon and evening hours to vitalize and energize the downtown core. This will"feed on itself'and growth will result in new retail businesses, offices and new high-density multi-family. - � Besides the lease up of the Pavilion Building to a high traffic anchor tenant, I see two(2)other aspects of development that must occur to get the downtown core back on track to economic revitalization.First,Alex Pietsch and several members of the Council must sit down with Alex Cugini and pursued him to work with the Real Estate community,now to either sell or redeveloped his McLendons site with a quality anchor type tenant.If he just collects rent for the next 3-5 years from a McLendons class B or C sub-lease tenant the downtown core will be hurt. Second,the City must do every thing possible to encourage more multi-family development in the downtown core.I believe there are four projects all within a block and a half of the bus transfer station that are in for permit.These projects comprise of about 400 units;this would add a lot of"buying power"to attract retail. Alex Pietsch has worked extremely hard in marketing the Pavilion Building,I know because I have bugged him nearly weekly. Alex has all the local connections but not the national ones.I would suggest because of the now expanding economy that the City interview three of the major national Commercial Real Estate companies to have one of then market the Pavilion Building to national firms. As I said in our phone call,I will be out of town on February 14,you can read this letter at the Council meeting if you deem it appropriate. Sincerely: : . - • a 'operties,:LLC .. •.ally ; cc: Alex Pietsch 3316 FUHRMAN AVE.E.■ SUITE 100• SEATTLE,WA 98102• (206)328-3770• FAX 328-6909 �,'� recycled paper e o. Cv 1, - CEIVED coos Monday,February 14,2005 12:31 F Darrell Vange 206 223 1551 p,01 �A , FEB 14 2005 Renton City Council INTERNATIONAL MUSEUM OF CAROUSEL AR.T CITY OF RENTON February 8, 2005 FEB 1 2005 RECEIVED Mr.Alex Peitsch, Administrator CITY CLERK'S OFFICE Economic Development, Neighborhoods and Strategic Planning Renton City Hall 1066 South Grady Way Renton,WA 98055 Dear Alex: Thank you for the invitation to the City Council working session on February 14a'. Carol and I regret that we cannot attend, but we look forward to the Council's direction regarding the Pavilion building and the prospect of locating our carousel museum there. We remain very committed to this project as it represents one of our most important goals: to place the best elements of our collection in a first-class museum facility in a major metropolitan area. Except for the small facility we have in Hood River, and the periodic traveling museum exhibit, we have not had the opportunity to present our collection in the manner it deserve°. While we have not made a formal offer, the business plan prepared by Ravenhurst is a detailed projection of the museum's potential. We appreciate the City's support in preparing this document, and we worked closely with Darrell Vange to compile it. You have also received a discussion document with very - specific lease terms, Wo have reviewed these carefully, and we would propose this document as a reasonable starting point for negotiating a lease, We are making a very significant commitment to this venture. We propose to provide nearly four million dollars worth of carousels, horses and historic artifacts for this museum, as well as making an additional capital investment in the museum of.over$100,000.00. We also propose to go out and secure$200,000 in sponsorship funds. We intend to underwrite any operating shortfalls in the initial years, and in addition to hiring professional staff.we expect to spend most of our time in the next two or three years getting the museum on its feet. The biggest challenge will be marketing the museum. There is a long lead time for many of the advertising channels we use, and it will take time to build attendance. It is almost too late to achieve a summer opening, but we want to start working as soon as we can. To this end, we will commit to identifying and hiring the executive director as soon as an agreement is signed with the City. We are already searching, and we have one or two candidates lined up. We Monday, February 14,2005 12'31 PM Darrell Vange 206 2231581 p.02 INTERNATIONAL MUSEUM OF CAROUSEL ART Mr. Alex Pietsch Page 2. have also been approached by Individuals that want to volunteer In our carving and restoration area, and to work as docents in the museum. The executive director will manage the facility day today, but they will also be the liaison to the community and to City government. As with any non-profit,their primary responsibility will be to attract sponsors, develop membership end build attendance. Our candidates will come from either the marketing staff of local • cultural non-profits, or will be national carousel promoters. We are also willing to create a small local advisory board, in addition to the Board of Directors of IMCA which are already in place. This group could include a Puget Sound museum executive, a Chamber of Commerce representative, one or two prominent local business owners, educator or business experts. Their job would be to open doors, to ensure we are fully using the local resources, and to make sure we are responsive to the Renton community. We want to focus on the museum operations, but the facility has great potential - __for banquets and_special events. If selected, we want to enter-into a relationship ---- with a local caterer and event organizer to build that part of the business. We • think the Spirit of Washington organization may be ideally-suited for this role, and we welcome an opportunity to discuss this with them. Pending the decision by the Council, they were not ready to discuss this with us up to now. Although we cannot be at the February 14th meeting,we would be more than _ - happy to Interview with Council members,or answer any questions they.might have. This is a great opportunity for us both, and we would not want the chance to go by for lack of information or exposure. We feel we have provided a lot of information already, but the real work comes after you decide the carousel museum is your preferred choice. We eagerly await the Council's decisions. Sincer: . . 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Y 1 ,� •” -•�"� '�'`t_:<+,-.-” �'an'aa�'• .,;fit : '=:�: 'ck .. ., ,z,„ BuipiungUO ! j !Adom 6onp-iii-- .1 . mi mi l`1' `� `/Y 1'` ���� Pavilion Building Vision ■ "(The Pavilion Building) will serve as a focal point of activity in Downtown Renton" ■ "The Pavilion will be a lantern leading people to Downtown Renton " Pavilion Building dedication December 2003 Pavilion Building Marketing Efforts ■ Renovation completed April 2004 ■ Targeted primarily "anchor" restaurants or other retail uses ■ Goal - Draw people to downtown Renton and generate energy in the area Pavilion Building Potential Tenants Contacted EDNSP contacted 124 potential tenants : ■ 71 restaurants/brew pubs & 8 developers ■ 17 grocery/food entities , 1 drug store & 5 bookstores ■ 15 music/arts/entertainment/ recreation entities , 4 furniture stores & 3 "event" uses Pavilion Building Proposals from Potential Tenants • "National Fitness Center" • Shelby's Restaurant and Ice Creamery & Shelby's Meeting and Banquet Facility • International Museum of Carousel Art • Old Spaghetti Factory • Spirit of Washington Dinner Train Pavilion Building Status of Proposals • "National Fitness Center" — Council decided not a desired use for the facility at that time (9/2004) • "Shelby's" - withdrew proposal based on anticipated impacts from Lakeshore Landing project ( 10/2004) • Old Spaghetti Factory — withdrew proposal due to limited vehicular and pedestrian activity downtown ( 1 /2005) Pavilion Building Current Options • International Museum of Carousel Art ( IMCA) - Carousel Museum • Spirit of Washington - banquet! meeting/event space • Other Overview of Potential Carousel Museum ■ IMCA proposes to lease the entire Pavilion Building for 10 years with options for 20 more years with a three-year performance- based kick-out clause ■ Building to include both a museum and a carousel ■ The building could also be used for banquet/meeting/event space as a secondary use Potential Deal Structure for Carousel Museum Proposed rent structure based on a tiered percentage of the annual gross income (AGI) : .Beginning with no rent for the first $100K of AGI .15% rent on the next $100K of AGI .20% rent on the next $100K of AGI .25% rent on anything over $300K of AGI Over the first five years, projected average rent for the carousel museum would range from $83K to $ 108K per year ($8.65/sf to $11 .26/sf) . . Potential Building Layout for Carousel Museum • , . .criNcESSION CFFIGE pASS AlEovE THRouG1-1 f-sk71 1 ' ' • • lit, . . • 1:1 .•*''•"'•. ••'' I ' i 1 •<5.. REST- •I-.• -., # ., 6, GIFT . 1 E>o-liBiTs 1 , AREA SEATIRG 6140M , I ,,,,,,--- r. 0 .17,--• I i\'' \, , ! 0 I . .!--..,,,f7 mTEAIL , At .71 •poR Af3LE ' i iiiip\ ! li 7 .,-- Il i ExmISIT 1 I Ex141 al T I 4_ • c...1 li 1 I 1 - _ .........f.. . 1;•"4 , BIT& :[Di I \ IT EXHIBITS i 1 F.4-11IBITS• ! I i - F.i „ _. . 111___:;1;!. PARTY PARTY AREA 2 AREA I RENTON CAROUSEL CENTER MUSEUM'EX.14I5IT sLAYOUT 'RrNTON LU& 1/4/05 • • INTERgATIONAL MUSEUM OF CAROUSEL.ART 54I 3s71 44.22 0 4 ti 14 24 • • c t , . . . Potential Banquet Layout for Carousel Museum „ ,.... • ABOVE y aoi coNcEs.sh,4 for 1t T 1 1 I 1 I 1 FA5:4 r-y1 __. Erri.__ 1-\,.-1 1 , tvi THROUGH - .. ) ! FoRTABLELE>\\.tvENNIEWT jAi-TIL) , . , [ ,..--;,;_ i••• -1--- 2096‘PLUS SEATS [ 1,? GIFT 1 ri. 4., TIC11.1E II __ ADDITIONAL CHILDREN'S SEATING; 1rk:RTAlt g Exiii .1...._ I 9 al II- - - RETAIL i‘lb, Ar.E.A • . , [ -- ‘74,p ‘ udg. 9, ,p -,6—to 69 1 0. 0 1-11• g • : - ‘t`" . '.---•\, , _,:,5 1 i ClZ?0,go' • u Ul 1 a t,1:11 1, ,, , E Tge.LE% , , 0 tp crApt, 6es,77 I re, 0.63.0 0 I . •" 0 IC i 16 ‘ El er IZ3...i . c„,, 4:36tie 0,p: : 44.0, F.3<fq VZ.i. 1p A ; . . 1 1 : of--42 . AI .. . : • • ,.. ,. 4 , /7.,!"- --"-.1 El [ wi,I i'' .\\ '-*'° /./...----- . I 4g.,! it 4) II \\ 1 ,i • ! i PORIABLE EXH laIT i ( _ • _1 PORTAI5La E>041111 1 fil) 44,,. 0.- * /---....__ .,,,:, • "* LI „j ADDITIONAL 10 PLUS ADDITIONAL c-HiLDF.EN'S SEATING CHILDREN'S RENTON CAROUSEL CENTER SEATING SEATING CATERED EVENT LAYOUT A RENTON WA. INTERNATIONAL MUSEUM OP CAROUSEL ART 541 381422 0 +I. 0 15 24 Carousel Museum Pros ■ Operator has the "largest, collection of carousels & carousel art in the world" ■ Unique opportunity for a public-oriented use that has the potential to draw people to downtown Renton from throughout the region & beyond — project 100K to 150K visitors per year ■ The venue will also be marketed for banquets/ meetings/events as a secondary use ■ Builds on Renton's craftsman history and adds to the arts, entertainment & collectibles theme in downtown Renton Carousel Museum Cons ■ Unknown how many people will come & pay to visit the museum as a "stand-alone" venue in downtown Renton ■ May not represent the optimal use envisioned for a revitalized downtown Renton ■ Non-profit operator has limited resources and organizational capacity; may require time and/or City assistance to help offset ■ City may need to pay up to $300K for initial capital budget, including tenant improvements & other pre- opening costs Overview oil Spirit oT Washington Proposal ■ The Spirit of Washington proposes to lease the entire Pavilion Building for a minimum three-year period with additional year-to-year terms and a 12-month kick-out clause • The Spirit of Washington would use its existing kitchen facility to cater to events at the Pavilion Building • The building would function as an open hall and tenant improvements would be minimal • Space could be used for a variety of events, including corporate meetings, weddings & parties, dances & school events and community events Potential Deal Structure for Spirit of Washington Proposed rent structure based on annual rent (Year 1 - $15K, Year 2 $3OKandYears 3 or more - $36K) , plus 35% of facility rental revenue and 15% of catering revenue Over the first five years, projected average compensation to the City would be $88K per year Spirit of Washington Pros ■ Spirit of Washington Dinner Train has operated in Renton since 1992, bringing more than 1 .2 million visitors to downtown Renton ■ Spirit of Washington Catering has operated in Renton since 1999 to provide in-house food for the Dinner Train and full-service, off-site catering ■ Project 130 events in year one bringing 14,300 visitors to downtown Renton, with 5% growth each year ■ Provides a viable use for the building until the downtown market develops further and/or the City identifies another desired use for the facility Spirit of Washington Cons ■ The Pavilion Building would be vacant as much as 65% of the year (e.g., an average of four days a week) ■ The 130 events are projected to attract an average of 110 people each — not a major draw for a 10K+ sf building ■ Many of the events at the Pavilion Building would be "private" and not available to the general public ■ The facility may take away existing business/revenue from the Renton Community Center & Renton Senior Center banquet/meeting/special event uses ■ The building may require some tenant improvements to support the use (e.g. , floor coverings) Banquet/Meeting/Event Space - Options ■ Negotiate a contract with the Spirit of Washington ■ Contact other special event related businesses that have expressed an interest in the facility in the past to explore their current interest ■ Conduct an RFP to secure a banquet/ meeting/event vendor with the best deal for the City Other Options ■ List the property with a commercial broker ■ Revisit the "national fitness center" prospect ■ Proceed with a market study & business plan for a farmer's market with an anticipated long-term City subsidy ■ Explore other civic uses Next Steps ■ Council provide direction on preferred use tonight ■ Council provide parameters for deal (i .e. , lease term , tenant improvement ceiling & rent range) ■ Staff negotiate lease/contract for Council approval ■ Council review and approve lease O� ♦ �O � z January 24,2005 Renton City Council Minutes Page 29 CAG: 03-158,Lind Ave Transportation Systems Division submitted CAG-03-158,Lind Ave. SW and SW/SW 7th St Signalization, SW 7th St. Signalization; and requested approval of the project, authorization Totem Electric for final pay estimate in the amount of$160, commencement of 60-day lien period, and release of retained amount of$9,596.62 to Totem Electric, contractor, if all required releases are obtained. Council concur. CAG: 03-160,2005 Local Utility Systems Division recommended approval of Amendment No. 2 to CAG- Hazardous Waste Management 03-160, King County-Suburban City contract, accepting$22,903.46 for Program,King County Grant Renton's 2005 Local Hazardous Waste Management Program. Council concur. (See page 31 for resolution.) Utility: Water System Plan, Utility Systems Division recommended approval of the 2005 update to the 2005 Update City's Water System Plan. Refer to Utilities Committee. Utility: Annual Consultant Utility Systems Division recommended approval of the annual consultant roster Roster for Telemetry & for telemetry and supervisory control and data acquisition (SCADA) consultant SCADA Services services. The roster contains the following consultants: Casne Engineering, Inc.,Reid Instruments,RH2 Engineering,Inc., and Summit Engineering and Consulting,PS. Council concur. MOVED BY BRIERE, SECONDED BY PERSSON, COUNCIL APPROVE THE CONSENT AGENDA AS PRESENTED. CARRIED. CORRESPONDENCE A letter was read from Ramon Lucio,2020 Grant Ave. S.,#L-301,Renton, Citizen Comment: Lucio- 98055, suggesting that the Pavilion Building be used for a public market Pavilion Building,Public consisting of small stalls for different businesses such as fast food, services, Market and dry good retailing. MOVED BY CLAWSON, SECONDED BY PALMER, COUNCIL REFER THIS CORRESPONDENCE TO COMMITTEE OF THE WHOLE CARRIED. Citizen Comment: Various- At the request of Councilmember Clawson, City Attorney Warren commented Sunset Bluff Preliminary Plat on the timing of letters received(from Daniel G. Rosefeld;Diane Johnson; Appeal, SR 900 LLC& Tricia Allen; and David S. Mann, Gendler&Mann,LLP)regarding the Sunset Herons Forever,PP-04-002 Bluff Preliminary Plat appeal. He indicated that the submission deadline of 1/17/2005 for these letters was not met; however, mail was not delivered that day due to the holiday. Mr.Warren suggested referral of the letters to the Planning and Development Committee,pointing out that a determination on their admissibility can be made in the future following further review by the City Attorney's Office and arguments by the appellants. MOVED BY CLAWSON, SECONDED BY PALMER, COUNCIL REFER THESE LETTERS TO THE PLANNING AND DEVELOPMENT COMMITTEE. CARRIED. UNFINISHED BUSINESS Finance Committee Chair Persson presented a report recommending approval Finance Committee of Claim Vouchers 234009 -234346 and three wire transfers totaling Finance: Vouchers $3,126,472.97; and approval of Payroll Vouchers 55314-55667, one wire transfer, and 566 direct deposits totaling$2,114,237.24. MOVED BY PERSSON, SECONDED BY NELSON, COUNCIL CONCUR IN THE COMMITTEE REPORT. CARRIED. .lez/eit C.o. W CITY OF R NTON Pev'ssaP JAN i 4 2005 January 10,2005 To Mr. Don temulaa—Council President City of Renton Dear Sir, I would like to make a suggestion on the Pavilion building in ECEI'JFC owntown Renton. Myproposal is a Public Marketpattern like the QuincyPublic CITY Cl.!✓I�I�5 OFFICEd P P Market in Boston MA. They have small stalls for different businesses like fast taw foods, services and dry good retailing. We can have international food outlets to attract more people to worldwide cuisine for a cheaper prices. A lot of people wants to go in business but the cost of rentals is too much. It would be like Pike Place Market but in one single dome with easy access in and out. Maybe one section could be an elevated stage for some presentation like singers, band, karaoke etc.So many things can be done inside a public market to attract people or to make it like a tourist attraction. The problems for this kind of plan is the plumbing and electrical for the fast food section together with exhaust and ventilations. A good kitchen contractor will know how to create an effective and cheapest Way that the Public Health will approve. If the city don't want any hassle on these problems, an indoor flea market could be feasible since it is always raining here. Cheaper daily,weekly or mothly rent on small spaces is a big help for people trying to make;'a buck. Thank you very much for your attention on this matter, Sincerely, Ramon Lucio ps my phone number is 425 227 8166 #L �p u�r7 Cpra,n Av • Rtirviln buff a$o S5 • ,► .fOy CITY, -)F RENTON t. " City Clerk Kathy Keolker-Wheeler, Mayor Bonnie I.Walton January 25, 2005 Ramon Lucio 2020 Grant Ave. S.,#L-301 Renton,WA 98055 Re: Pavilion Building Use Dear Mr. Lucio: At the regular Council meeting of January 24, 2005,the.Renton City Council referred your letter regarding pavilion building use to the Committee of the Whole for review and recommendation. You will be notified of the time and date of the committee meeting by the Council liaison when this item is scheduled. If I can provide additional information or assistance,please feel free to contact me. Sincerely, Bonnie I.Walton City Clerk cc: Mayor Kathy Keolker-Wheeler • Council President Terri Briere Alex Pietsch,EDNSP Administrator 1055 South Grady Way-Renton,Washington 98055-(425)430-6510/FAX(425)430-6516 E N T ® lei �� AHEAD OF THE CURVE �^ This paper contains 50%recycled material.30%post consumer /anuary 3,2005 Renton City Council Minutes Page 5 Council Meeting Minutes of Approval of Council meeting minutes of December 20,2004. Council concur December 20, 2004 as corrected.* Vacation: Logan &Park Ayes City Clerk reported City of Renton request for street vacation for portions of N, City of Renton,VAC-04- Logan and Park Avenues N. for the proposed Lakeshore Landing site 005 development, and requested a public hearing be set of 1/24/2005 to consider the request(VAC-04-005). Council concur. (See page 6 for resolution.) Plat: Emmas,Lyons Ave NE, Development Services Division recommended approval, with conditions, of the FP-04-138 Emma's Final Plat; ten single-family lots on 4.3 acres located at the 100 block of Lyons Ave.NE(FP-04-138). Council concur. (See page 6 for resolution.) CAG: 04-052, Sunset Sewer Utility Systems Division recommended approval of Addendum No. 1 to CAG- Interceptor Phase III Design, 04-052,contract with Roth Hill Engineering Partners,LLC, in the amount of Roth Hill Engineering Partners $90,550 for final design services for the Sunset Sewer Interceptor Phase III Project. Council concur. *MOVED BY BRIERE, SECONDED BY NELSON, COUNCIL APPROVE THE CONSENT AGENDA AS AMENDED TO CORRECT THE 12/20/2004 COUNCIL MEETING MINUTES AS FOLLOWS: PAGE 459,UTILITIES COMMITTEE REPORT,LINE 1,REPLACE "CHAIR CLAWSON" WITH "VICE CHAIR BRIERE,"AND LINE 13,REPLACE "CLAWSON" WITH "BRIERE." CARRIED. CORRESPONDENCE A letter was read from Jean Rollins, 9605 143rd Ave. SE,Renton,98059, Citizen Comment: Rollins - requesting that the City prohibit the transfer of development density credits Development Density Credits, between real estate parcels within the Urban Separators. MOVED BY Urban Separators CLAWSON, SECONDED BY BRIERE, COUNCIL REFER THIS CORRESPONDENCE TO THE PLANNING AND DEVELOPMENT COMMITTEE. CARRIED. Citizen Comment: Temple- A letter was read from Eric Temple,President, Spirit of Washington Dinner Pavilion Building Lease, Spirit Train,PO Box 835,Renton, 98057, expressing interest in leasing the Pavilion of Washington Dinner Train Building for use as a venue for meetings and events. MOVED BY 10.\\IDA CLAWSON, SECONDED BY PERSSON, COUNCIL REFER THIS CORRESPONDENCE TO COMMITTEE OF THE WHOLE. CARRIED. Citizen Comment: Highlands Responding to Council inquiry regarding information received from Highlands Community Association- Community Association Directors Robert McDaniel and Terry Persson,PO Vacant House at NE 10th Pl, Box 2041,Renton,98059,concerning the neglected vacant house located at Code Compliance 4307 NE 10th P1.,Mayor Keolker-Wheeler stated that the City declared the house an attractive nuisance today. She described the timeline by which the property owner has to secure the structure and submit a certified structural engineer's assessment that states the house is safe. If the assessment is not submitted, the property owner is required to apply for a permit to demolish the house. Councilman Clawson assured that the City's code compliance officers are active in enforcing code compliance issues, and he pointed out that the hiring of another code enforcement officer has been authorized. Citizen Comment: McDaniel- Councilman Persson reported receipt of correspondence from Robert Nuisance Abatement, City of McDaniel,4308 NE 10th Pl.,Renton, 98059, containing information about the Bellevue City of Bellevue's nuisance abatement program. teeb/&Gv CITY OF RENTON IRIT WASHINGTON C DINNER TRAINS 2 DEC 2 9 2004 December 22,2004 RECEIVED CITY CLERK'S OFFICE Mayor Kathy Keolker-Wheeler Renton City Council Et .� City of RentonG 1055 S. Grady Way Renton,WA 98055 Madam Mayor and City Council: As many of you know,the Spirit of Washington Dinner Train has been interested in entering into an agreement with the City of Renton,to operate the Pavilion Building as a venue for meeting and events. Our experience in catering, event planning, and property management (we manage over 8,000 acres, including property with tenants),make us an excellent candidate for this use. Some members of the Council have asked me to reiterate my interest in this property, so let me first say emphatically, we are still very interested. I was also asked to briefly outline our vision of this agreement, and am happy to do so. Our goal would be to maximize the positive community impact of this facility by creating the best South End meeting and event venue; We envision uses such as: • Community Events Haunted House,Easter Egg Hunts,and Wine Tasting • Educational Events L Seminars,Lectures,and Cooking Classes • Charity Events—Fundraising for Schools and other Local Charities • Public Education—Displays Chronicling the History of Renton • Business Events—Job Fairs and Training Seminars • Special Events—Weddings and Celebrations The benefits to the City of Renton include: • We would pay monthly rent • We would assume the utilities and other operating expenses for the building • We would share the revenue received from our activities • There would be no"out of pocket"expenses for the City for TI or marketing • Increased visibility and a resulting positive regional impact for downtown • We would be willing to discuss other retailers setting up in the building • We would require a relatively short lease term, thereby freeing up the"space for future development plans As you work towards finalizing the City's plans for the future of the Pavilion, I hope this information helps clarify our goals for this property. I would appreciate meeting with any or all of you,to answer any additional questions you may have. Sincerely yours, • Eric Temple 3 AAgit' . President, Spirit of Washington Inc P.O.BOX 835 • RENTON,WASHINGTON • 98057 BUSINESS(425)277-8408 • RESERVATIONS(425)227-7245 or 1-800-876-RAIL • FAX(425)277-8839 www.SpiritofWashingtonDinnerTrain.com )04 '19v4 , • CITY OF RENTON DEC 0 9 2004 CITY OF RENTON RECEIVED ECONOMIC DEVELOPMENT, NEIGHBORHOODS, CITY CLERK'S OFFICE AND STRATEGIC PLANNING DEPARTMENT MEMORANDUM DATE: December 7, 2004 TO: Don Persson, Council President Members of the Renton City Council/ vvv VIA: Mayo Kathy Keolker-Wheelerl ���,p FROM: Alex Pietsch, Administrator Aw Economic Development, Neighborhoods, and Strategic Planning Department SUBJECT: POTENTIAL CAROUSEL MUSEUM AT THE PAVILION BUILDING ISSUE EDNSP has been marketing the Pavilion Building since April 2004 to potential tenants, focusing on uses that would draw people to downtown Renton and generate energy in the area. As part of the department's efforts to explore potential uses for the facility, the City engaged Darrell Vange at Ravenhurst Development Inc. to prepare a conceptual business plan for locating and operating a carousel museum at the Pavilion Building. Mr. Vange's report outlines a proposal for the International Museum of Carousel Art (IMCA) to establish and operate a carousel museum (including an operating historic carousel) at the Pavilion Building. As outlined below, the Administration plans to negotiate a lease with representatives of the IMCA to use the Pavilion Building for a carousel museum. The lease will be subject to review and approval by the City Council. If the City can come to an agreement with the IMCA, the goal would be to have the carousel museum open at the Pavilion Building by summer 2005. BACKGROUND SUMMARY Potential Users EDNSP has been working since April 2004 (when renovation was completed on the building) to identify and contact potential tenants to lease space in the Pavilion Building. Staff focused primarily on "anchor" restaurants or other retail uses for the facility (i.e., those that could use 40% or more of the space) rather than spend time on smaller tenants. The intent was to secure an anchor restaurant or other retail use that would draw people to downtown Renton and generate December 7, 2004 Page 2 energy in the area. Any remaining space at the Pavilion Building could then be marketed to compatible smaller tenants. During the last eight months, EDNSP has contacted 123 potential tenants (see attached "Potential Anchor Tenant Targets" list), including eight developers, 71 restaurants/brew pubs, 17 grocery/food entities, five bookstores, one drug store, 14 music/arts/entertainment/recreation entities, four furniture stores and three "event" uses. Staff has provided tours of the renovated building and worked with prospects to determine if the Pavilion Building was appropriate for their use. If the Pavilion Building facility, location or market did not meet their needs, staff provided information about other opportunities in Renton— including, for example, other buildings downtown or the proposed retail development at Lakeshore Landing. Proposals Although several dozen businesses expressed an interest in either the Pavilion Building or other opportunities in Renton, EDNSP has received only three formal offers for use of the Pavilion Building to date: • An August 24, 2004 letter of interest from a "national fitness center" • An October 29, 2004 proposal from Shelby Varden for "Shelby's Restaurant and Ice Creamery & Shelby's Meeting and Banquet Facility" • A proposal from the International Museum of Carousel Art for a carousel museum Council members considered the national fitness center proposal earlier this fall and decided that it was not a desired use for the facility. The fitness center's agent subsequently indicated that the company would prefer a 25,000 to 30,000 square foot space, so EDNSP staff referred them to the McLendon's family to explore potential reuse of the current McLendon's Hardware store downtown. Shelby Varden, a Renton resident, has been working earnestly with EDNSP staff since July 2004 to develop his concept and proposed use of the Pavilion Building for Shelby's Restaurant and Ice Creamery & Shelby's Meeting and Banquet Facility ("Shelby's Concepts"). Although he submitted a detailed proposal on October 29, 2004, he recently withdrew his proposal after learning more about the proposed retail development at Lakeshore Landing and evaluating the projected impacts of the development on downtown Renton and his proposed use of the Pavilion Building. (Please see the attached November 11, 2004 e-mail from Mr. Varden for more information.) EDNSP staff continues to explore potential uses of the Pavilion Building with other prospects. However none of the other entities have elected to proceed with a letter of interest or submit a proposal to date. Although staff has attempted to provide very flexible terms to encourage interest in the facility, none of the prospects have turned down the space due to cost issues. If the City did receive additional proposals for retail use of the building, EDNSP staff anticipates based on the feedback received from many prospects that the City would likely be asked to provide "below- market" rent and significant City-paid tenant improvements for the space. r I December 7, 2004 Page 3 Spirit of Washington Dinner Train Event Facility Staff has also had discussion with the owners of the Spirit of Washington Dinner Train about using the building as a private event space. Staff met with Eric Temple alone and with the Mayor on several occasions. Through discussions with him, staff has gathered a basic understanding of his concept and a potential deal structure. The Dinner Train would manage, market and operate the entire Pavilion.Building as event space. It . could be used for a wide variety of events, including weddings, corporate meetings and parties, as well as community events such as the Chamber of Commerce Holiday Auction or Rotary Caper. . _ The.Dinner Train would use its existing catering operation at the Train Depot to provide food service to the building. The building would function as an open hall and tenant improvements would be minimal. Mr. Temple indicated that, at a minimum, he would consider a three-year lease with additional year-to-year terms and a 12-month kick out clause. He would consider some base rent with the City receiving an additional percentage of their gross receipts. The number of events that the facility would host is unclear and will depend on the demand and success of marketing efforts, although Mr. Temple indicates that he would need to have approximately 130 to 150 events a year to make the effort worthwhile. If these events were evenly scheduled throughout the year, the,building would be dark four or more days each week. Staff believes this infrequent use does not meet the Mayor and City Council's goal to have the Pavilion Building function as a center of activity in downtown Renton. However, if other efforts to secure a more active tenant are not successful, an event use of the building may be a good way to have some activity in the building while downtown Renton continues its revitalization efforts and the market for retail improves. International Museum of Carousel Art The International Museum of Carousel Art (IMCA) is a 501(c)(3) nonprofit educational organization dedicated to the preservation, restoration and exhibition of the world's antique carousels and carousel related art., Founded in 1983, the IMCA has been the dream and passion of Northwest residents Duane and Carol Perron. According to the organization's website (www.carouselmuseum.com), the Perrons have built a small private collection that started in the mid-1970's into "the largest, most comprehensive collection of carousels and carousel art in the world." The Perron family collection now numbers nearly 1,000 carousel animals and chariots, hundreds of other artifacts and 23 carousels. The collection is valued at over $8 million. The Perron family has worked to preserve both the unique carousel art form, as well as "the timeless experience of a carousel ride." They have restored nine antique carousels and currently operate carousels at eight locations around the country (including New York, Ohio, California, and Oregon). Historic Carousels; Inc., a for-profit corporation founded and managed by Brad Perron (one of Duane and Carol Perron's two sons), operates all of the Perron family's active carousels. The IMCA also has a traveling exhibit (including a carousel) that they have displayed in various cities, including Seattle at the Pacific Science Center in early-2003'. ' EDNSP staff connected with George Moynihan in summer 2003(just before he retired as the executive director of the Pacific Science Center for 23 years)to discuss his experience and perspectives regarding the carousel exhibit. He said the carousel exhibit was at the PSC as a special exhibit for 12 weeks in spring 2003,during which time there were 58,000 December 7, 2004 Page 4 The IMCA has operated a 6,000-square foot carousel museum in Hood River, Oregon, since 1999 with various other off-site operations and storage facilities in the area.2 The Hood River operation is close to the Perron family ranch, but the Perron's also have a residence in Port Ludlow, Washington. The Hood River carousel museum is open to the public Thursday thru Sunday, noon to 4:00 PM, and by prior appointment on other days. However, the Hood River carousel museum facility is not large enough to include an operating carousel. Mayor Kathy Keolker-Wheeler, Council member Terri Briere, CAO Jay Covington and EDNSP staff recently toured the Hood River carousel museum and the IMCA's other storage facilities. Carousel Museum Proposal Darrell Vange first approached the City to discuss possible use of the Pavilion Building for a carousel museum in April 2003,just prior to the start of the renovation. He has known the Perrons for about ten years and has assisted them during that time in fording a permanent home for the best of their carousel collection. Although the City decided to wait until the Pavilion Building • renovation was completed to market the building, EDNSP staff reconnected with Mr. Vange in April 2004. As part of the department's efforts to explore options with a variety of potential target anchor tenants, EDNSP staff worked with Mr. Vange and the Perrons to explore the potential for the IMCA to establish a carousel museum at the renovated Pavilion Building. After marketing the facility for a number of months and hearing from many prospective tenants about the perceived limitations of the current downtown Renton marketplace for most of our targeted anchor retail uses, EDNSP staff determined that the carousel museum stood out as a unique opportunity to utilize the building for a potential regional attraction. At the end of September 2004, the City and IMCA jointly engaged Darrell Vange at Ravenhurst Development Inc. to create a conceptual business plan for a carousel museum at the Pavilion Building.3 Mr. Vange's "IMCA Business Plan for Renton Pavilion Building" report (attached) outlines a conceptual proposal for the IMCA to establish and operate a carousel museum(including paid carousel riders plus many others who toured the exhibit. Mr.Moynihan had very positive things to say about both the exhibit and his work with the Perrons who coordinated the exhibit. Since the PSC is an ongoing regional attraction,it was unclear how many people attended the PSC at that time because of the carousel exhibit. Mr.Moynihan was reluctant to predict how a carousel museum would draw as a.stand-alone venue and he deferred staff to the Perron family for guidance in this area based on their expertise. However,he did say that he did not think the PSC would be interested in establishing a permanent carousel exhibit. Because of their limited space,they need to target permanent exhibits to items that more directly relate to their core science-related mission. However,he said that he would love to have the carousel exhibit come back to the PSC each year. 2 The non-profit organization also operated the Portland Carousel Museum previously at the Willamette Center(1984-88) and Lloyd Center(1988-1992),but they lost their space as a result of a change in development plans and/or ownership. 3 The City and Duane Perron each paid Ravenhurst Development,Inc.$5,000 to prepare the conceptual business plan. If the City proceeds with the IMCA carousel museum,the City will owe Ravenhurst Development,Inc.a$40,000 brokerage commission,less the$5,000 paid by the City for the business plan. Fifty percent of the commission would be due when the lease is signed and the balance due when the carousel museum opens for business. December 7, 2004 ,, Page 5 an operating historic carousel) at the Pavilion Building'. The report includes a narrative, building layout, admission fee comparison, comparative facilities data and three financial models -the "optimal" model and the "Perron" model, plus a "hybrid" model. The "optimal" financial model has increased capital investment and marketing/fundraising, but would also produce a higher- quality facility and museum experience with faster growth projected. The "Perron" model has limited front-end costs and slow growth projected. The "hybrid" model essentially reflects the "Perron" model with additional first-year marketing resources to increase attendance. As noted in the business plan, the'IMCA believes that the Pavilion Building in downtown Renton . __ represents a unique opportunity to achieve a permanent home for its__corecollection, with ideal exhibit facilities, guest services and parking, in a densely populated urban area near Seattle. The organization proposes to lease they entire Pavilion Building from the City for a ten-year period with options for an additional twenty years. They would operate an historic carousel and present "the forest exhibit of carousel history, art and whimsy in the country," drawn primarily from the collection of the Perron family. Within the building, the area would be divided into two general areas - the museum portion (which would require an admission ticket, for entry) and the carousel area (which would be open to the public without any entrance fees but would require a fee to ride the carousel). The complex would also include a gift shop, limited food service, birthday party rooms and the capacity to hold evening banquets and parties in the evening after the museum is closed. The proposed museum caters to two basic audiences. The first group is interested in children, whose primary interest is to ride the carousel. They are likely to be from the Puget Sound area and may visit multiple times each year. The second group is interested in carousels. They are less likely to have children and will come from a larger area in western Washington, and some from out-of-state or around the world. !Third year attendance projections for the carousel museum range from 123,460 to 145,660 per year (again, depending upon which financial model is used), excluding banquets and special events. • Proposed Deal Structure The conceptual business plan proposal includes a rent structure based on a percentage of the carousel museum's annual gross income, beginning with no rent for the first $100,000 of gross income, 15% rent on the next $100,000 of gross income, 20% on the next $100,000 of gross income and 25% rent on anything over $300,000 of gross income. For example, the projected rent for the third year of operation ranges from $92,111 to $123,530 (or a range of$9.60/sf to. $12.87/sI') depending upon which fmancial model is used. [For comparison purposes, the "National Fitness Center" proposed $16.00/sf(i.e., $153,040 per year) and Shelby's Concepts proposed no rent for the first two years, $12.00/sf for the third year (i.e., $114,780) and 5% of total sales when sales reach $2,500,000 (i.e., equal to approximately $125,000+ per year in rent). 4 Although Darrell Vange worked closely with Duane Perron to prepare the IMCA carousel museum business plan for the Pavilion Building,the actual lease terms will need to be negotiated by the City with representatives of the IMCA. 5 All of the square foot rent/lease projections are based on the 9,595-square foot open hall. December 7, 2004 Page 6 Depending upon the financial model that is used and the success of other potential fundraising opportunities, the City-paid tenant improvements and other pre-opening expenses could run from between $150,000 and $500,000 for the project. (This compares with $250,000 in City-paid tenant improvements requested by the "National Fitness Center" and $600,000 to $1,200,000 in projected City-paid tenant improvements requested for Shelby's Concepts.) The Perron family and IMCA would contribute between$76,000 and $132,000, plus the $3.8 million estimated value of the loaned carousel, collection and exhibits. The tenant improvements include modifying the floor to support the carousel, lighting and security . improvements and the addition of.office and birthday party room spaces, a ticket counter, food and. . ..... ..... gift areas and a catering prep area. The other pre-opening expenses include IMCA staffmg and marketing costs, plus exhibit lighting and staging. For more information regarding how the IMCA carousel museum proposal compares with the "National Fitness Center" proposal or Shelby's Concepts, please see the attached "Comparison with Other Potential Retail Opportunities" chart. CONCLUSION The IMCA carousel museum represents a unique opportunity to use the Pavilion Building for a public-oriented use that has the potential to draw people to downtown Renton from throughout the Puget Sound region and beyond. The carousel art builds on Renton's craftsman history and adds to the entertainment opportunities and collectibles theme in downtown Renton. The carousel museum would also utilize and benefit from the expansive open architectural style of the Pavilion Building. Although the City would need to contribute additional funds for tenant improvements, the economics of the carousel museum proposal for the City are comparable or better than the terms of the recent restaurant and banquet/meeting room proposal submitted to the City (and later withdrawn) or other potential deals that EDNSP staff anticipates might be possible at the Pavilion Building under the current market conditions. Consequently, the Administration plans to negotiate a lease with representatives of the IMCA to use the Pavilion Building for a carousel museum. The lease will be subject to review and approval by the City Council. If the City can come to an agreement with the IMCA, the goal would be to have the carousel museum open at the Pavilion Building by summer 2005. Attachments cc: Jay Covington Dennis Culp Ben Wolters Mark Santos-Johnson • _ • Pavilion Building Potential Anchor Tenant Targets December 6, 2004 1 DEVELOPER(8) ,Mtvationv, . 2 Jack Alhadeff,JDA Group LLC • . - A„," '!'°16W(67171ATaill Of° in cpft=•,• 4 Bob Parks,TRF Pacific, Inc. I , M Z. ovnerof , 6 Darrell Vange, Ravenhurst Development, Inc. $KuDmjèrugar ntain OitalTi.;fbI4-,;,-PataSaC-0art0.!ReOCIfer$:;.1100.-1,4k4,09.1,9„4-9,019 8 Al Copeland,Al Copeland Investments RESTAURANT/BREW PUB(71) 10 McMenamins • Ft.''kgaiiiifitteiBIotherReitauratits1.(thbfagDantelis413roligrl,c1,11,a,,, Ridozzaltalithileafe 12 Jak's Grill 13 Salumi 7j :„.ye •,• - . . •• • - 14 Tutta Bella Neapolitan Pizzeria(formerly Salumeria on Hudson) _ .-,•,,,' -N,V.1-,144*.Vit.4.1•.;,,, ,1„,,,7„„A___" 4"-AA 16 Chili's Grill&Bar •• •- -m•Tr`• .••-• ; '717:77" „ .-747iche''.6" • •- 18 California Pizza Kitchen, Inc. , • • *A; • 20 Chow Restaurant Group (Chow Foods -d.b.a.The 5 Spot, Coastal Kitchen,Atlas Foods &The '• •'" 401*.),„liciate .e? — 22 Portland Brewing Company 3Duk6A10661'-',40.1) '6V-tfroWderfAtilkWirCitirti... fia, 24 Tom Douglas Restaurants (d.b.a. Dahlia Lounge, Etta's Seafood.,falace„ itchen)„„26-grAMI dig lir Farriisi)13,004-o.Y.:iritsi' . , . 26 Circa(Grill &Alehouse) - 4 •',?•• ,,k-Tc,17 r..--- ;••••=4•-:`•••• ' •- 1•'•• • • - 28 Ruby's Diner • 30 Pyramid Breweries - ;Car! . - .AN ' ' '- • 32 Sam's Sushi q,-zrgrk. V33V,IMCOOrffiler'f&ISetcriiiek:driTS- 5n49.1:FIigtt 34 Merchant du Vin (d.b.a. Pike Place Brewery) 36 Big Time Brewery&Alehouse • -zr, ••.‘ 38 • Elliott Bay Brewery • -- ______Bugs j - 40 Elysian Brewery A- 42 Garden Fresh Restaurant Corp. (d.b.a. Souplantation &Sweet Tomatoes) 1.114:304,61Sette4t14.,111b „ . 44 Armondo Pavone-Armondo's r74514.0:;iiiigiiiiilatdkiganaglibiTORRAterigiRIT151.V. :-ettrk,Are7",.ip 46 Larry Dixon, Dixon &Associates- unspecified restaurant client 41:77,1?;,-",:77F-7.377-7,77;73 48 Restaurants Unlimited Inc. (d.b.a. Cutters Bayhouse, Palisade, Palomino, Kincaid's, etc.) i.48k1Ch01:17,00Grii°01:,q•d; 50 Mackay Restaurant Group(d.b.a. El Gaucho,Waterfront Seafood Grill,Troiani& Rippe's) 76-6ifibi374;•+- . : Pr-n.•,, 52 Gordon Biersch Brewery Restaurant Group, Inc. riw37.1-1-15w,. 54 I Love Sushi 55,== •_ • 56 Wasabi Bistro 58 Mashiko 60 Azuma Sushi 61&:Nruggs • . 62 La Hacienda Mexican Restaurant 63 Sb yTs Restaüraitandice k'StielbyV-06-6110:aritia414.161 64 Holland Restaurant(d.b.a. Burgerville U.S.A., Beaches and Noodlin' restaurants) „.4. ;,• 4-v1,11! etri-Y,..k.:, ^d'it• 66 Manchu Wok --BaQiriVBrocrt•-efV-v—Mirgiiiitliiive'dei4;'GriPPla'='ol4Sitiob ;8;: ied-'111bed16141duiey = . L ,• - • 68 White Spot Restaurants P.e5§Yiai'rjiiiaiYfe-K4fWFPeEzeITFlbitittintWz7r7F7-:t7-Ik - • 70 Chicago Pizza&Brewery rgA7.7.A:Prbp_j,-6A§1§Ii 72 Outback Steakhouses, Inc. (d.b.a. Bonefish Grill) 74 Todai Franchising, LLC (d.b.a.Todai Restaurant) tehtiatAftetnà701.40-iiii001:101(6e.a. 0 76 Fatburger VqrC,Witg'rbVFratais.itOktegqg2-ta,,-R6f:_gi__'fo!t,_Maar-dnrG.rilfkylgl:: P,-i-'4-VM54'*t'a;ieiNf44,4(Fgl -, - 78 Fins Bistro ix* = . • , • GROCERY/FOOD(17) 80 Trader Joe's Wv PC Na u al Maiketi ''',-;s4;'nk,,-4-',:,:',4',.744,14f-3-ieo-sicIl•W:Wor.-€-•-,A;-•fl:Av-;-',,,-71$A.,. 82 City Fish Co. 84 Madison Market Central Co-op 86 Uwajimaya rttpitie-awtogribef :17,7,-;:;:s ,'"44'gOlak7:7:7'77.777:799 88 Beecher's Handmade Cheese •=.. • . - 90 Delaurenti Specialty Food Markets •• 92 Wild Oats Markets Inc. (d.b.a.Wild Oats Markets, Sunshine Markets, Sun Harvest, Beans &Things, People's Market&Uptown Whole Foods) 93 W'Id°AIM': 1441c-Z;-.4i4g,i:,,',;;;.•44;4474,Wr,%44-717-M-4iisdik';'7:4% 411,-,g,',PF.1,012.:": 94 Essential Baking Company ..!-,,S'V';?,7i;f;Z.'717z;;';',''; tbia-:';,F,474,:i.';7-41.= •;;IkiT;'-'1.iWn':',':::'X'-'''7'-V-,W.: :-?•: ,;5:1307,!!! 7.117=iP'' 96 Renton Technical College • BOOKSTORE(5) 98 Borders Books 100 Powell's Books ; DRUG STORE(1) 1 102 Bartell Drugs MUSIC/ARTS/ENTERTAINMENT/RECREATION(14) "":1?,1"L'!A;?.',114k1 IrodrRe60. 104 Cellophane Square (Records) 1-',JNIs'Avti,,k.-• 106 Seattle Art Supply 108 Belltown Billiards 110 Gregg's Greenlake Cycle 1ktprrtionaIMus 'it`q;i00.011.0el'Ark,-06160 112 World State Ministries-Sunago Café 41 fx,-1,0A.1.4-ottrpegtt: 'a;:e1tt4r,,- (,.."1114.= •-,1„,:35„ 114 Shipwreck Beads1I 5 BIuelnsBe ds 116 Impress Rubber Stamps FURNITURE(4) 118 Kasala(Furnishings for Modern Living) ,419kiSijcients' 120 Drees "EVENT" USES(3) $121;'Gii0(it's:Sai)§:; Oiana Post ekitairil,Piketitjaf,g4blimatkotzli 122 Spirit of Washington Dinner Train-potential "banquet/meeting/special events venue" -Nark Santps-Johnson-Shelby'ss,Restary)--�t and IceCreamery&Shelby's Meeting ai,r -'jn uet Facil �.. _. �" Pa e.1 From: "Shelby Varden"<shelbyvarden@msn.com> To: "Mark Santos-Johnson" <Msantosjohnson@ci.renton.wa.us>, <apietsch@ci.renton.wa.us>, <bwolters@ci.renton.wa.us> Date: 11/12/2004 1 0:03:41 AM Subject: Shelby's Restaurant and Ice Creamery&Shelby's Meeting and Banquet Facilty Hello Mark,Alex, and Ben, Mark, in response to your previous e-mail, my fundraising has been giong very well,thanks for asking and for checking in! Alex and Ben, it was a pleasure meeting you the other night at the public hearing for the Lakeshore Landing project. - This project is very exciting and will be a wonderful asset to Renton. I am looking forward to this addition to the city. When I read the article in the paper a few weeks ago regarding the project I became concerned about how this development would impact my business. The public hearing provided a lot more information and better confirmation that this project will come to fruition. The concerns I had about how the Lakeshore Landing project would impact my business really began to sink in throughout the presentation. These concerns include: 1.The Lakeshore Landing is going to be a huge draw with its retail shops, restaurants, amenities,theater, and offices. This will detract from the downtown Renton core and pull business away from my restaurant. 2: It is my understanding that the Lakeshore Landing project will not be complete for 2-3 years,this is the approximate time when I would be breaking even on my restaurant and banquet facility. I cannot risk a potentially big drop in my sales revenues at such a critical time. 3.The area where the Lakeshore Landing will be located has wonderful visibility,easy access from many directions, and lots of convenience. The location of the Pavilion building is too far away from the location of the Lakeshore Landing to really benefit from this traffic flow. The main traffic flow to and from the Lakeshore Landing doesn't go through the downtown core of Renton. 4.With the city focusing on the Lakeshore Landing I feel the downtown core revitalization will be pushed to the back burner and the redevelopement effort will focus on the south end of Boeing and the Renton Highlands. From a city business standpoint,this is where more revenue will be generated for the city and thus, I would think the city would want to focus. 5.The city has done a wonderful job with the Farmer's Market,Open Cinema,concerts,and other great activities in the Piazza. Unfortunately,these are very seasonal and even though they are beginning to draw more people, it will not be enough to sutain my business during the off season and days without activities compared to the draw of the Lakeshore Landing. 5. It appears that the Pavilion Building tenant improvements I will be asking the city of Renton to pay for will be between$600,000 and$800,000. I feel that my"modern day Farrell's" restaurant and banquet concepts will be a big driver of people to downtown and will achieve the goal of helping revitalizing the downtown core;although, I don't get the impression that this dollar amount will be realistic for the city. Even if the city fronts the money,this would not help sales decreases when the Lakeshore Landing opens. Based upon these concerns and the increased risk of opening a business in the downtown core of Renton with the Lakeshore Landing project, I am going to withdraw)my proposal to open Shelby's Retaurant& Ice Creamery and Shelby's Meeting&Banquet Facility. I have tried to separate my emotional connection to my business plan,the work I have put into it, along with the work and time others have devoted to my business plan and proposal In taking the emotion out of the equation, it would not be a good business decision to move forward with my plans at the Pavilion Building location. I will continue looking for other locations and will look at the Lakeshore Landing, pending the typically higher lease rates of a new retail Mark Santos-Johnson Shelby's Rest ,:Tit and Ice Creamery&Shelby's Meeting r J,Ban-guet Facie - Page development. I would like to thank Mark for his time and efforts during the proposal process, he has been great. If the city decides to use the Pavilion Building for a meeting and banquet facility I would like to be considered as a tenant and will submit another proposal. There is a difference between the draw of a restaurant and that of a banquet facility. A meeting and banquet facility is a destination spot and the Lakeshore Landing would not have the same pull of people away as the restaurant would have. In spite of the impact that the Lakeshore Landing project had on my decision to open a business, I am still very glad that the city of Renton is moving forward on such a:tremendous project and look forward to its opening. If you decide you have no more need for my proposal, I would like to have it sent back to me or I would be happy to pick it up. If you would like to keep it for your records please feel free to keep the proposal. I thank all of you for your time. If you have any questions, please feel free to e-mail or call me at 425-255-0647. I wish you the best! Shelby Varden Get more from the Web. FREE MSN Explorer download: http://explorer.msncom CC: <kwheeler@ci.renton.wa.us> Pavilion Building Comparison of Recent Proposals December 6, 2004 International Museum of Shelby's Restaurant/Ice Carousel Art - Carousel Creamery & Museum Meeting/Banquet Facility "National Fitness Center" Ten year lease with options for an Ten year lease with several five- Five year lease with three five- Lease Term additional twenty years year options year options y .... .:."., ...,.,, ......r.-: -..a3:f.,r.,`.:'-`..n"'.aC:'...r',.t,..,.as v�`ry F eu,�X:.::4d[awY.s Tel.:,G. �1.saaa.,:.�,.,._,...,,,,,�a.._y.'.<r.a.'»:,.,....<�..:a.:e�.........._._.�:..�,,,:5.—s;.:z.".k"'r.:�;,;,+�,,..r.•.<.:.,...�u.:�??.r.....�,........,_.,._... .r,....." �7 D^a...._-, ' Space Entire building Entiebu:•ld'>..in.j..: Entire building- r�� r ;Y: ';';'•=7.," 77277 7,77T7',,^ r ,.7. _ ,. ...__ _.,..._, -7 .7 7:M„.idicaT{"4"aPaw.l"ff.� • No lease payment for the first 24 months of operation and then Rent payments based on $12/sf;when sales reach $2.5 percentage of annual gross million/year, lease payments $16/sf for years 1-5; increases Annual Rent/Lease income-tiered to 25%of annual change to 5%of total sales (e.g., every 5 years per formula not to Payments gross income over$300,000 $125,000+per year) exceed 10% xs'".'".e�3-✓.,,,;*m;1•ey`••.'*ams:ec^ b^F',_•^a. a•'�._.:,, •-"„��*e.A.�s--'^.c-'�.°" v ' ^-=a�-''m,-'....�-^^^^^i'=� t',�. s^R. ;•r^�., _. ,s`,. Projected Rent/Lease Payment-Year 1 $42,091 $0 $153,040 '.'.''•-a"^.y..'°..'°,'`,q'',..'....,". '+'aT,`'r`a .�5.' .rl+"';;�"^'t° »;'��''J�°;•."�'.:`'' a'zr-; `4+ ^:!x'67 ..rv�.r„"w?a�r, y,. Y:S:., '. :_.2...�,.�,-�:• .^� , �4.:." ��.�.;�"' ��...� �vr.,,,5y,..�_,...�.ax 3',.,r r.,'=s.:.��..:_:..;,� '•`•.°{%:sp''rs4'->.:,�,�c.»,.�.... ...s "•e^:y: Projected Rent/Lease ^s:�.:.�::,._.-y.'.n`.;.:•-::,;ga::,Fw'..°.^,.+Mr.L^+:,,^�.^.wWx,s-�',f...^"�'t"�%.,_-.-...'...-y,.,-"r.,._,_v.ry�.,,.T.,�" Payment-Year 2 $69,388 to$94,172 $0 $153,040 •.:,' .::' ^^,S:- T-^fid..Y2,.-,.,- .,�C';-,--er v•,y,y.« .,Fa.. w4'T^"q:^i :P'�:.-k•- ... :.. ., �.;,•^�"`3".:.,. ,.,+ ✓s.ar - 1 4 e....L..ia G i eL S {u.4 ,.,eE '�::; :.,....Cv.... c.1. ...L•.�..d °':5+.'.�d�'4,...�:��'[ ,r 1 ..«r—,-m _..............«,......-....�,.,., .�,. .,... ..<,..wi..^... <«..w .. ..0 m.. ....... ..c. :..w,,.......1?:',71 w 7=173 Projected Rent/Lease Payment-Year 3 $92,111 to$123,530 $114,780 $153,040 r`r..?'ev-„-,.;,r,TT.: ......r^�{wr^•ra;,�s..., M:<. ..t- ....Y., ,.neMx. dx«...e ^, . , y"i •...•yry.,r+ -7771'7744.-',3'`>'tr^-a.:i^.;^.•r•M: e,^';�;^g 's,n�a'-•'�"'°,'�m-;, v.?^,-r-•-'•,-,,s';p,.,«......",",i •,�,,,., ^.,�, Projected Rent/Lease Payment-Years 1-5 $344,340 (more if sales reach or Cumulative $413,487 to$542,115 exceed$2.5 million/year) $765,200 p..T.PpY.,s,,. .,>•,..Ro. �"�"''='�`-:;�^••—...:,-,g ,R-j..,;-.�avu:,,�;..-�,.,, ;r,-, �^-s"'x �, r -9-?.;x:^,. _ -•:.. ., r^,;...,_, _�•_ .-...:_ ..a.,.-,�n.•v ... ... Y;� ':"�'?. ,'.i::.-:.a.., _'= .>- °:'.^?:i`:a"#'rs+;•� ?'-'Y.^'":"r..,m:t,^^'4 ,!;'*.'..•�,.-�+=r..”a•,g"s"` .i:P' ':^'p!`rc";-v approximately$68,868 (more if Average Rent/Lease sales reach or exceed$2.5 Payment-Years 1-5 $82,697 to$108,423 million/year) $153,040 s„•.-„,,„;.:;r.,,-.c'-:+--n+y-q-,•,,z..-.--.-,,e•.:,,.-,..-„'-:_ ""2-za.:'v.'. :.:.r•„--,.:...,.:-,..p,-,-.: tr ;.r;°.ozr.•'-,.'�„_, `rr»„y,«•.,,;,,.„� -,Z:-,....:-:-:-:w�-m -, i..•... 1•.:.� ,-rr .. , .,:,., ,,, ... ,.-Y`i`. ...,,�;:.�,"�::......-... .. ., .: h. f, [.. .'^6raT'•iP -!':.'c•t:7 .,,,-^"""':-"'r,""r='..,_- n.-�-.•:'i.'trA;^�, w_a_..,,<e... .... _ ...,...._...........�....s..s-..,�_.._..__.. ..•a....w., • �.,.v..we..-..da,.:,.^....._.,..._.....,.-.»,v.. ::ri.�-:..:___.>�,r.a�,��.':..:.....u..,..,..w...'',a.sg:...>�,r+, _._.,...,,,.,-.__-:`u::.:,..,......Isis v_.,.�.t„��.-. e.,s:..."t'wi`t>,_:::..:,:_'::.;..,.�._:.:.5,>:.::.«•..��,_..<.`�"S Average Rent/Lease Payment per sf-Years 1-5 $7.18 (more if sales reach or (based on 9,595 sf open hall) $8.62 to$11.30 exceed$2.5 million/year) $16.00 L's.. s.•.” ,.�.y,., -,.x;a.A^S,,,.27...u.:s"z^.a.T^"=' �.,":F.-y". +-...r'^4•a4. ^".'*:c:.2-7—,,� ,..pr„w•.,.,;s,,..e , -7 ,..-_ ,,-777 re,^ -,,,,•, ,..;,-,. a-n:;s'-;-'�,TMf• .::1''747757s):=47-977=-,===:•757."7,. ...a..., ...r"s�'.:.4,u:..:.w,.,..,......,.�.F.'i:ao:;c::.:+an:..� '�•�z��-''`'�ti,- ; n<.�,.. ,�-:�..rs�'��'t�,x=.,��...s4:.... t.^' _r, '�, � ma,... =� Modify floor to support carousel Add full restaurant/catering weight; lighting &security kitchen, ice cream parlor counter, improvements; add office and lounge with fireplace &bar, both birthday party room spaces, a main and private dining rooms Add showers, locker rooms, a Major Required Building ticket counter, food and gift areas and renovated meeting &banquet babysitting area, office space& Modifications and a catering prep area facility space lobby PL'» _ . .:....:«w...« e"4'777 771." ,.x w . w : .:. Tmw « :L".i,i.: .HYwy.'.^,.wC„"+".^.w�"m.�o-x..r,w..,w.u....i......w»Lu.weM.me...N'm..,5.:R.•r..............a....Tara:s� %.w,,.,....,..t.. All tenant and leasehold improvements, plus related Approximately$150,000 to architectural and engineering City-Paid Tenant $500,000, depending upon costs costs. Estimated costs range $25/sf tenant improvement Improvements &other fundraising from $600,000 to$1,200,000 allowance (e.g., $250,000) 770'77 4.717'77-w , r,5t.w""7:77F^,7,?e.;,:v'^ ""^;+,a:*.T-r�'717. 42Z.,Zaf .:?w'„�� i,. .: :?;.x:• •:,:c,"-*." - - Between $76,000 and$132,000 - ---All personal property in the (including in-kind goods & building, including furniture, services), plus$3.8 million in fixtures &equipment(FFE) - loaned carousel,collection & included in other upfront costs All tenant-improvements over Tenant-Paid Improvements exhibits below $250,000 City contribution Pre-opening IMCA staffing and $685,000 in projected tenant-paid marketing costs, plus exhibit opening costs, including FFE, lighting and staging, included in training, pre-marketing, starting above City-paid and tenant-paid inventory, case reserve and start Other Upfront Costs improvement figures up costs N/A - ,_,�:.:;T; , 6%of gross lease amount of the initial five-year lease term (e.g., Commission/Leasing Fee $35,000 N/A $48,000) . = r Tenant responsible for leasehold - tax&insurance; City responsible Limited initially to a maximum of for exterior common area $4.00/rentable sf per year with no Operating Expenses/Taxes maintenance TBD more than a 5% increase per year p- t:«. -r:. '_:r,=.v^.'<°t+'+-:n^,.^ n..rrnr,. .•e�gr, rTw,.r: s:'•vMrr, "e :.rv;,w'y."y,-,�,.,.,..., ...F_ '117..^c .,+.r..--..«.csr...a-;,.�.:..,rs._._c:»c. ,<.a;•r'.= „^^'e^sx;r-r.,..+4' ::^„'r-,-.m„-.>..--"'e-'"«-,-• ,s.H :..,,,..:.,.:;.„,.,,;,;,.,.._;..�..:_a.x._.u...,c.;,,'ti_:':::'.:.:.>:.�...sx..u'..':•:�..r..,°cae:.<wx.;-:.._c"a.^....�.�.w._.c.,.�•a..,.,...�..,.,.,..d�«:-�.,.,.A.-...,,,..,,.........,,.,.:..,_u.... .__.�......»-.,.._......_...L.....__..........,.-. .,>:._.,.,....,._.�,....:,.,..,...»..r...., .,...: .,_..._...y......<.,.,_<,__.,.................._„.a..._,....,.., Utilities Tenant responsible for all utilities TBD Tenant responsible for all utilities ..:...a..„.„...°,,..L ,:., ....w.,..ed,:,.:.<......_:a«.::.:„,..,...:,...._.w_:-«.,..ti_,....�'r...»«.,..,..w,::..._—_:.w.x.......«..�..,...}..,«.,..,.:....••..,.,.:,..2 _,. •...w:'a....»;.....'..«.....::e.y.,n...,.a.....,....,._,.. ..._.-....-....._,..�........XdL.w....w.»»C....,..... —7.4.M=2,7,77:27;,=7,72;17 Tenant has funds budgeted for maintenance, repairs and City maintains the structural janitorial services, but City versus components of the premises, plus Maintenance and Repairs Tenant responsibilities TBD TBD the fire sprinkler system • ,,•--- . •••-• ... , . - • . . . • . . . . . . . • • . • . • • ... . • , . . • ' • . .• •• ,• . • • • , 1 . : • . 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S te -- /1 rAl -, 4.. ' -- . , ,...,.! _ _c:::._,.....;1 \__.______.—,--r,a0kin-,,- •-•r"' e". !' ' . \- .7.,:._,----_,,:.' •y,.. ? - t,,i�,I� 1-141 �� ? `,.. . ; ,e,""'J. rc. gz� i„ Ik ,� _ J } w fit•, �'E (e� �l A 1,4 k� `r tib .- p..i '' °,,e,k� i I pk.+ f ji p/Ili r: _ k _ „ 'p.. .st=s • Y - — ' -7x+r `C � NAS. —-_� 4 - .r �� v `� R .. �` _ - - +. - i• -. �',. - �-. rte`—.�.'M1 'a. h sew „x, S.'- z ;sem«.1 -•- iv°� '"4 -. - a ? „ , International Museum of Carousel Art—Business Plan ' A'°y'fg Ali a A'zi . Ravenhurst Development, Inc. 4' 11/29/04 • • 1. INTRODUCTION AND SUMMARY A. Introduction The Pavilion Building in downtown Renton, WA,,represents a unique opportunity for the International Museum of Carousel Art(IMCA) to achieve a permanent home for its core collection; with ideal exhibit facilities, guest services and parking, in a densely-populated urban area near Seattle. IMCA proposes to lease the Pavilion Building from the City of Renton for ten- year period with options for;an additional twenty years. In the Pavilion, IMCA would operate an historic carousel and would present the finest exhibit of carousel history, art and whimsy in the country, drawn primarily from the collection of Duane and Carol Perron. This business plan estimates the costs and revenues for such a facility, compares the operating assumptions with data from other comparable venues, and makes recommendations regarding the services and market segments the museum should try to capture. B. Summary of Conclusions • Viability: Based on our analysis,the carousel museum concept is a viable use for the Pavilion Building, where viability is defined as a use that: 1. Contributes to the activity and vitality of the downtown area; 2. Pays rent to the City at;dose to a market rate; and 3. Requires similar investment levels on the part of the city to those required for any retail tenant. This conclusion is subject to an important caveat. In order to be successful, the museum needs sponsorships and fundraising for front-end capital investment in the amount of around $300,000, and the organization will need to develop a marketing staff that can continue to seek community and corporate support for the facility. The carousel and museum combination would bring between 100,000 and 150,000 people to the downtown each year that would not otherwise visit downtown Renton, including tourists, regional visitors and local families with their children. International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 1 • While most non-profit facilities cannot afford to pay any rent, this operation could afford to pay rent between $10 and $15 per square foot by the fourth year, depending on the assumptions used. $15 to $17 is deemed to be "market rent" for the space. The museum would need a minimum of$100,000 in tenant allowance, which is similar to the needs of any tenant moving into the building. Expertise: Duane and Carol Perron have the expertise to operate a carousel and associated museum, as has been repeatedly demonstrated over the past twenty years. Their organization operates at least five carousels currently in various locations around the country, and they operate a museum facility in Hood River, OR. They have also staged temporary exhibitions of their collection in Portland and Seattle with great success. As individuals, they possess the largest collection of historic carousels and related artifacts in the country, and they may be the most knowledgeable people on the subject anywhere. 2.THE PERRON VISION While around 10,000 carousels were built in the United States over the past 100 years, only a hundred remain intact, because they are large, cumbersome objects to display and operate, and because the value of the individual horses can exceed $100,000 per horse, and an individual piece is much easier to display and maintain. As a result, the few remaining carousels are being broken up and the horses dispersed to collectors. The Perrons have always felt strongly that the dynamic experience of riding a carousel is more valuable than the static display of the horses, and that the art and the history can be better preserved by keeping the carousels intact. Twenty years ago, they set out to save as many of the remaining carousels as possible, and they now own 23 mechanisms and over 600 horses. The collection is valued at over$8,000,000. They continue to purchase machines whenever the opportunity arises. They steadfastly refuse to sell any portion of their collection to pay for the restoration or maintenance of the carousels, and instead, they have funded the care and acquisition of additional machines by the operation of five or six of their carousels in malls and parks around the country. This program generates nearly a million dollars each year,which they plough back into their passion, rather than enriching their lifestyle. While they have created a non-profit organization, the International Museum of Carousel Art(IMCA), they continue to own the collection personally. Their goal is International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 2 to give the collection to IMCA once IMCA is strong enough to ensure that the collection will never be sold, but that condition does not yet exist. Their goal with regard to Renton is to create a permanent home for the collection, which can generate revenues through admissions, ride sales, parties and banquets. When the Renton facility proves that it can support itself financially, the Perrons will consider transferring some portion of the collection into the self-sustaining non- profit. The Perrons are mavericks'in the carousel community, and not all of the collectors and organizations share their views. Because of their dogmatic positions, they do not receive much support from the national carousel organization. But to their credit, they have single-handedly accomplished more than all of the other collectors and preservationists combined. They are not good fund-raisers, but they are excellent nuts-and-bolts people. They do not have "sophisticated" ideas about marketing and museum displays, but they make up for it through commitment and total dedication to their field. They are, frankly, a mixed blessing, but they are exactly what they say they are, and their commitment should not bel dismissed. 3. ALTERNATIVE DEAL STRUCTURES • After all the analysis is done, there are basically two ways to build a successful carousel attraction on this site. The simple way is to put your faith in the Perrons' track record, turn the building over to them and let them build the business their way. They will fill and open the facility almost immediately, and will build attendance slowly using a simple marketing approach. For the more refined and costly elements, they will use a bootstrap approach, investing in the facility and its operations as funds become available from cash flow. This approach requires a lower city investment, and has less direct involvement and less capital risk.to the City. The second approach takes the Perron proposal and augments it in the places where it is weak, namely capital investment and marketing/fund-raising. This would require a larger capital investment on the part of the City, as well as more direct involvement. But it would also produce a higher-quality facility and experience, faster growth, and a more community-embracing program. In the two financial models, we have projected the costs and revenues of two programs. The first is based on the Perron proposal, with limited front-end costs and slow growth. The second is an optimal model, presuming that a professional development and fund-raising program could be implemented. This is the program that best fulfills the goals of the City, but it would require that the skills of the Perrons be augmented either within or outside their organization. International Museum of Carousel Art—Business Plan Ravenhurst Development, Inc. 11/29/04 Page 3 • A. The Perron Proposal. While the Perrons have not made a concrete proposal, we have summarized the basic elements that they would propose. These include the following: • A ten-year lease between IMCA as lessee and the City as lessor with options for an additional ten or twenty years. • Rent paid to the City based on a percentage of annual gross income, on the following schedule: • No rent for the first$100,000 of gross income. • 15% rent on the next$100,000 of gross income. • 20% rent on the next $100,000 of gross income. • 25% rent on anything over$300,000 of gross income. • The City would provide $100,000 in tenant allowance, in a combination of building improvements and cash. The Perrons and IMCA would contribute approximately $80,000 in goods and services to build out the facility. • The Perrons would fund all operating shortfalls. • The Perrons would not be compensated for their management or for the loan of the carousel or exhibits, but their expenses would be reimbursed, at a cost estimated at$20,000 per year. • • Duane and Carol Perron would move to Renton and manage the facility full-time, in addition to the paid staff. • The Perrons would execute a lease agreement between themselves and IMCA, loaning IMCA the carousel and a defined list of exhibits for display,for$1 per year, for the duration of the lease. The lease would allow for exchanges and replacement of the artifacts to keep the exhibits fresh and interesting. • If, at the end of the third year of the lease, the facility is not generating sufficient income to pay the City at least$100,000 in rent per year, either party has the right to terminate the lease. The City may elect to continue the lease with'a minimum annual rent payment of$100,000. • The tenant would pay for utilities, insurance and all janitorial within the building; the City would pay all exterior CAM and property taxes. International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 4 ■ All operating surpluses stay within IMCA after the initial operating losses funded by Perrons are paid back. These funds will be used to improve the facility, maintain and repair the exhibits and carousel, and on additional programs within the facility. B. A Possible City Response The Perron proposal described above would accomplish many of the City's objectives, and over a fiveyear period, we believe the Perrons could build the facility into a self-sustaining, positive cash flow attraction. But if the organization is to be the long-term receptacle of their collection, it needs broad-based corporate and community support, and this requires a marketing and fund-raising capability that the Perrons do not possess. This is particularly true at the front- end rontend of the process, where we believe the program needs in excess of$300,000 of donations and sponsorship to launch the facility, and make the initial experience a first-class visit. Compared to other similar ventures, the fund-raising needs are quite small, and should be quite attainable with the right personnel, but the Perrons strengths are in operations and in their Ownership and knowledge about the exhibits, not in marketing and development. For the program to be a success, or to reduce the risk to all parties, the City should ensure that this element is strengthened. As a starter, the City might consider the following response to the Perron proposal: ■ Accept the basic deal terms. ■ Require that the Perrons hire an Executive Director to manage marketing and fundraising. The candidates might be screened or reviewed by the City. ■ Require that the banquet/catering opportunitybe.contracted to a single catering firm, with a provision that they provide the needed furniture and equipment, and that they prepare and provide a significant marketing program for the business. The Spirit Train organization might be an ideal candidate. ■ Fund an extra $50,000 to $100,000 in tenant allowance specifically for the sponsorship and fundraising efforts. This could be in the form of paying the salary of the Executive Director position for the first year and preparing marketing materials. International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 5 • • • Stipulate that most or all of the surplus funds be used to upgrade the facility and presentation of the exhibits and for marketing, rather than for acquisitions, until some financial threshold is reached. • Require evidence of a $200,000 letter of credit from the Perrons to underwrite the initial operating.losses. • Require audited income statements and a progress report form the Perrons every six months, until such time as annual rents to the City exceed $150,000. • Require that the entire$100,000 in tenant allowance be used for facility upgrades and presentation of the exhibits (lighting, interpretive graphics, staging). • Limit payments to Historic Carousels for management and overhead to some fixed amount, such as$20,000 per year. Beyond the terms of the agreement, the next steps are to have the Perrons provide more detail of the exhibit contents and facility layout, and to organize a marketing/fundraising committee to provide guidance and support to the Perrons in this area. 4. PROJECT DESCRIPTION The museum caters to two basic audiences. The first group is interested in children, whose principal interest is to ride on the carousel. They are likely to be from the south end of Puget Sound, and may visit multiple times each year. For them, the museum is one of many places they take their children (or grandchildren)for an entertaining excursion, during the week or on the weekends. They may or may not be price sensitive, and if they visit often, they may choose a family membership. The second group is interested in carousels. They are less likely to have children; they will come from a larger area in Western Washington, and some will come from out-of-state or around the world. They will be more interested in the museum display than the opportunity to ride the carousel, and they will be less price sensitive. The carousel museum will cater to both groups, and will occupy the entire Pavilion building, leaving the Piazza and surrounding transit center and parking structure as they are today. Except for signage, the museum would not extend International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 6 beyond the perimeter of the building, although the museum may use the patio on the west side or portions of the Piazza for special events, in coordination with City staff. Within the building, the area would be divided into two general areas—the museum portion, which would require an admission ticket for entry, and the carousel area, which would be open to the public without any entrance fees. Instead, the carousel rides would require a ticket, which can be purchased at the cashier location. PARKING AND FUTURE . _ EXPANSION ACTIVITY ACTIVITY MEN LOBBY I unt113.1 ACTIVITY ACTIVITY I ca-T'I ICOM 4 ROOI'1 ROOM 4 L__ DIS.PI AY DISPLAY DISPLAY DISPLAY DISPLAY D - ••T DISPL•T MUSEUM DISPLAY � 1' I \( MUSEUM ` DISPLAY O ¢LU I AGFK TCH ' I SPLAY DI Y�\ M0.15FlJM 1 DISPLAY I PIAZZA RENTON CAROUSEL CENTER PARK RENTON WA In addition to these two primary elements, the complex would have a gift shop, limited food service, birthday party rooms and the capacity to hold evening banquets and parties in the evening after the museum has closed. .A. Exhibit Program 1. Exhibit Elements The museum area would encompass about 60% of the building area, or 6,000sf. It would be separated from the ride area, which is open to the public, by a low fence or balustrade. The exhibits would be similar to the exhibits presented in the Hood River museum, and in fact, many of the pieces in that museum would be transferred to Renton. This would be augmented by some of the mechanical elements >} :. International Museum of Carousel Art—Business Plan Ravenhurst Development, Inc. 11/29/04 Page 7 displayed at the Pacific Science Center, and a number of new displays of collectibles and ephemera. The Perrons are working on a more explicit description of the exhibits and their layouts, which will be provided as soon as they are available. 2. Ride Elements The facility would have one operating carousel, and the Perrons propose to use the largest machine that will fit in the building from their collection. This is a Spillman Engineering carousel, built ca. 1918, which is 40 feet wide and has a capacity of 40 people: It features three horses abreast. The mechanism is being operated at Clackamas, but for the Renton facility, the restored horses would be featured on the machine. The Perrons would also bring the miniature ferns wheel from the Clackamas venue. It stands 16 feet tall, and can carry about a dozen kids. 3. Sound and Music Elements Music would typically be played over the sound system, but the exhibit will feature a restored and fully-functional band organ from the turn of the century. 4. Seasonal Events • Special events would be programmed to complement the community's existing events and schedule, but special activities at Christmas and Easter would be featured. B. Guest Services As described in the introduction, we have prepared operating projections for two scenarios. The first is the optimal program, where a certain amount of initial fundraising takes place, and the operating expenses reflect a high standard of museum operations. The second model is based on getting little fundraising support, where the Perrons are funding the operations out of their pockets. The operating costs are shaved wherever possible to reduce the initial operating losses, and attendance and growth figures are lowered. The basic facility program and operations assumptions are the same for both models, so the descriptions over the next few pages are identical for both. When we get to the section on income and expense, the differences will be highlighted. International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 8 • I j 1. Birthday Party Rooms There will be at least two birthday party rooms in the building. One will occupy the service room at the northwest corner of the building. The second may be on the balcony area over the east service area, accessed by a new stair. The floors will be finished in a colorful;washable tile, and the Walls will be decorated with large scale photo murals of carousels. Each room can accommodate a children's party of 6-10 kids, and will have a table, small chairs and a side table. Larger groups could use a corner of the open carousel area, separated from the public by a balustrade. Parties will be booked for one or two hours, in advance, and will require a deposit. The basic package will include the room, balloons and two rides per child. More extensive packages can be offered, including cake, pizza, unlimited rides and/or invitations. In our baseline projections,we use a $40 basic fee. Other carousel operations • surveyed have.base pricing ranging from $39 to$95. We project 8 parties per week, which is three per weekend day plus two during the week, or 32 per month. Four other facilities, most having only one party room, averaged 40 parties per month. Other Perron locations, such as Clackamas, give away the room for free, and sell rides instead. This method produces between $20 and $40 in ride revenuesper party, but the method is used primarily because the Clackamas operation is on a short-termlease, and cannot book parties more than a month in advance. 2. Banquet Facilities The exhibit layout has been planned to allow the exhibit pieces in the center of the building to be moved easily, to allow an area to be cleared for a banquet configuration seating 200 people. A banquet layout will be provided by the Perrons. The,northeast quadrant of the building contains a storage room that can be used as a catering staging area to support the banquet facility. The room will contain prep tables and a sink. If the program warrants it, refrigerators and a commercial dishwasher may be added at a later date. Most of the facilities we surveyed offer evening parties and banquet space, with room for between 175 and 250 people standing, and some with banquet space for over 200. All had a minimum fee of between $150 and $250, which might • International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 9 • • cover only the first hour. Two of the facilities had between 120 and 150 events per year. We are projecting one per week, or 50 per year, with an average fee of $800. These figures were confirmed in discussions with Columbia Hospitality. In addition to the facility rental fee, the museum could get a fee of 5% of the gross from the caterer. 50 events with 150 people each, with a dinner value of $50 would produce$18,750 in additional annual revenues. This number has been added to the revenue forecast. If the museum is willing to commit to an exclusive caterer, the catering company may be willing to fund the promotion of the banquet business, and potentially organize the bookings and scheduling. The Spirit of Washington Dinner Train might be an excellent partner for this venture, as they have recently built a large catering kitchen a few blocks from the site. Since we are projecting only 52 events per year, and many of those will occur during the holiday season, there will be only occasional conflict with the public schedule for the museum. When an event is scheduled, portions of the museum may close early to allow for set up. During the Christmas season, which should be the busiest for both banquets and carousel rides, every effort will be made to keep the carousel section open to the public as long as possible. • 3. Gift Shop The facility will have a small gift shop, on the public side of the venue. It will cater to both the family excursion customer as well as the carousel enthusiast. The former will feature baubles under$5.00, while the latter will include books, photos, replicas, miniatures and other specialty items. We project a sales volume per visitor of$0.50, or$75,000 per year. Four other carousel locations had gift sales between $79,000 and $125,000. Venues such as the zoo and aquarium typically generate over$1.00 per visitor. 4. Food Service The museum will have limited food service, but the exact program has not yet been determined. At a minimum, soft drinks, cotton candy and packaged cookies and candy will be available. Kettlecorn has also been popular at other venues. Other similar facilities found it desirable to add hot dogs and other more substantial food items that were easy to prepare and serve. The carousel in Helena, MT has added an ice cream parlor to their facility, and sells over$100,000 in ice cream each year. This complementary feature adds a reason for the trip and increases the stay time, making the visit a more significant event. This should be considered for Renton, if not in the facility itself,then in an International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 10 adjacent space. The existence of the museum will make such a use far more viable for the downtown. 5. Hours of Operation Duane Perron has proposed summer hours from 12:OOPM-9:OOPM, seven days a week, and winter hours of 1:00PM-6:OOPM five days a week, but the final schedule has not been resolved. Our budget is based on 10 hours per day during the summer hours and 6 hours per day for the winter hours, with operations 360 days per year. In order to capture the weekday mom with kids, it may be more desirable to operate from 10:00AM to 8,:00PM during the summer. This may also appease the residential dwellers adjacent to the project. It may also be appropriate to close the facility on Mondays, for cleaning and to give the staff a more normal work week. C. Attendance, Memberships and Ticketing 1. Attendance Attendance projections are estimated from attendance figures at comparable facilities, but since every venue has its own particular characteristics and market niche, comparisons are speculative at best. Attendance at the largest Puget Sound museums and attractions all exceed 400,000 per year: Woodland Park Zoo 1,200,000 Seattle Aquarium - 600,000 Experience Music Project 800,000 Pacific Science Center 900,000 Seattle Art Museum 400,000 Annual Admissions I International Museum of Carousel Art—Business Plan Ravenhurst Development, Inc. 11/29/04 Page 11 • • At the other end of the spectrum are the smaller venues: Seattle Childrens Museum 200,000 MOHAI 60,000 Burke 50,000 Everett Childrens Museum 50,000 Odyssey Museum 40,000 Tacoma Childrens Museum 33,000 Annual Admissions It is difficult to project attendance for the carousel museums around the country, as many do not track admission. Instead, they track the number of rides sold: Indianapolis, IN 400,000 Spokane 290,000 Missoula, MT 220,000 Salem, OR 215,000 Mansfield, OH 170,000 Helena, MT 98,000 Ride Tickets Sold For our baseline projections for IMCA in Renton, we again distinguish between the children-oriented, pay-as-you-ride visitor and the carousel museum visitor. Based on the best information available, we use the following estimates for attendance during the fourth year of operations: Museum Admissions 57,200 Carousel Only Admissions 74,360 Membership Admissions 5,200 Total Attendance 156,760 Paid Carousel Rides 148,720 Total Carousel Rides 231,120 So for the museum component, we are projecting attendance similar to the Burke, MOHAI and the Odyssey Museum, and considerably less than the Seattle Children's' Museum. In terms of rides sold,we project about 149,000 rides, which is significantly lower than any of the carousel museums, even though they •are all in much smaller markets (except Indianapolis). But when the membership rides are factored in, the total is around 170,000 rides, which is y«: International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. '`=``` 11/29/04 Page 12 • closer to the other carousel venues. By adding rides taken by the museum visitors, we reach a total of 230,000 rides. Since most of the other carousel venues don't have a museum component, at least some of these rides represent customers they would not get. 2. Membership People who bring their children often, or some people who simply want to support the carousel museum, will choose to purchase an annual membership instead of paying each time. The membership is good for admission to the museum, as well as.unlimited rides on the carousel, for one year. Memberships at the Woodland Park Zoo and Aquarium number over 30,000. Very few of the carousel museums have memberships. The museum at Sandusky, OH counts 700 members, but it is principally a tourist museum, where guests come only once or,twice a year at most. The carousel at Salem, OR, recently started selling memberships, and after nine months, is selling them at a rate of 70 per month. For our projections, we are using 2000 family memberships per year, plus 200 individual memberships (intended primarily for one child households). These 2200 members contribute'25,000 trips to the total attendance figures, or roughly one sixth of the total. 3. Ticketing • Ticket prices are probably:the most conservative element in our assumptions. When you enter the facility, you have the option of two ticket plans. If you wish to visit the museum side, you must pay for admission, but all carousel rides are • free. The admission prices are $7.00 for adults and $3.50 for children, which is the lowest of all of the twelve attractions surveyed and compared on Exhibit 3, the Admission Fee Comparison, except for the smaller children's museums. If instead, you are not interested in the museum, and only want your children to ride the carousel, you can buy individual ride tickets for$1.50 each. In our carousel survey, ticket prices typically ranged from$1.00 to $2.00. We believe that the museum admission could be raised to $8.00, and the ride fee be raised to $2.00, without significant reductions in attendance. 4. Impact on Parking No new parking construction is proposed as part of this business plan. In fact, one of the significant advantages of the site is the existence of the City parking International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 13 • structure to the north. With approximately 200 visitors during weekdays and perhaps 600 on busy weekends, the parking demand is likely to be for 30-50 parking spaces during the week and 75-125 spaces on weekends. The garage has ample capacity to provide these stalls. Because most of the visitors will arrive on the weekends or in the evening, we do not expect that the museum guests will take parking spaces away from commuters using the transit system. We do not expect visitors to the museum and carousel to stay for more than two hours, so the parking may not generate much parking revenue. Perhaps 25% of the visitors could stay long enough to have to pay for part of their parking. A greater opportunity for City revenues comes with the banquet operations. In this case, visitors are expected to stay for more than two hours. With 50 events per year averaging 150 guests, and a parking fee of$2.00, the City might generate between $5,000 and $7,500 per year in parking fees. D. Marketing The budget carries$30,000 per year for media and advertising,which is as high as the highest marketing budget for other pure carousel operations. The marketing plan should address distinct efforts for each of the two principal customers: the carousel/museum enthusiast and the parent with kids. Elements of the marketing plan will include the following: • Free television and newspaper coverage on Opening. IMCA has demonstrated great success in previous openings to receive extensive coverage. • Free, discounted and co-op ride tickets. These may go out in the City's utility bills, be given away by sponsors such as Ikea, or be included in co-op advertising in newspapers and parents' magazines. • Paid and co-op advertising in periodicals such as Seattle's Child, which has already expressed an interest in a co-op program. • Advertising and collateral materials focused on the tourist market. This business tends to build slowly. International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 14 5. FINANCIAL PERFORMANCE A. Operating Income —Optimal Model The "optimal"financial model (pf 041101 base.xls) shows total gross income of around $900,000 once the facility is established. In the third year of operations, this income is distributed as follows: Attendance income: $267,228 31.3% Family Pass income: $90,000 10.5% Indiv. Memb. income: $5,400 0.6% Ride income: $214,500 25.1% Catering Income: $18,750 2.2% Birthday/Banquet income: $58,240 6.8% Food Service:1 $72,830 8.5% Gift Store: i $72,830 8.5% Sponsorships:' $20,000 2.3% Grants: $15,000 1.8% Donations: $20,000 • 2:3% Total Gross Income: $854,778 • The carousel ride income, including the family memberships, is comparable to the income of the pure carousel operations in Spokane, Salem, Missoula and • Helena, but they do not have a museum component, which adds$300,000 per year in Renton. The sponsorship category generates only 6% of the total revenues in this model. This number could be significantly increased with an aggressive community program, but the costs of staffing and administration would also increase. Typically, a non-profit will generate 30 to 40% of its revenues through fund- raising programs. B. Operating Income — Perron Model The"Perron"financial model (pf 041101 duane.xls) shows total gross income of around $700,000 once the facility is established. In the third year of operations, this income is distributed as follows: • International Museum of Carousel Art—Business Plan `- Ravenhurst Development,Inc. 11/29/04 Page 15 • Attendance income: $237,536 33.4% Family Pass income: $70,000 9.9% Indiv. Memb. income: $4,200 0.6% Ride income: $214,500 30.2% Catering Income: $15,000 2.1% Birthday/Banquet income: $46,592 6.6% Food Service: $33,725 4.7% Gift Store: $33,725 4.7% • Sponsorships: $20,000 2.8% Grants: $15,000 2.1% Donations: $20,000 2.8% Total Gross Income: $710,278 The"Perron" model was based on the "Optimal" model, but the following changes were made to the income side to adjust the projections: The growth rates for the income categories are lowered in the"Perron"model as illustrated below: Optimal model: Growth Rate Categories: 2005 2006 2007 2008 • Museum Admissions: 40% 70% 90% 100% Carousel Only Admissions: 60% 90% 100% 104%. Annual Family Passes: 40% 70% 90% 100% Annual Indiv. Memb: 40% 70% 90% 100% • Paid Carousel Rides: 60% 90% 100% 104% Birthday/Banquet income: 50% 80% 100% 104% International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 16 '/ Perron model: Growth Rate Categories: 2005 2006 2007 2008 Museum Admissions: 40% 50% 60% 65% Carousel Only Admissions: 60% 80% 100% 104% Annual Family Passes: 40% 60% 70% 80% Annual lndiv. Memb: 40% 60% 70% 80% Paid Carousel Rides: 60% 80% 100% 104% Birthday/Banquet income: 50% 70% 80% 83% In the Perron model, museum attendance levels never reach the level of the Optimal model, and the party and banquet revenues grow much more slowly. Both models suffer from low first attendance, and it should be noted that our projections run counter to the experience of most museum facilities. For most museums, the first year is their best, and attendance falls slightly thereafter. It often takes five or more years to reach the first year attendance once more. We could increase the first year attendance numbers, and improve the overall performance of both models, by increasing the first-year marketing budgets • significantly. The Rosalie Whyel Doll Museum, for example, spent $150,000 on marketing in the first year, and saw attendance of 47,000 people. We are projecting only $30,000 in media spending, and project museum attendance of just over 20,000. Our models reflect the Perrons' conservatism, and their reluctance to raise the funds needed for marketing the project. As illustration, we ran an additional model to reflect the results of a higher initial marketing expenditure. Using a budget of$150,000 in the first year instead of the$60,000 that is in the Optimal and Perron models, we projected that the first year attendance would be 90% of the Design Year rather than the 40% in the Perron model. This increase eliminated all operating shortfalls, producing a modest.$14,000 of net income in the first year. (See"Hybrid Model": pr 041129 hybrid.xls). C. Operating Expense Comparison Annual operating expenses in the Perron model are roughly $100,000 below the Optimal model. The principal changes are as follows: • Janitorial costs reduced. • Educational program costs reduced. • Food and Gift revenues and expenses cut in half. • Percentage rent reduced due to lower revenues. • International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 17 • D. The Bottom Line: NOI There is a dramatic difference between the two models when you get to the Net Operating Income line. The Optimal model shows annual net income of over $150,000, (average income over years 3-6), which provides both income to further improve the facility and the experience, as well as serve as a cushion against downturns. The Pen-on model, on the other hand, shows positive net income of$30,000 to $40,000, (average income over years 3-6), but only after sustaining losses of $150,000 in the early years. It takes ten years to repay the initial capital and operating loans, so that the facility has excess funds to invest.in programs. Given that the net income is only 5% of the gross income, there is no room for error in the projections or the operation. NOI Comparison 2005 2006 2007 2008 2009 2010 2011 Optimal Model -$111,026 $59,296 $138,957 $165,807 $139,472 $151,772 $165,034 Perron Model -$105,481 -$47,217 $6,976 $18,740 $25,977 $31,264 $37,096 Hybrid Model $14,907 $14,384 $46,201 $57,720 $64,704 $72,575 $81,154 6. OTHER ISSUES A. Governance The City would enter into a lease with the International Museum of Carousel Art, IMCA, which is a 501.c.3 corporation. This is the same entity that operates the museum in Hood River. It has a board of directors of which Duane Perron is the Chairman. The board might be expanded in light of the Renton obligations, but that has not been decided. The Perrons own the collection, which would be loaned to IMCA as previously described. Historic Carousels is the for-profit corporation the Perrons use for their carousel operations around the country. It is managed by their son, Brad Perron. It is likely that IMCA would sub-contract the carousel operations and maintenance to Historic Carousels, and that the operators may be Historic Carousel employees. International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 18 7. TABLES AND EXHIBITS 1. Preliminary Building Layout 2. Banquet Layout 3. Admission Fee Comparison 4. "Optimal" Financial Projection "Optimal" Staffing Assumptions "Optimal" Pre-Opening Capital Budget 5. "Perron" Financial Projection "Perron" Staffing Assumptions "Perron" Pre-Opening;Capital Budget 6. "Hybrid" Financial Projection "Hybrid" Staffing Assumptions "Hybrid" Pre-Opening Capital Budget 7. Comparable Facilities Data '1. International Museum of Carousel Art—Business Plan Ravenhurst Development,Inc. 11/29/04 Page 19 EXHIBIT 1 BUILDING LAYOUT s .. , _VV x r + t , — • �-¢ iy. � .`ate u r+"h3 e- f"� , F "X _. is• ` s7 ,-,.�--7:. " . 4.. n 1 , .47 777$ ',fr �_ 'z / f Jam+ XN _ , ..:.'"'" ---._.,;;:2,5'• a 4 i[ r. t ,� _p s 1 1 .• _ . ,I y,,,,, ., `. • , r ` International Museum of Carousel Art—Business Plan "' Ravenhurst Development, Inc. baa, iii 11/29/04 • • • PARKING AND FUTURE EXPANSION ACTIVITY ACTIVITY MEN LARRY WOMEN MEQ' - ACTIVITY ACTIVITY [ MECH ' ROOM "1 ROOM 4,2 ROOM *3 ROOM '"4 . S _! I - -,OISP! AY - - DISPLAY DISPLAY • - -------- DISPLAY -- - ----- - - - DISPLAY N. DISP .Y DISPL Y 111 .M DIS-LAY i 1 a4iiRLA:viragi FERRISQ WHEEI.4 4 MUSEUM 41 cs) i DISPLAY u. ,,, OPIPPIP.- '---a iiiiiiiiii 0 ACHY CLUTCH Q # P-' E CEN DISPL Y . SPLAY hi ..: ._i►� ` I= AY TRENTON CAROUSEL CENTER PIAZZA PARK • TRENTON WA EXHIBIT 2 BANQUET LAYOUT x f -. s^ r l ti f •_ a j",4.--Z- .E . rY ' l 2 • .‘--,,..k,"?,---- ar " • ?mss•- • 4 Pte. -. ..•;J 4 4-.k.'' ` .." f A . 2 Y w f i F 'ui •,--,-n-1,....,-.v.L IF � AP 4ti. --- - #.� rye 4 yF ! Js ' "s 9 tit-2..& w \..,. -"y:t •fr,411 es {M ! L- 1 -.-- S . 3'•F a_k' .. ,,:t.. �4 „. ?? , • 1 i y International Museum of Carousel Art—Business Plan Aa"" Ravenhurst Development, Inc. ed = ' 11/29/04 r • • • Banquet configuration to be provided by Perrons later. • • • • • • • • • • EXHIBIT 3 ADMISSION FEE COMPARISON c.,t.:. . I t — • - ,,s- ' — — . .....•-- , ., , .. -,‘ - - I ,. ,.---* - --•-'-`• f" t,--,1 . , , 3 ,.:: •„.. ...e.. _ ... 7 t -. ,.. -'----' '- -.- ,i, .> e':314..': ",•':?' ,,7" , • . .F.0 • .07,,:ita. • td•,i- - , . ••.%••;',--,,4,-7 "it . / C-7---, -1' l' -rf t--- - 7--------- i ( • ' L'2"-------7:".---'1—:-';A t 7--'' ---- :- r-\, ) -'`-',. - ,/r _ i'', 7 -7.7. , i• ,----, --- , ,--, - // , , i -' :- - ---1 : • • / 1 ' h' - .,,-_,L., • ...,__ ,_ .., .„.•„ , .... I , ,,,.-. , - .4 1.•- -- ; e, t• -, ,_.-, '} .7-'1'"-,-,--,-,- -- - ,,,. ...r• , ,-, .. . _... ,,e't ,i,,- t`f Li - i - -- - --I - -'••• .• — 1 ' p0 .._ . ,,,,. . ,..„.---.0.......,.... --iret..- - - -- ,,,-,—- --- - ---_- • . ----.. -....7-------- 74^ - 1 . - -• ,!.,s;..•,:-•:-,..,..4,., i.....1.14..--:,-,,,•..-:- 1,-..iv.!--1-••t--7E-spat.•••• •..,..._,f,„:.„--• • -,,1-,.: ..1.-...--- ' • , -4,--..4.,.4 ..: . irt -'...:' .... '''. ....1.-1.:It:fr . ' 1. .• -'. .,.;: . -f'''',7:;`:..,2'1' !I Z! 4- :1-g: ;:',i- -. rj .. '...' 1 1 :•:' `-'' .''',.," '-''' -. ':•": ..., '},,,,,, •••••,,,,1.,:f .•-........„-.....i. -1"Z. . .-... •-'-', - • -....C.' ' t:- • L .••r'.7".--,-:.----1."..."-' •• ...,.....---....,.... ,-.--......" ;-•''• - '''''' ^••-•,•-,' - S'' • , --•'77...•• ' ' .. .... - -' -.••!..'-'-, `--/ ..,--"X ...•••••---. L:: f•—••• International Museum of Carousel Art—Business Plan tr'A'ea, ait al. Ravenhurst Development,Inc. 11/29/04 4 diA'Ati WN ,A gre • International Museum of Carousel Art Renton Exhibition Facility Admission Fee Comparison Venue . Adult Child Child, Grp Seniors Free, Age Renton Carousel $7.00 $3.50 $2.00 $6.00 0-2 Museum of Flight $12.00 $7.50 $6.50 $11.00 0-4 MOHAI $7.00 $5.00 $5.00 0-4 Seattle Children's Museum $7.50 $7.50 $6.50. under 1 Experience Music Project $19.95 $14.95 $15.95 0-6 Wing Luke Asian Museum $11.00 $2.00 $3.00 Pacific Science Center $10:00 $7.00 $9.00 0-2 Odyssey Museum $7.00 $5.00 $5.00 0-2 Tacoma History Museum $7.00 $5.00 $4.00 $6.50 0-5 Factoria Childrens Museum $3.00 $3.00 Everett Childrens Museum $5.00 $5.00 0-2 Olympia Childrens Museum $6.50 $3.50 0-1 Tacoma Childrens Museum $3.50 $4.50 0-1 admiss fee comp 041020.xls , Ravenhurst Development, Inc. admiss 11/30/2004 Page 1 EXHIBIT 4 "OPTIMAL" FINANCIAL MODEL , :•. • j Ys_ . = _ - - . '-.`;y _ ,�- �...a sew,.+- �.::,1 .s'w .wyr: : . _ _ _..._.._._.... _.._ _ ..._�.e.ri - a`:x • -._..:-=-.r..»- _ '• _4 S.e,....—"r'ra..��ra•�k+ ' = ��< x .> `a. i •,..,\,,i_-- 't 1 y { ,- w5 -:,....p.,� *' -.r \ X l : .y "tom. ".•''''''-4 r :. 'r'i \, ..c_._. ._.ra ,yam. '� N. +! rti ks '.fes .. 1 t t ua µ 46�,.,c.t1 r ' �. 7 --,'_- y Lp•. _ yam. i>t ♦. - _ " ! j - '-- k��1. .•,- -tea v.4 \• .-j .�-- z1'� • -ter`-;- 23 T- �...- , • .'^ -..."...----&.'-4"' - -.,...!1• ...V:"-: 'i ' ;;. International Museum of Carousel Art—Business Plan 'A 0 Ravenhurst Development, Inc. a 11/29/04 • International Museum of Carousel Art Renton Exhibition Facility 2007 Attendance: Weekday Wkend day Assumptions: Gift Sales/visitor: $0.50 • Museum: Std. Adult 40 130 Admission Fees: Food Sales/visitor: $0.50 Group Adu 10 40 Std. Adult $7.00 Std. Child 40 130 Group/Sr Adult $6,00 Visits/Family Pass: • 12 Group Chil 10 0 Std. Child $3.50 Visits/Membership: 6 100 300 Group Child $2.00 Family Pass $50,00 Free Rides/Museum Admission: 1.5 Banquet Parties/wk 1 , Individual Pass $30.00 Paid Rides/Museum Admission: 0 Birthday Parties/wk 8 Other $0.00 Large Function Rate $800 Rides Museum 15.0 450 Ride Fee: $1.50 • Birthday-Party-Rate:- -- --- --$40--- - Mus. Extra 0 0 Paid Rides/Carousel Only Visitor 2 Paid 250 750 Annual Operating Projections 2005 2006 2007 2008 2009 2010 2011 ' 2012 2013 2014 Annual Attendance: Museum Admissions: 22,880 40,040 51,480 57,200 61,204 64,876 68,769 72,895 77,269 81,905 Carousel Only Admissions: 42,900 64,350 71,500 74,360 77,334 80,428 83,645 86,991 90,470 94,089 Annual Family Passes: 2000 9,600 16,800 21,600 24,000 24,960 25,958 26,997 28,077 .29,200 30,368 ( Annual Indiv. Memb: 200 480 840 1,080 1,200 1,248 1,298 1,350 1,404 1,460 1,518 Total Attendance: 75,860 122,030 145,660 156,760 164,746 172,560 180,760 189,366 198,399 207,880 Total Carousel Rides: 118,760 186,380 217,160 231,120 242,081 252,988 264,405 276,357 288,869 301,969 Paid Carousel Rides: 85,800 128,700 143,000 148,720 154,669 160,856 167,290 173,981 180,941 188,178 Income and Expense Summary Total Gross Income: 464,223 713,716 854,778 917,830 962,966 1,006,863 1,052,971 1,101,404 1,152,286 1,205,745 Total Operating Expenses: -575,249 -654,420 -715,821 -752,023 . -823,494 -855,091 -887,937 -922,085 -957,592 -994,517 Net Operating Income: -111,026 59,296 138,957 165,807 139,472_ 151,772 165,034 179,319 194,694 211,228 Paid into Reserves: 0 50,000 0 0 0 0 0 0 0 0 Capital Loan Repayment: 0 9,296 92,704 0 0 0 0 0 0 0 Operating Loan Repayment: 0 0 46,253 64,772 0 0 0 ' 0 0 0 Carousel Rental: 0 0 0 . 0 0 0 0 0 0 0 IMCA Programs: 0 0• 0 101,035 139,472 151,772 165,034 179,319 194,694 211,228 pf 041108 base.xls Ravenhurst Development, Inc. income 11/29/2004 Page 1 • International Museum of Carousel Art • Renton Exhibition Facility Attendance Growth Rates: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Museum Admissions: 40% 70% 90% 100% 107% 113% 120% 127% 135% 143% Carousel Only Admissions: 60% 90% 100% 104% 108% 112% 117% 122% 127% 132% Annual Family Passes: 40% 70% 90% 100% 104% 108% 112% 117% 122% 127% Annual Indiv. Memb: 40% 70% 90% 100% 104% 108% 112% 117% 122% 127% Paid Carousel Rides: 60% 90% 100% 104% 108% 112% 117% 122% 127% 132% Birthday/Banquet income: 50% 80% 100% 104% 108% 112% 117% 122% 127% 132% Income: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Attendance income: 118,768 207,844 267,228 296,920 317,704 336,767 356,973 378,391 401,094 425,160 Family Pass income: 40,000 70,000 90,000 100,000 104,000 108,160 112,486 116,986 121,665 126,532 Indiv. Memb. income: 2,400 4,200 5,400 6,000 6,240 6,490 6,749 7,019 7,300 7,592 Ride income: 128,700 193,050 214,500 223,080 232,003 241,283 250,935 260,972 271,411 282,267 Catering Income: 18,750 9,375 15,000 18,750 19,500 20,280 . 21,091 21,935 22,812 23,725 24,674 20,800 33,280 41,600 43,264 44,995 46,794 48,666 50,613 52,637 54,743 Birthday/Banquet income: 8,320 13,312 16,640 17,306 17,998 18,718 19,466 20,245 21,055 21,897 Subtotal: income subj. to % rent: 328,363 536,686 654,118 706,070 743,220 779,303 817,210 857,038 898,888 942,865 Concession income: Food Service: 37,930 61,015 72,830 78,380 82,373 86,280 90,380 94,683 99,199 103,940 Gift Store: 37,930 61,015 72,830 78,380 82,373 86,280 90,380 94,683 99,199 103,940 Sponsorships: 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 Grants: 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 • Donations: 25,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 Total Gross Income: 464,223 713,716 854,778 917,830 962,966 1,006,863 1,052,971 1,101,404 1,152 286 1,205,745 pf 041108 base.xls Ravenhurst Development, Inc. income 11/29/2004 Page 2 International Museum of Carousel Art Renton Exhibition Facility Expense: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Rent: 9595 sf $4.39 $9.81 $12.87 $14.23 $15.20 $16.14 $17.12 $18.16 $19.25 $20.40 Percentage Rent: 42,091 94,172 123,530 136,517 145,805 154,826 164,303 174,260 184,722 195,716 Less Marketing Contribution: 0 0 Other Payments to Landlord: Leasehold tax: $0.75 7,196 7,412 7,635 7,864 8,099 8,342 8,593 8,850 9,116 9,389 Exterior CAM: $0.00 0 0 0 0 0 0 0 0 0 0 w. Insurance: $0.50 4,798 4,941 5,090 5,242 5,400 5,562 5,728 5,900 6,077 6,260 Escalation: - 3.0% - - Operations Personnel: Salaries: 100,000 103,000 106,090 109,273 112,551 115,927 119,405 122,987 126,677 130,477 Benefits: 32% 30,000 32,960 33,949 34,967 36,016 37,097 38,210 39,356 40,537 41,753 Curatorial Expense: 20,000 21,000 22,050 23,153 24,310 25,526 26,802 28,142 29,549 31,027 Marketing/Development: Salaries: 80,000 82,400 84,872 87,418 113,644 117,053 120,565 124,181 127,907 131,744 Benefits: 32% 30,000 30,900 31,827 32,782 42,616 43,895 45,212 46,568 47,965 49,404 Media: 30,000 30,900 31,827 32,782 42,616 43,895 45,212 46,568 47,965 49,404 Membership: 20% 21,200 14,840 19,080 21,200 22,048 22,930 23,847 24,801 25,793 26,825 Operations: Utilities: 18,000 18,540 19,096 19,669 20,259 20,867 21,493 22,138 22,802 23,486 Supplies: 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Repairs and Maint.: 12,000 12,360 12,731 13,113 13,506 13,911 14,329 14,758 15,201 15,657 Janitorial contract: 20,000 . 20,600 21,218 21,855 22,510 23,185 23,881 24,597 25,335 26,095 • Security contract: Monitoring: • 6,000 6,180 6,365 6,556 6,753 6,956 7,164 7,379 7,601 7,829 Equipment: 2,000 2,060 2,122 2,185 2,251 2,319 . 2,388 2,460 2,534 2,610 Phone 5,000 5,150 5,305 5,464 5,628 5,796. 5,970 6,149 6,334 6,524 Education and Docent programs: 14,000 14,420 14,853 15,298 15,757 16,230 16,717 17,218 17,735 18,267 Payroll Administration: 10,000 10,300 10,609 10,927 11,255 11,593 11,941 12,299 12,668 13,048 Professional Fees: 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Misc. Expense: 10,000 10,300 10,609 10,927 11,255 11,593 11,941 12,299 12,668 13,048 pf 041108 base.xls Ravenhurst Development, Inc. income 11/29/2004 • . . Page 3 • International Museum of Carousel Art Renton Exhibition Facility 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 • Exhibit Costs: Lighting/Displays: 0 5,000 5,150 5,305 5,464 5,628 5,796- 5,970 6,149 6,334 Seasonal/Special Exhibits: 10,000 10,000 10,300 10,609 10,927 11,255 11,593 11,941 12,299 12,668 Maintenance/Repair: 0 20,000 20,600 21,218 21,855 22,510 23,185 23,881 24,597 25,335 Transport: 0 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 Insurance: Liability: 7% 9,009 13,514 15,015 _ 15,616 16,240 16,890 1.7,565 1.8,268 18,999 _ 19,759 Property: 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Cost of Goods Sold: Food: 40% 30,780 24,406. 29,132 31,352 32,949 34,512 36,152 37,873 39,680 41,576 Gifts: 60% 46,170 36,609 43,698 47,028 49,424 51,768 54,228 56,810 59,520 62,364 Total Operating Expenses: 575,249 654,420 715,821 752,023 823,494 855,091 887,937 922,085 957,592 994,517 Net Operating Income: -111,026 59,296 138,957 165,807 139,472 151,772 165,034 179,319 194,694 211,228 Capital Investment: -620,000 0 0 0 Tenant Allowance from City: 109,000 Initial Sponsorships 203,000 In-Kind Contributions 125,000 Funded by IMCA 81,000 Loan from City 51,000 Loan from Perrons 51,000 Net Cash Flow: -111,026 59,296 138,957 165,807 139,472 151,772 165,034 179,319 194,694 211,228 pf 041108 base.xls Ravenhurst Development, Inc. income 11/29/2004 Page 4 International Museum of Carousel Art Renton Exhibition Facility Cash Flow Distributions: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Net Cash Flow from Operations -111,026 59,296 138,957 165,807 139,472 151,772 165,034 179,319 194,694 211,228 Reserve Balance: 0 0 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 Applied to Reserves: 0 50,000 0 0 0 0 0 0 0 • 0 Available for Loan Reduction: 0 9,296 138,957 165,807 139,472 151,772 165,034 179,319 194,694 211,228 ',( _ _ Year-End Capital Loan Balances: City: -51,000 -51,000 -46,352 0 0 0 0 0 0 0 0 Perror -51,000 -51,000 -46,352 0 0 0 0 0 0 0 0 Applied to Capital Loan Reducl 0 9,296 92,704 0 0 0 0 0 0 0 Available for Operating Loan Reduction: 0 46,253 165,807 139,472 151,772 165,034 179,319 194,694 211,228 Year-End Operating Loan Balances: City: 0 Perror 0 -111,026 -111,026 -64,772 0 0 0 0 0 0 0 Applied to Operating Loan Reduction: 0 46,253 64,772 - 0 0 0 0 0 0 Available for Collection Rental: 0 0 0 101,035 139,472 151,772 165,034 179,319 194,694 211,228 i� j Collection Rental: 0 0 0 0 0 0 0 0 0 0 Available for IMCA Programs: 0 0 0 101,035 139,472 151,772 165,034 179,319 194,694 211,228 Renton Facility Upgrade: 0 0 0 30,000 42,000 46,000 50,000 54,000 58,000 63,000 IMCA Collection Restoration: 0 0 0 20,000 28,000 30,000 33,000 36,000 39,000 42,000 IMCA Acquisition Fund: 0 0 0 51,000 70,000 76,000 83,000 90,000 97,000 106,000 pf 041108 base.xls Ravenhurst Development, Inc. income 11/29/2004 Page 5 International Museum of Carousel Art . Renton Exhibition Facility Staffing Projections: IMCA Management: Years 1-5 $0 Years 6-10 $0 Operations Personnel: 32% Summer Hours: Staffing Hourly wage Hours/Day Days Wages Burden Total Manager 1 $16.00 10 150 $24,000 $7,680 $31,680 Operators 3 $8.00 10 150 $36,000 $11,520 $47,520 • Winter Hours: Manager 1 $16.00 6 210 $20,160 $6,451 $26,611 Operators 2 $8.00 6 210 $20,160 $6,451 $26,611 $100,320 $32,102 $132,422 Rounded $100,000 $30,000 $130,000 7 -` ) Marketing/Membership/Development Personnel: Manager: 1 $50,000 $50,000 $16,000 $66,000 Events Coordin 1 $34,000 $34,000 $10,880 $44,880 $84,000 $26,880 $110,880 Rounded $80,000 $30,000 $110,000 pf 041108 base.xls Ravenhurst Development, Inc. Personnel ( 11/30/2004 Page 1 International Museum of Carousel Art Renton Exhibition Facility Funding Sources Capital Budget New Costs In-Kind Contrib. City In-Kind Sponsored By Perron/IMCA T. I. Pack Contrib. Item Collection & Exhibits Artifacts $3,000;000 000 Ferris Wheel $40,000 ( , Carousel $750,000 . Band Organ $50,000 Miniatures • $12,000 Total Exhibit Value: $3,852,000 Design and Project Management $40,000 $20,000 • Initial Moving Expense $40,000 $40,000 $40,000 . Building Systems Floor Modifications: $10,000 $10,000 Building Security $20,000 $10,000 $10,000 HVAC Modifications $5,000 $3,000 Life Safety Systems $2,000 $2,000 Sound System $2,000 $2,000 Locks and Crash Bars $5,000 $5,000 \__ Exterior Lighting $5,000 $5,000 $49,000 • Interior Construction Misc. Demising Partitions $5,000 $5,000 Party Room Construction $10,000 $10,000 Catering Kitchen $10,000 $5,000 Office Construction $2,000 $2,000 Stairs and Railings $10,000 Ticket/Info Counter $5,000 pf 041108 base.xls Ravenhurst Development, Inc. cap budget 11/30/2004 Page 1 • International Museum of Carousel Art Renton Exhibition Facility Funding Sources Capital Budget New Costs In-Kind Contrib. City In-Kind Sponsored By y Perron/IMCA T. I. Pack Contrib. Item Food and Gift Areas $4,000 $2,000 $46,000 Exhibits 0 Exhibit Lighting $75,000 $25,000 Carousel Platform $30,000 $10,000 $10,000 __ Casework $10,000 • $2,000 $8,000 Dividers, Stantions $20,000 ._ $10,000 - $10,000 Exhibit Staging $20,000 $10,000 $5,000 Misc. Staging $30,000 Window Treatments $5,000 $190,000 Signage Exterior Signage $30,000 $5,000 $5,000 Display Graphics $5,000 $5,000 Parking Garage Signage $6,000 City Directional Signage $5,000 $5,000 $46,000 Operations Gift Store Fixtures $2,000 $2,000 Food Service-Equipment $5,000 $2,000 $3,000 Computers, Admin Equipt. $5,000 $5,000 Uniforms and Supplies $2,000 • $14,000 Marketing . Six Months prior to Opening Advertising $30,000 $15,000 $15,000 Printing and Materials $5,000 $2,500 $2,500 Events $5,000 $2,500 $2,500 $40,000 pf 041108 base.xls Ravenhurst Development, Inc. cap budget 11/30/2004 Page 2 • International Museum of Carousel Art Renton Exhibition Facility Funding Sources Capital Budget New Costs In-Kind Contrib. City In-Kind Sponsored By Perron/IMCA T. I. Pack Contrib. Item Pre-Opening Staffing Marketing Staff $60,000 Operations Staff $20,000 Management $25,000 $25,000 $105,000 • Contingency $50,000 Non-Item-Specific Sponsorhip $30,000 $135,000 Total First Year Capital Budget: $620,000 $81,000 $74,000 $125,000 $203,000 Contributed by IMCA/Perron: $81,000 Funded by City as Tenant Improvements: $74,000 Funded by City as Cash Contribution: $35,000 In-Kind Contributions: $125,000 Funded by Sponsorships: $203,000 • Loan from Perrons: $51,000 Loan from City: $51,000 • pf 041108 base.xls Ravenhurst Development, Inc. cap budget 11/30/2004 Page 3 EXHIBIT 5 "PERRON" FINANCIAL MODEL N•,,....... p,,,,..,.- ,... -.,.;,,Te".,:: '--•• -2'--,---:.--.. "--"- ..,----,,,,, ,..,:. :., t I ,• ,. 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'...;Tra Vii•ca -.-- 11/29/04 fl4 01 a .....-.7-4.7.....------..z.-.. • International Museum of Carousel Art PERRON MODEL Renton Exhibition Facility 2007 Attendance: Weekday Wkend day Assumptions: Gift Sales/visitor: $0.25 Museum: Std. Adult 40 130 Admission Fees: Food Sales/visitor: $0.25 Group Adu 10 40 Std.Adult $7.00 Std. Child 40 130 Group/Sr Adult $6.00 Visits/Family Pass: 12 Group Chil 10 0 Std. Child $3.50 Visits/Membership: 6 100 300 Group Child $2.00 Family Pass $50.00 Free Rides/Museum Admission: 1.5 Banquet Parties/wk 1 Individual Pass $30.00 Paid Rides/Museum Admission: 0 Birthday Parties/wk 8 , Other $0.00 Large Function Rate $800 Rides _ Museum 150 450 Ride Fee: $1.50 Birthday Party Rate: $40 Mus. Extra 0 0 Paid Rides/Carousel Only Visitor • 2 Paid 250 750 Annual Operating Projections 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Annual Attendance: Museum Admissions: 22,880 28,600 34,320 37,180 40,040 42,442 44,989 47,688 50,550 53,583 Carousel Only Admissions: 42,900 57,200 71,500 74,360 77,334 80,428 83,645 86,991 90,470 94,089 Annual Family Passes: 2000 9,600 14,400 16,800 19,200 19,968 20,767 21,597 22,461 23,360 24,294 Annual Indy. Memb: 200 480 720 840 960 998 1,038 1,080 1,123 1,168 1,215 Total Attendance: 75,860 100,920 123,460 131,700 138,341 144,675 151,311 158,263 165 548 173,181 Total Carousel Rides: 118,760 158,120 194,960 206,060 215,675 225,103 234,956 245,254 256,018 267,270 Paid Carousel Rides: 85,800 114,400 143,000 148,720 154,669 160,856 167,290 173,981 180,941 188,178 Income and Expense Summary Total Gross Income: 426,293 543,013 645,174 685,784 718,828 749,938 782,566 816,789 852,689 890,350 Total Operating Expenses: -531,774 -590,230 -638,198 -667,044 -692,851 -718,674 -745,470 -773,278 -802,139 . -832,097 Net Operating Income: -105,481 -47,217 6,976 18,740 25,977 31,264 37,096 43,512 50,550 58,253 Paid into Reserves: 0 -47,217 6,976 18,740 25,977 31,264 14,260 0 0 0 Capital Loan Repayment: 0 0 0 0 0 0 19,000 7,582 0 0 Operating Loan Repayment: 0 0 0 0 0 0 3,837 35,930 50,550. 15,164 Carousel Rental: 0 0 0 0 0 0 0 0 0 0 IMCA Programs: 0 0 0 . 0 0 0 . 0 0 0 43,089 pf 041109 duane.xis Ravenhurst Development, Inc. income 11/30/2004 Page 1 • • International Museum of Carousel Art PERRON MODEL. Renton Exhibition Facility Attendance Growth Rates: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Museum Admissions: 40% 50% 60% 65% 70% 74% 79% 83% 88% 94% Carousel Only Admissions: 60% 80% 100% 104% 108% 112% 117% 122% 127% 132% Annual Family Passes: 40% 60% 70% 80% 83% 87% 90% 94% 97% 101% Annual Indiv. Memb: 40% 60% 70% 80%. 83% 87% 90% 94% 97% 101% Paid Carousel Rides: 60% 80% 100% 104% 108% 112% 117% 122% 127% 132% Birthday/Banquet income: 50% 70% 80% 83% 87% 90% 94% 97% 101% 105% Income: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Attendance income: 118,768 148,460 178,152 192,998 207,844 220,315 233,534 247,546 262,398 278,142 Family Pass income: 40,000 60,000 70,000 80,000 83,200 86,528 89,989 93,589 97,332 101,226 Indiv. Memb. income: - 2,400 3,600 4,200 4,800 4,992 5,192 5,399 5,615 5,840 6,074 Ride income: - 128,700 171,600 214,500 223,080 232,003 241,283 250,935 260,972 271,411 282,267 Catering Income: 18,750 9,375 13,125 15,000 15,600 16,224 16,873 17,548 18,250 18,980 19,739 Banquet Income: 20,800 29,120 • 33,280 34,611 35,996 37,435 38,933 40,490 42,110 43,794 Birthday Room Income: 8,320 11,648 13,312 13,844 14,398 14,974 15,573 16,196 16,844 17,518 Subtotal: income subj. to % rent: 328,363 437,553 528,444 564,934 594,657 622,600 651,911 682,658 714,915 748,759 Concession income: Food Service: 18,965 25,230 30,865 32,925 34,585 36,169 37,828 39,566 41,387 43,295 Gift Store: 18,965 25,230 30,865 32,925 34,585 36,169 37,828 ; 39,566 41,387 43,295 Sponsorships: 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 Grants: 15,000 '15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 • Donations: 25,000 20,000 20,000 20,000 . 20,000 20,000 20,000 20,000 20,000 20,000 Total Gross Income: 426,293 543,013 645,174 685,784 718,828 749,938 782,566 816,789 852,689 890,350 pf 041109 duane.xis Ravenhurst Development, Inc. . . . Income 11/30/2004 Page 2 • • International Museum of Carousel Art PERRON MODEL - Renton Exhibition Facility Expense: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Rent: 9595 sf $4.39 $7.23 $9.60 $10.55 $11.33 $12.05, $12.82 $13.62 $14.46 $15.34 Percentage Rent: 42,091 69,388 92,111 101,233 108,664 115,650 122,978 130,664 138,729 147,190 Less Marketing Contribution: 0 0 Other Payments to Landlord: Leasehold tax: $0.75 7,196 7,412 7,635 7,864 8,099 8,342 8,593 8,850 9,116 9,389 Exterior CAM: $0.00 0 0 0 0 0 0 - 0 0 0 0 r ---- -- - - Insurance: _ $0.50 4;798 4,941 5,090 5,242 . 5,400 5,562 5,728 5,900 6,077 6,260 Escalation: 3.0% • Operations Personnel: Salaries: 100,000 103,000 106,090 109,273 112,551 115,927 119,405 122,987 126,677 130,477 Benefits: 32% 30,000 32,960 . 33,949 34,967 . 36,016 37,097 38,210 39,356 40,537 41,753 Curatorial Expense: 20,000 21,000 22,050 23,153 24,310 25,526 26,802 28,142 29,549 31,027 Marketing/Development: Salaries: 80,000 82,400 84,872 87,418 90,041 92,742 95,524 98,390 101,342 104,382 Benefits: 32% 30,000 30,900 31,827 32,782 33,765 34,778 35,822 36,896 38,003 39,143 Media: 30,000 30,900 31,827 32,782 33,765 34,778 35,822 36,896 38,003 39,143 Membership: 20% 21,200 12,720 14,840 16,960 17,638 18,344 19,078 19,841 20,634 21,460 Operations: Utilities: 18,000 18,540 19,096 19,669 20,259 20,867 21,493 22,138 22,802 23,486 _ Supplies: 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Repairs and Maint.: 12,000 12,360 12,731 13,113 13,506 13,911 14,329 14,758 15,201 15,657 -Janitorial contract: 20,000 20,600 21,218 21,855 22,510 23,185 23,881 24,597 25,335 26,095 . Security contract: - Monitoring: 6,000 6,180 6,365 6,556 6,753 6,956 7,164 7,379 7,601 7,829 Equipment: 2,000 2,060 2,122 2,185 2,251 2,319 2,388 2,460 2,534 2,610 Phone 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Education and Docent programs: 14,000 14,420 14,853 15,298 15,757 16,230 16,717 17,218 17,735 18,267 Payroll Administration: 10,000 10,300 10,609 . 10,927 11,255 11,593 11,941 12,299 12,668 13,048 Professional Fees: 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Misc. Expense: 10,000 10,300 10,609 10,927 11,255 11,593 11,941 12,299 12,668 13,048 pf 041109 duane.xlsRavenhurst Development, Inc. . income - • 11/30/2004 Page 3 International Museum of Carousel Art 0 PERRON MODEL Renton Exhibition Facility 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Exhibit Costs: Lighting/Displays: 0 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 Seasonal/Special Exhibits: 5,000 10,000 10,300 10,609 10,927 11,255 11,593 11,941 12,299 12,668 Maintenance/Repair: 0 20,000 20,600 21,218 21,855 22,510 23,185 23,881 24,597 25,335 Transport: 0 , 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 Insurance: Liability: 7% 9,009 12,012 15,015 15,616 16,240 16,890 17,565 18,268 18,999 19,759 Property: 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Cost of Goods Sold: Food: 40% 15,390 10,092 12,346 13,170 13,834 14,468 15,131 15,826 16,555 17,318 Gifts: 60% 23,085 15,138 18,519 19,755 20,751 21,701 22,697 23,739 24,832 25,977 Total Operating Expenses: 531,774 590,230 638,198 667,044 692,851 718,674 745,470 773,278 802,139 832,097 Net Operating income: -105,481 -47,217 6,976 18,740 25,977 31,264 37,096 43,512 50,550 58,253 Capital Investment: -345,000 0 0 0 Tenant Allowance from City: 115,000 Initial Sponsorships 70,000 In-Kind Contributions 84,000 • Funded by IMCA 57,000 Loan from City 0 Loan from Perrons 19,000 Net Cash Flow: -105,481 -47,217 6,976 18,740 25,977 31,264 37,096 43,512 50,550 58,253 • pf 041109 duane.xls Ravenhurst Development, Inc. income 11/30/2004 Page 4 • International Museum of Carousel Art PERRON MODEL Renton Exhibition Facility Cash Flow Distributions: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Net Cash Flow from Operationf -105,481 -47,217 6,976 18,740 25,977 31,264 37,096 43,512 50,550 58,253 Reserve Balance: 0 0 -47,217 -40,241 -21,500 4,476 35,740 50,000 50,000 50,000 Applied to Reserves: 0 -47,217 6,976 18,740 25,977 31,264 14,260 0 0 0 Available for Loan Reduction: 0 0 0 0 0 0 22,837 43,512 50,550 58,253 \ `, Year-End Capital Loan Balances: City: 0 0 0 . 0 0 0 0 0 0 0 0 Perror -19,000 -19,000 -19,000 -19,000 -19,000 -19,000 -19,000 -7,582 0 0 0 Applied to Capital Loan Reducl 0 0 0 0 0 0 19,000 7,582 0 0 Available for Operating Loan Reduction: 0 0 0 0 0 3,837 35,930 50,550 58,253 Year-End Operating Loan Balances: City: 0 Perror 0 -105,481 -105,481 -105,481 -105,481 -105,481 -105,481 -101,644 -65,714 -15,164 0 Applied to Operating Loan Reduction: 0 0 . 0 0 0 3,837 35,930 50,550 15,164 Available for Collection Rental: 0 0 0 0 0 0 0 0 0 43,089 Collection Rental: 0 0 0 0 0 0 0 0 0 0 Available for IMCA Programs: 0 0 0 0 0 0 0 . 0 0 43,089 Renton Facility Upgrade: . - 0 0 0 0 0 0 0 0 0 13,000 • IMCA Collection Restoration: 0 0 0 0 0 0 0 0 0 9,000 IMCA Acquisition Fund: 0 0 0 0 0 0 0 0 0 22,000 • pf 041109 duane.xls Ravenhurst Development, Inc. income • 11/30/2004 . • Page 5 International Museum of Carousel Art . Renton Exhibition Facility Staffing Projections: !MCA Management: Years 1-5 $0 Years 6-10 $0 Operations Personnel: 32% Summer Hours: Staffing Hourly wage Hours/Day Days Wages Burden Total Manager 1 $16.00 10 150 $24,000 $7,680 $31,680 Operators 3 $8.00 10 150 $36,000 $11,520 $47,520 Winter Hours: Manager 1 $16.00 6 210 $20,160 $6,451 $26,611 Operators 2 $8.00 6 210 $20,160 $6,451 $26,611 $100,320 $32,102 $132,422 Rounded $100,000 $30,000 $130,000 Marketing/Membership/Development Personnel: Manager: 1 $50,000 $50,000 $16,000 $66,000 Events Coordin 1 $34,000 $34,000 $10,880 $44,880 $84,000 $26,880 $110,880 Rounded $80,000 $30,000 $110,000 I • pf 041109 duane.xis Ravenhurst Development, Inc. . Personnel 11/30/2004 Page 1. International Museum of Carousel Art . Renton Exhibition Facility Funding Sources Capital Budget New Costs In-Kind Contrib. City In-Kind Sponsored By Perron/IMCA T. I. Pack Contrib. Item • Collection & Exhibits Artifacts $3,000,000 Ferris Wheel $40,000 Carousel $750,000 • Band Organ , $50,000 Miniatures $12,000 Total Exhibit Value: $3,852,000 Design and Project Management $20,000 $20,000 • Initial Moving Expense $40,000 $40,000 $40,000 Building Systems Floor Modifications: $5,000 $5,000 Building Security $5,000 $5,000 HVAC Modifications $5,000 - $5,000 Life Safety Systems $2,000 $2,000 Sound System $2,000 $2,000 Locks and Crash Bars $2,000 $2,000 Exterior Lighting $2,000 $2,000 . $23,000 Interior Construction Misc. Demising Partitions $5,000 $5,000 Party Room Construction $5,000 $5,000 Catering Kitchen $5,000 - $5,000 Office Construction $2,000 $2,000 Stairs and Railings $5,000 $5,000 Ticket/Info Counter $2,000 $2,000 pf 041109 duane.xls Ravenhurst Development, Inc. cap budget 11/30/2004 Page 1 • International Museum of Carousel Art Renton Exhibition Facility Funding Sources Capital Budget New Costs In-Kind Contrib. City In-Kind Sponsored By Perron/IMCA T. I. Pack Contrib. Item Food and Gift Areas $2,000 $2,000 $26,000 Exhibits Exhibit Lighting $25,000 $25,000 Carousel Platform $30,000 $15,000 $10,000 Casework $2,000 $2,000 Dividers, Stantions $5,000 $5,000 Exhibit Staging $10,000 $5,000 $5,000 Misc. Staging $0 Window Treatments $0 $72,000 Signage Exterior Signage $15,000 $5,000 $10,000 Display Graphics $5,000 $5,000 Parking Garage Signage $2,000 $1,000 City Directional Signage $5,000 $5,000 $27,000 Operations Gift Store Fixtures $2,000 $2,000 Food Service Equipment $2,000 $2,000 Computers,Admin Equipt. $2,000 $2,000 Uniforms and Supplies $1,000 • $7,000 Marketing Six Months prior to Opening Advertising $30,000 $15,000 $15,000 Printing and Materials $5,000 $2,500 $2,500 Events $5,000 $2,500 $2,500 $40,000 pf 041109 duane.xls Ravenhurst Development, Inc. cap budget 11/30/2004 Page 2„ International Museum of Carousel Art Renton Exhibition Facility Funding Sources Capital Budget New Costs In-Kind Contrib. City In-Kind Sponsored By Perron/IMCA T. I. Pack Contrib. Item Pre-Opening Staffing Marketing Staff $40,000 Operations Staff $20,000 Management $10,000 $10,000 $70,000 Contingency $20,000 Non-Item-Specific Sponsorhip $20,000 $0 Total First Year Capital Budget: $345,000 $57,000 $67,000 $84,000 $70,000 Contributed by IMCA/Perron: $57,000 Funded by City as Tenant Improvements: $67,000 Funded by City as Cash Contribution: $48,000 In-Kind Contributions: $84,000 • Funded by Sponsorships: $70,000 • Loan from Perrons: $19,000 Loan from City: $0 • pf041109 duane.xls Ravenhurst Development, Inc. cap budget 11/30/2004 Page 3 1 • EXHIBIT 6 "HYBRID" FINANCIAL MODEL - 1 - - - f , ti Yy { y ` IN N _ + .. -' V.I. ;••••-,'• . + vx +- , 11 • z, e ti L' :p ,: . i. .1:``" •+a-'"' Z 11es�tt P , i!v f! 3 L` tv q. .j 0t s.i ! i e raf - 4- •_ - -n... c d, '----"117. . ! f. - ro ` e ( ^, } "'�( 5 A _ _ � Sew_;,� A e.} 11 - # _�� International Museum of Carousel Art—Business Plan .6,-,,,='°_ Ravenhurst Development,Inc. `0' 11/29/04 International Museum of Carousel Art HYBRID MODEL Renton Exhibition Facility 2007 Attendance: Weekday Wkend day • Assumptions: Gift Sales/visitor: $0.25 Museum: Std.Adult 40 130 Admission Fees: Food Sales/visitor: $0.25 Group Adu 10 40 Std. Adult $7.00 Std. Child 40 130 Group/Sr Adult $6.00 Visits/Family Pass: 12 Group Chil 10 0 • Std. Child $3.50 Visits/Membership: 6 100 300 Group Child $2.00 Family Pass $50.00 Free Rides/Museum Admission: 1.5 Banquet Parties/wk 1 Individual Pass $30.00 Paid Rides/Museum Admission: 0 Birthday Parties/wk 8 Other $0.00 Large Function Rate $800 Rides Museum 150 450 Ride Fee: $1.50 Birthday Party Rate: - ----- ---- $40- - - -- Mus.-Extra 0 0 Paid Rides/Carousel Only Visitor 2 Paid 250 750 Annual Operating Projections 2005 2006 2007 2008. 2009 2010 2011 2012 2013 2014 Annual Attendance: Museum Admissions: 51,480 45,760 45,760 48,620 51,480 54,569 57,843 61,314 64,992 68,892 Carousel Only Admissions: 57,200 64,350 71,500 74,360 77,334 80,428 83,645 86,991 90,470 94,089 Annual Family Passes: 2000 14,400 15,600 16,800 19,200 19,968 20,767 21,597 22,461 23,360 24,294 Annual Indiv. Memb: 200 720 780 840 960 998 1,038 1,080 1,123 1,168 1,215 Total Attendance: 123,800 126,490 134,900 143,140 149,781 156,802 164,165 171,889 1791990 188,490 Total Carousel Rides: 181,000 190,840 206,400 217,500 227,115 237,229 247,810 258,879 270,461 , 282,579 Paid Carousel Rides: 114,400 128,700 143,000 148,720 154,669 160,856 167,290 173,981 180,941 188,178 Income and Expense Summary . Total Gross Income: 662,823 671,624 710,278 750,888 783,932 818,948 855,717 894,329 934,881 .977,474 Total Operating Expenses: -647,917 -657,240 -664,077 -693,168 -719,227 -746,373 -774,563 -803,840 -834,251 -865,843 • Net Operating Income: 14,907 14,384 46,201 57,720 64,704 72,575 81,154 90,489 100,630 111,630 Paid into Reserves: 14,907 14,384 20,710 0 0 0 0 0 0 0 Capital Loan Repayment: 0 0 25,491 13,509 0 0 0 0 0 0 Operating Loan Repayment: 0 0 0 0 0 0 0 , 0 0 0 • Carousel Rental: 0 0 0. 0 0 0 0 0 0 0 • IMCA Programs: • 0 0 0 44,211 64,704 72,575 81,154 : 90,489 100,630 111,630 pf 041129 hybrid.xls Ravenhurst Development, Inc. . income 11/30/2004 . Page 1 • International Museum of Carousel Art HYBRID MODEL Renton Exhibition Facility Attendance Growth Rates: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Museum Admissions: 90% 80% 80% 85% 90% 95% 101% 107% 114% 120% Carousel Only Admissions: 80% 90% 100% 104% 108% 112% 117% 122% 127% 132% Annual Family Passes: 60% 65% 70% 80% 83% 87% 90% 94% 97% 101% Annual Indiv. Memb: 60% 65% 70% 80% 83% 87% 90% 94% 97% 101% Paid Carousel Rides: 80% 90% 100% 104% 108% 112% 117% 122% 127% 132% Birthday/Banquet income: 50% 70% 80% 83% 87% 90% 94% 97% 101% 105% Income: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Attendance income: 267,228 237,536 237,536 252,382 267,228 283,262 300,257 318,273 337,369 357,611 Family Pass income: 60,000 65,000 70,000 80,000 83,200 86,528 89,989 93,589 97,332 101,226 Indiv. Memb. income: 3,600 3,900 4,200 4,800 4,992 5,192 5,399 5,615 5,840 6,074 Ride income: 171,600 193,050 214,500 223,080 232,003 241,283 250,935 260,972 271,411 282,267 Catering Income: 18,750 9,375 13,125 15,000 15,600 16,224 16,873 17,548 18,250 18,980 19,739 Banquet Income: 20,800 29,120 33,280 34,611 35,996 37,435 38,933 • 40,490 42,110 43,794 Birthday Room Income: 8,320 11,648 13,312 13,844 14,398 14,974 15,573 ' 16,196 16,844 17,518 Subtotal: income subj. to% rent: 540,923 553,379 587,828 624,318 654,041 685,547 718,634 753,385 789,886 828,229 Concession income: Food Service: 30,950 31,623 33,725 35,785 37,445 39,200 41,041 ' 42,972 44,998 47,122 Gift Store: 30,950 31,623 33,725 35,785 37,445 39,200 41,041 42,972 44,998 47,122 Sponsorships: 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 Grants: 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 • Donations: 25,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 Total Gross Income: 662,823 671,624 710,278 750,888 783,932 818,948 855,717 894,329 934,881 977,474 • pf 041129 hybrid.xls Ravenhurst Development, Inc. ' Income 11/30/2004 Page 2 International Museum of Carousel Art HYBRID MODEL Renton Exhibition Facility Expense: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Rent: 9595 sf $9.93 $10.25 $11.15 $12.10 $12.87 $13.69 $14.56 $15.46 $16.41 $17.41 Percentage Rent: 95,231 98,345 106,957 116,079 123,510 131,387 ' 139,659 148,346 157,471 167,057 Less Marketing Contribution: 0 0 Other Payments to Landlord: Leasehold tax: $0.75 7,196 7,412 7,635 7,864 8,099 8,342 8,593 8,850 9,116 9,389 Exterior CAM: $0.00 0 0 0 0 0 0 0 0 0 0 Insurance: $0.50 4,798 4,941 5,090 5,242 5,400 5,562 5,728 5,900 6,077 6,260 Escalation: 3.0% - -Operations Personnel: - Salaries: 100,000 103,000 106,090 109,273 112,551 115,927 119,405 122,987 126,677 130,477 Benefits: 32% 30,000 32,960 33,949 34,967 36,016 37,097 38,210 39,356 40,537 41,753 Curatorial Expense: 20,000 21,000 22,050 23,153 24,310 25,526 26,802 28,142 29,549 31,027 Marketing/Development: Salaries: 80,000 82,400 84,872 87,418 90,041 92,742 95,524 98,390 101,342 104,382 Benefits: 32% 30,000, 30,900 31,827 32,782 33,765 34,778 35,822 36,896 38,003 39,143 Media: 90,000 60,000 40,000 41,200 42,436 43,709 45,020 46,371 47,762 49,195 Membership: 20% 21,200 13,780 14,840 16,960 17,638 18,344 19,078 19,841 20,634 21,460 Operations: Utilities: 18,000 18,540 19,096 19,669 20,259 20,867 21,493 22,138 22,802 23,486 Supplies: 5,000 5;150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Repairs and Maint.: 12,000 12,360 12,731 13,113 13,506 13,911 14,329 14,758 15,201 15,657 Janitorial contract: 20,000 20,600 21,218 21,855 22,510 23,185 23,881 24,597 25,335 26,095 Security contract: •• Monitoring: 6,000 6,180 6,365 6,556 6,753 6,956 7,164 7,379 7,601 7,829 Equipment: 2,000 2,060 2,122 2,185 2,251 2,319 2,388 2,460 2,534 2,610 • Phone 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Education and Docent programs: 14,000 14,420 14,853 15,298 15,757 16,230 16,717 17,218 17,735 18,267 Payroll Administration: 101000 10,300 10,609 10,927 11,255 11,593 11,941 12,299 12,668 13,048 Professional Fees: 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 Misc. Expense: 10,000 10,300 10,609 10,927 11,255 11,593 11,941 12,299 12,668 13,048 pf-041129 hybrid.xls Ravenhurst Development, Inc. income 11/30/2004 Page 3 • International Museum of Carousel Art HYBRID MODEL Renton Exhibition Facility 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Exhibit Costs: Lighting/Displays: 0 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 Seasonal/Special Exhibits: 5,000 10,000 10,300 10,609 10,927 11,255 11,593 11,941 12,299 12,668 Maintenance/Repair: 0 20,000 20,600 21,218 21,855 22,510 23,185 23,881 24,597 25,335 Transport: 0 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 Insurance: Liability: 7% 12,012 13,514 15,015 15,616 16,240 16,890 17,565 18,268 18,999 19,759 Property: 5,000 5,150 5,305 5,464 5,628 5,796 5,970 6,149 6,334 6,524 • Cost of Goods Sold: Food: 40% 15,390 12,649 13,490 14,314 14,978 15,680 16,417 17,189 17,999 18,849 Gifts: 60% 23,085 18,974 20,235 21,471 22,467 23,520 24,625 25,783 26,999 28,273 Total Operating Expenses: 647,917 657,240 664,077 693,168 719,227 746,373 774,563 803,840 834,251 865,843 Net Operating Income: 14,907 14,384 46,201 57,720 64,704 72,575 81,154 90,489 100 630 111,630 Capital Investment: -375,000 0 0 0 Tenant Allowance from City: 115,000 Initial Sponsorships 75,000 In-Kind Contributions 89,000 Funded by IMCA 57,000 Loan from City 0 Loan from Perrons ' 39,000 Net Cash Flow: 14,907 14,384 46,201 57,720 64,704 72,575 81,154 90,489 100;630 111,630 pf 041129 hybrld.xls Ravenhurst Development, Inc. Income 11/30/2004 Page 4, International Museum of Carousel Art HYBRID MODEL Renton Exhibition Facility Cash Flow Distributions: 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Net Cash Flow from Operations 14,907 14,384 46,201 57,720 64,704 72,575 81,154 90,489 100,630 111,630 Reserve Balance: 0 14,907 29,290 50,000 50,000 50,000 50,000 50,000 50,000 50,000 Applied to Reserves: 14,907 14,384 20,710 0 0 0 0 0 0 0 Available for Loan Reduction: 0 0 25,491 57,720 64,704 72,575 81,154 90,489 100,630 111,630 Year-End Capital Loan Balances: _- _ _ _ - - --- - - -- --City: 0 0 0 0 0 0 0 0 0 0 0 Perror -39,000 -39,000 -39,000 _ -13,509 0 0 0 0 0 . 0 0 Applied to Capital Loan Reducl 0 0 25,491 13,509 0 0 0 0 0 0 • • Available for Operating Loan Reduction: 0 0 44,211 64,704 72,575 81,154 90,489 100,630 111,630 Year-End Operating Loan Balances: City: 0 • Perror 0 0 0 0 0 0 0 0 0 0 0 Applied to Operating Loan Reduction: 0 0 0 0 0 0 0 0 0 - Available for Collection Rental: 0 0 0 44,211 64,704 72,575 81,154 90,489 100,630 111,630 , ` l. Collection Rental: 0 0 0 0 0 0 0 0 0 0 Available for IMCA Programs: 0 - 0 0 44,211 . 64,704 72,575 81,154 90,489 100,630 111,630 Renton Facility Upgrade: 0 0 0 13,000 19,000 22,000 24,000 27,000 30,000 33,000 IMCA Collection Restoration: 0 0 0 9,000 13,000 15,000 16,000 18,000 20,000 22,000 IMCA Acquisition Fund: 0 0 0 22,000 32,000 36,000 41,000 45,000 50,000 58,000 pf.041129 hybrid.xis Ravenhurst Development, Inc. • income 11/30/2004 Page 5 • International Museum of Carousel Art Renton Exhibition Facility Staffing Projections: IMCA Management: Years 1-5 $0 Years 6-10 $0 Operations Personnel: 32% Summer Hours: Staffing Hourly wage Hours/Day Days Wages Burden Total Manager 1 $16.00 10 150 $24,000 $7,680 $31,680 Operators 3 $8.00 10 150 $36,000 $11,520 $47,520 Winter Hours: Manager 1 $16.00 .6 210 $20,160 $6,451 $26,611 Operators 2 $8.00 6 210 $20,160 $6,451 $26,611 $100,320 . $32,102 $132,422 , Rounded $100,000 $30,000 $130,000 Marketing/MembershIplDevelopment Personnel: . Manager: 1 $50,000 $50,000 $16,000 $66,000 . Events Coordin 1 $34,000 $34,000 $10,880 $44,880 • $84,000 $26,880 $110,880 Rounded $80,000 $30,000 $110,000 1 pf 041129 hybrid.xis Ravenhurst Development, Inc. S ' Personnel 11/30/2004 Page 1 • i International Museum of Carousel Art Renton Exhibition Facility Funding Sources Capital Budget New Costs In-Kind Contrib. City In-Kind Sponsored By Perron/IMCA T. I. Pack Contrib. Item Collection & Exhibits Artifacts $3,000,000 Ferris Wheel $40,000 Carousel $750,000 Band Organ $50,000 Miniatures - $12;000- Total Exhibit Value: $3,852,000 Design and Project Management $20,000 $20,000 Initial Moving Expense $40,000 $40,000 $40,000 Building Systems Floor Modifications: $5,000 $5,000 Building Security $5,000 $5,000 HVAC Modifications $5,000 $5,000 Life Safety Systems $2,000 $2,000 • • Sound System $2,000 $2,000 Locks and Crash Bars $2,000 $2,000 Exterior Lighting $2,000 $2,000 • - $23,000 Interior Construction Misc. Demising Partitions $5,000 $5,000 Party Room Construction $5,000 $5,000 Catering Kitchen $5,000 $5,000 Office Construction $2,000 $2,000 Stairs and Railings $5,000 $5,000 Ticket/Info Counter $2,000 $2,000 pf 041129.hybrid.xls Ravenhurst Development, Inc. cap budget 11/30/2004 Page 1 International Museum of Carousel Art Renton Exhibition Facility Funding Sources Capital Budget New Costs In-Kind Contrib. City In-Kind Sponsored By Perron/IMCA T. I. Pack Contrib. Item Food and Gift Areas $2,000 $2,000 $26,000 Exhibits Exhibit Lighting $25,000 $25,000 Carousel Platform $30,000 $15,000 $10,000 Casework $2,000 $2,000 Dividers, Stantions $5,000 $5,000 Exhibit Staging $10,000 $5,000 $5,000 Misc. Staging $0 Window Treatments ' $0 $72,000 Signage Exterior Signage $15,000 $5,000 $10,000 Display Graphics $5,000 $5,000 Parking Garage Signage $2,000 $1,000 City Directional Signage $5,000 $5,000 $27,000 Operations Gift Store Fixtures $2,000 $2,000 Food Service Equipment $2,000 $2,000 Computers, Admin Equipt. $2,000 $2,000 Uniforms and Supplies $1,000 $7,000 Marketing Six Months prior to Opening Advertising $60,000 • $20,000 $20,000 • Printing and Materials $5,000 $2,500 $2,500 Events $5,000 $2,500 $2,500 $70,000 pf•041129 hybrid.xls Ravenhurst Development, Inc. cap budget 11/30/2004 Page 2 E • International Museum of Carousel Art Renton Exhibition Facility Funding Sources Capital Budget• New Costs In-Kind Contrib. City In-Kind Sponsored By Perron/IMCA T. I. Pack Contrib. -Item Pre-Opening Staffing Marketing Staff $40,000 Operations Staff $20,000 Management ' • $10,000 . $10,000 $70,000 - ---- ----- --- -- -- --- - -- -- — -- Contingency –_$20,000 Non-Item-Specific Sponsorhip $20,000 $0 Total First Year Capital Budget: $375,000 _ $57,000 $67,000 $89,000 $75,000 Contributed by IMCA/Perron: $57,000 Funded by City as Tenant Improvements: $67,000 • Funded by City as Cash Contribution: $48,000 In-Kind Contributions: $89,000 Funded by Sponsorships: $75,000 Loan from Perrons: $39,000 Loan from City: $0 • pf 041129 hybrid.xls Ravenhurst Development, Inc. cap budget 11/30/2004 _ Page 3 EXHIBIT 7 COMPARABLE FACILITIES DATA If 11." ,, .4 l'--- =,,,,• . .;-,- ix, ,, i,- • 7, , t ; . -f..; - -:.:4'..•- -, 14 i _ . ? ..,-4"-:&,,,t3,,,-, ., ' 1 -.NS-- 44 1 . ,•zr,,,,;7---' ''.:.:• ,.-:-;,,,,..,- s.:.--- - --:---, , tt,' 11.-ti.';'-':f,.i•- ',\-k---:7.-:'---,Z, ',-• i c . 1, s 1,.: ',"'s„ 1-..?..,,'. .--.., '.s , I l• -,.....,--• - - .• , h g"• 1,44.3.n."04'''... '".''''''' 'Al% h• ° ;r1 17'7e: , 'ir;i• ' ',VV.' NN-7-:--4,,, •--. t:‘,‘ '' ,.?"7,4 jr ' , q At Ltik''''..:‘ ,,,:',•,'\•&;`_'„,-:: - 41,, ' ..1.:r, .7-PX,`,'—''k,--: N:.‘",'IN.A':•z, ''1- ,-;e ,,,,,,,.-,., , ,f--. . 'e..,cu \--,,•,'-:'-,,....‘•, ,:\:',,IINI 14,. '7.2' '1,,j .= • A":i;"..,' ' ^ "'A V: V%1,\,''A.•t.:\ ' -1 f.,....;.-"' ,%„ki,. \ \\.:- .'t,,-oi>....:\,,, ' ; .i•1 • 0: -4 -, -$. , '. li 111.-- . .: ,, 7 ---- \ .... -, -,• ;',' . ,^,,. .. jy %...7 Ic „.., . .,..., , N . /' . „:„,„ h- 4i - i •---.1 V* "..- ''''%.,t,t, '4141. -' i 1 *''' '' 1 ;-; ...,‘,_, ,„,,r,-tik: , ; _ -I-7' i i•ii/I r % - r.ltAtt ..- ,.......__....... .f z, j\ V , ..‘.. .". --,..-- .,,P, .41,_,'- • , v-z"• tt%.,...,--4-' ...„,., International Museum of Carousel Art—Business Plan 4irakiL Ravenhurst Development, Inc. ,skZr-' 11/29/04 ,0 k rl 1 V International Museum of Carousel Art Renton Exhibition Facility Comparable Facilities Data ' - Venue Spokane, WA Great Northern Missoula City Parks Dept. Carousel I Location -°'- Spokane, WA Helena, MT Missoula,-MT pop. 40,000 Contact I Creig Butz Beth Johnson Terrisa Cox Phone 509-625-6610 406-457-5353 406-549-8382 Environment Urbn City Park comm. District City Park Attendance i 150,000 Paid Rides . 290,000 98,000 220,000 Ride Fee 1 $1.50 avg $1.00 $0.501$1.50 Memberships summer pass Party Rooms alcove yes alcove I Party Room Fees $55.00 $75.00 w/food Parties/Month 50/yr 40-50 20-32 Banquet Rooms around carousel around carousel $245 1sthr, $180addl $250 min $150 min Banquet Nights/yr 66/yr 30 150 Gross Income $345,000 $340,000 $300,000 Marketing Budget $0 # Paid Staff 3 wkdays, 4 wkends 4 wkdays, 6 wknds #Volunteers some 6 carvers, 4 mech Ravenhurst Development,Inc. 11/30/2004 carousels nat.xls Page 1 International Museum of Renton Exhibition Facility Comparable Facilities Data Auburn Venue Salem Mansfield Supermall Location Salem, OR Mansfield, OH Auburn, WA Contact Marie Bradford Laura West Justine Phone 503-540-0374 419-522-4223 303-755-3055 Environment City Park Small Downtown reprod. Carousel in mall Attendance 140,000 50%tourists,50%locals Paid Rides 215,000 170,000 120,000 est. Ride Fee $1.25 $1.50 Memberships $65 no . no sell 70/mo Party Rooms yes yes no prep kitchen Party Room Fees $95.00 $39.00 Parties/Month 30 60 Banquet Rooms yes, 175 standing yes, 210 seats $300 min Banquet Nights/yr 120 $250 base Gross Income $450,000 $300,000 Marketing Budget $32,000 $9,000 # Paid Staff 8 4 op, 1 gift, 1 admin 1 operator/shift #Volunteers 40 0 Ravenhurst Development,Inc_ Page 2 11/30/2004 carousels natjds p International Museum of Renton Exhibition Facility Comparable Facilities Data Venue i Knoebels Clackamas West Nyack Grove Location Elysburg, PA Clackamas, OR West Nyack, NY Contact ! David Wynn Duane Perron Duane Perron Phone 570-672-2572 541-387-2979 541-387-2979 Environment Carousel Museum regional mall regional mall in amusement park Attendance Paid Rides 500,000 140,000 Ride Fee $1.50 $2.00 Memberships no Party Rooms no Party Room Fees Parties/Month Banquet Rooms no Banquet Nights/yr Gross Income $750,000 $280,000 Marketing Budget # Paid Staff #Volunteers Ravenhurst Development,Inc. 11/30/2004 carousels nat.xds Page 3 1 l I International Museum of Renton Exhibition Facility Comparable Facilities Data Venue Seaport Village Santa Barbara Sandusky Carousel Museum Location San Diego, CA Santa Barbara, CA Sandusky, OH Contact Duane Perron Duane Perron Vicki Vandenbout Phone 541-387-2979 541-387-2979 419-626-6111 Environment tourist village City Park Independent in tourist community Attendance 25,000 Paid Rides 210,000 92,500 na Ride Fee $2.00 $2.00 $0.00 Memberships no 700 members Family: $35 Party Rooms yes Party Room Fees $175.00 package Parties/Month 4 Banquet Rooms no Banquet Nights/yr Gross Income $420,000 $185,000 $300,000 Marketing Budget # Paid Staff 4 #Volunteers 100 Ravenhurst Development,Inc. 11/30/2004 carousels nat.xds Page 4 p International Museum of Renton Exhibition Facility Comparable Facilities Data Venue Columbus Zoo Indianapolis Childrens Museum - I Location i Columbus, OH Indianapolis, IN Contact Donna Folla Phone 614-645-3400 317-334-3703 Environment ! national zoo urban museum Attendance Paid Rides 250,000 400,000 Ride Fee $1.00 $1.00 Memberships members ride free. Party Rooms Party Room Fees Parties/Month Banquet Rooms • • Banquet Nights/yr Gross Income Marketing Budget # Paid Staff #Volunteers Ravenhurst Development,Inc. 11/30/2004 carousels nat.xls Page 5 x �_ ? I+! io t3id c, I!41/i.�'�s< Ioo5 I .'. CITY OF RENTON �' 0 2004 ECONOMIC DEVELOPMENT, NEIGHBORHOODS, REPITONOMTOUNCE AND STRATEGIC PLANNING DEPARTMENT MEMORANDUM CITY OF RFNTO J • DATE: December 29, 2004 JAN 0 3 2005 RECEIVED TO: Don Persson, Council President CITY CLERK'S OFFICE Members of;the Renton City Council CC: Mayor Kathy Keolker-Wheele ,z I FROM: Alex Pietsch; Administrator NZ?Orr Economic Development, Neighborhoods, and Strategic Planning Department SUBJECT: POTENTIAL CAROUSEL MUSEUM AT THE PAVILION BUILDING ' I With the Councilmembers' support, the Administration would like to begin negotiating with representatives of the International Museum of Carousel Art (IMCA) to potentially use the Pavilion Building for a carousel museum. At the Committee of the Whole meeting on December 13, 2004, Councilmembers shared a number of questions and concerns regarding the proposed carousel museum. As in-depth negotiations with the IMCA have not actually begun,.it is difficult to answer all of the City Council's questions completely. However, this memo responds to the questions and concerns based on the best information available at this time. EDNSP staff will also be present at the January 3, 2005 Committee of the Whole meeting to provide additional information or respond to any other questions or concerns. Pavilion Building — Carousel Museum Proposal 1. The range of potential City-paid tenant improvements and other pre-opening expenses of$150,000 to $500,000 is considerable. What will the City be expected to spend? The conceptual business plan includes three financial models for the carousel museum, the "optimal" model and the "Perron" model, plus a "hybrid" model. The optimal financial model has increased capital investment and marketing/fundraising, but would also produce a higher-quality facility and museum experience with faster growth projected. The Perron model has less front-end costs and slower growth projected. The hybrid model essentially reflects the Perron model with additional first-year marketing resources to increase attendance. Each model has an estimated capital budget for tenant improvements', exhibit lighting and staging, pre-opening IMCA staffing and marketing, IMCA design and project management expenses and 1 The proposed tenant improvements include modifying the floor to support the carousel, lighting and security improvements and the addition of office and birthday party room spaces, a ticket counter, food and gift areas and a catering prep area. • p December 29, 2004 Page 2 initial moving expenses. The estimated capital budget ranges from $345,000 for the Perron model to $620,000 for the optimum model. The Perron family and the IMCA expect to cover part of the capital budget expenses. In addition, the Perron family plans to loan a carousel, carousel animals and chariots and other artifacts valued at an estimated $3.8 million for the carousel museum. However, the carousel museum also needs capital budget support from the City and, preferably, also from other businesses or corporations. Depending upon the financial model that is used and the success of other potential fundraising opportunities, the City-paid tenant improvements for capital and other pre-opening expenses could run from between $150,000 and $500,000 for the project. The large range in the potential City-paid capital budget expenses is directly related to (a) the quality of the anticipated museum facility and experience, (b) the amount of marketing to promote the new carousel museum and (c) the amount of time before the carousel museum can begin operations. The first two items are represented by.the $275,000 difference in the capital budget for the optimal fmancial model versus the Perron financial model. The third item relates to how much time it will take the IMCA to raise capital funds from other private entities and the resulting delay in starting the carousel museum. Although the City is unable to determine how much City money is enough to use the Pavilion Building for a carousel museum until we negotiate with the IMCA, we know that additional City capital funds will help increase the quality of the museum, the amount of marketing and/or how soon the museum begins operating. For example, the City might be able to pay $150,000 in tenant improvements and other pre- opening expenses. However, the quality of the museum facility or experience might be impacted and/or the carousel museum opening might be delayed until the IMCA could raise private funds to support the capital budget. As an alternative, the City might also consider a low or no interest loan for part of the capital budget to help the carousel museum open promptly with the desired tenant improvements and marketing. The $150,000 to $500,000 in potential City-paid tenant improvements for capital and other pre- opening expenses for the carousel museum compares with $250,000 in City-paid tenant improvements requested by the "National Fitness Center" and $600,000 to $1,200,000 in projected City-paid tenant improvements requested for Shelby's Concepts. In addition, based on the feedback that EDNSP has received from many prospects, EDNSP staff anticipates that the City would likely be asked to provide "below-market" rent and/or significant City-paid tenant improvements for the space for other potential tenants.2 2 Tenant improvement and lease incentives are typical in the marketplace today. Within the restaurant industry, these incentives have in some instances become massive. For example, we learned in 2003 from a CB Richard Ellis broker that the Ruth's Chris Steak House received approximately $750,000 in free tenant improvements in order for them to locate in Bellevue Square. In another example, the owner of Pagotcha Restaurants informed us that he received the following incentive package to locate at the Summit Building in Bellevue's downtown core: • 10 year lease(5 years plus a 5-year option); first-year rent-free (10% of adjusted gross sales thereafter) • 98% of the tenant improvements paid for by the developer(about$580,000) • One-year escape clause for the restaurant after one year(bottom line: they can walk away from the restaurant after two years if not successful) • Tenant-paid utilities, but owner-paid property taxes and insurance December 29, 2004 - Page 3 Finally, if the City proceeds with the IMCA carousel museum, the City will owe Ravenhurst Development, Inc. a $40,000 brokerage commission, less the $5,000 paid by the City for the business plan. Fifty percent of the commission would be due when the lease is signed and the balance due when the carousel museum opens for business. This compares with a $46,000+ brokerage commission for the "National Fitness Center". 2. What are the potential oil-going financial contributions by the City? The potential on-going financial contributions by the City will be determined through lease negotiations with representatives of the IMCA. However, all three of the financial models included in the conceptual business plan for the carousel museum currently assume that: (a) the IMCA will be responsible for all administration, management, marketing, fundraising and operations for the carousel museum, although the organization would benefit, at least initially, from the City's support or assistance with some of the marketing and fundraising activities; (b) the IMCA will be responsible for percentage rent (described below), leasehold taxes, insurance, utilities, repairs and maintenance, janitorial services, operating supplies and security services; the City will be responsible for the exterior CAM (common area maintenance); and (c) the IMCA and, in particular, the Perron family will be responsible for any operating losses. Based on these assumptions, the City's ongoing financial contributions should be limited. However, the City has not yet calculated the projected exterior CAM expenses or determined the amount of City staff time, if any, that might be involved in helping the IMCA do marketing or fundraising for the project. Furthermore, the conceptual business plan does not address whether the bathrooms are open to the public. If the restrooms are available, for example, to users of the Piazza and Renton Transit Center,!the City would also likely need to provide or pay for at least a prorated share of the related supplies and janitorial and repairs and maintenance services. After EDNSP staff addresses these issues with representatives of the IMCA during negotiations, the City will have a better sense of the potential on-going financial contributions for the carousel museum. 3. How much will it cost to reconvert the Pavilion Building to another use (e.g., if the carousel museum is unable to generate sufficient revenue and closes after three years of operation)? The conceptual business plan includes projected capital expenses, including projected tenant improvements, based on the experience and knowledge of Darrell Vange from Ravenhurst Development Inc. and Duane Perron from the IMCA. However, the build out and exhibit expenses will need to be analyzed and refined, if necessary, by an architect and possibly an exhibit designer once the IMCA finalizes a lease agreement with the City. Hence, the projected tenant improvements are subject to change. Once the City has a better understanding of the actual renovations required for the carousel museum, it will be easier to determine the cost to reconvert the space to its existing condition, if December 29, 2004 Page 4 necessary, to support another use. Nonetheless, EDNSP staff believes that the conversion expenses would be far less for the current proposed tenant improvements for the carousel museum than, say, for a restaurant or even the "National Fitness Center" use. 4. How is the City going to pay for the tenant improvements and other pre-opening expenses, plus any ongoing financial contributions? What is the City's exposure for the total package? The City's exposure for the total package will be a combination of the City-portion of the capital budget expenses and any potential on-going financial contributions as described above. The actual figures will be determined through negotiation. The Administration has not yet determined the source of funds to use to pay for the City-portion of the tenant improvements and other pre-opening expenses. However, one potential source of funds is the year-end fund balance. The on-going financial contributions would likely be integrated into the ongoing department operating budgets, for example, by the Facilities Division for operating expenses (e.g., the exterior CAM and any public bathroom responsibilities) and by the EDNSP for marketing and fundraising assistance, if any. 5. The IMCA is interested in a 10-year lease with options for 20 additional years (i.e., a total potential 30-year lease). Since the proposed rent is tied to the carousel museum's revenues, there is concern about the lack of assurance regarding rent to the City. What provisions are proposed to address this (e.g., the three-year "kick-out" clause)? The IMCA proposes to lease the entire Pavilion Building from the City for a ten-year period with options for an additional twenty years. The conceptual business plan proposal includes a rent structure based on a percentage of the carousel museum's annual gross income, beginning with no rent for the first $100,000 of gross income, 15% rent on the next $100,000 of gross income, 20% on the next $100,000 of gross income and 25% rent on anything over $300,000 of gross income. For example, the projected rent for the third year of operation ranges from $92,111 to $123,530 (or a range of$9.60/sf to $12.87/sf) depending upon which fmancial model is used. [For comparison purposes, the "National Fitness Center" proposed $16.00/sf(i.e., $153,040 per year) and Shelby's Concepts proposed no rent for the first two years, $12.00/sf for the third year (i.e., $114,780) and 5% of total sales when sales reach $2,500,000 (i.e., equal to approximately $125,000+ per year in rent). Although both the City and IMCA believe that the Pavilion Building can be used effectively for a carousel museum, the conceptual business plan proposes the following three-year "out" for either party: "If, at the end of the third year of the lease, the facility is not generating sufficient income to pay the City at least $100,000 in rent per year, either party has the right to terminate the lease. (OR) The City may elect to continue the lease with a minimum annual rent payment of$100,000" (if acceptable to the IMCA). However, the City may want to negotiate additional or alternative lease conditions (e.g., rent and/or attendance figure thresholds) to provide assurances, safeguards and or "outs" over the life of the lease, including any renewals. 3 All of the square foot rent/lease projections are based on the 9,595-square foot open hall. . December 29, 2004 Page 5 6.- The carousel museum business plan identifies a need to raise private funds. Since the Perron's strengths apparently are not in fundraising, who's going to do the fundraising for the organization? � The conceptual business plan includes: (a) fundraising needs for the capital budget of approximately $154,000 to $328,000 (including both sponsorships and in-kind contributions), depending upon the financial model used and the capital contributions by the IMCA, the Perrons and the City; and (b) projected fundraising for the operating budget of approximately $60,000 per year (including sponsorships, grants and donations). Mr. Vange believes that the Perrons have the ability to build the facility into a self-supporting, positive cash flow attraction that would accomplish many of the City's objectives. However, in order to make the initial carousel museum a first-class experience and to broaden the base of support for the IMCA to become the long-term receptacle of the Perron carousel collection, the conceptual business plan recommends as a condition of the City's potential lease that the IMCA hire an Executive Director to manage the marketing and fundraising for the carousel museum. The Executive Director would be an employee of the IMCA, not the City. The IMCA is a 501(c)(3) nonprofit educational organization dedicated to the preservation, restoration and exhibition of the world's antique carousels and carousel related art. Although the IMCA would likely benefit, at least initially, from the City's support or assistance with some of the marketing and fundraising activities for the project, the City has not determined the amount of City staff time, if any, that might be involved in helping the IMCA do marketing or fundraising for the carousel museum. As a regional museum facility, the IMCA would be working to secure corporate sponsorships and individual donations from interested parties in the region who are supportive of their organization's mission and operations. Although the IMCA may pursue some of the same potential sources of funds as other non-profit organizations in Renton, the organization would likely attract a different sector of potential supporters interested, for example, in the preservation and display or carousel and folk art. 7. The City and IMCA each paid $5,000 to develop a conceptual business plan to establish and operate a carousel museum at the Pavilion Building. There is concern about the City spending $5,000 for a business plan for a private business if the City or IMCA decides not to proceed with use of the Pavilion Building for a carousel museum. EDNSP has been working since April 2004 (when renovation was completed on the building) to identify and contact 123 potential tenants to lease space in the Pavilion Building, including eight developers, 71 restaurants/brew pubs, 17 grocery/food entities, five bookstores, one drug store, 14 music/arts/entertainment/recreation entities, four furniture stores and three "event" uses. Several dozen businesses expressed an interest in either the Pavilion Building or other opportunities in Renton. However, the City received only one formal offer for use of the Pavilion Building as of the end of August 2004, a letter of;interest from a "National Fitness Center". In September 2004, . V December 29, 2004 Page 6 Councilmembers considered the "National Fitness Center" proposal and decided that it was not a desired use for the facility. As part of the department's efforts to pursue options with a variety of potential target anchor tenants, EDNSP staff worked with Mr. Vange and the Perrons to explore the potential for the IMCA to establish a carousel museum at the Pavilion Building. Although EDNSP staff has continued to explore other potential uses of the Pavilion Building, the carousel museum stood out in September 2004 as a unique opportunity to utilize the Pavilion Building for a potential regional attraction - especially if other targeted anchor retail tenants were not interested in locating to the Pavilion Building in the current downtown Renton marketplace. As collectors and preservationists, the Perrons have acquired a wealth of knowledge, a phenomenal carousel collection and tremendous experience operating carousels and displaying carousel art for almost 30 years. However, as noted in Mr. Vange's business plan, the Perrons do not have "sophisticated" ideas about marketing and museum displays. Although the Perrons expressed interest in using the Pavilion Building to achieve a permanent home for their core collection, EDNSP has many questions about how the IMCA would establish and operate a carousel museum at the facility. To help address EDNSP's questions and provide a more comprehensive proposal for the potential use of the Pavilion Building for a carousel museum, the City and IMCA jointly engaged Mr. Vange at Ravenhurst Development, Inc. at the end of September 2004 at a cost of$5,000 each. The goal was to create a conceptual business plan for the build out and successful use of the Pavilion Building for an ongoing professionally operated carousel museum. Mr. Vange's report has been very useful for the City to more effectively analyze the potential use of the Pavilion Building for the carousel museum and to provide a framework for lease negotiations with the IMCA. The City has engaged other consultants in the past to prepare studies regarding the potential use of the Pavilion Building. Although the most current business plan relates to a specific potential user, the IMCA is a 501(c)(3) non-profit organization that paid for 50% of the business plan's cost. EDSNP has not offered to share in the cost of a creating a business plan with other prospective tenants for the Pavilion Building to date. The potential use of the Pavilion Building for a carousel museum provided a unique situation that benefited from a jointly funded business plan. Pavilion Building - Spirit of Washington Dinner Train Proposal 8. The Spirit of Washington Dinner Train has expressed interest previously in using the Pavilion Building for banquets and special events. Why hasn't the Administration followed up with the Spirit of Washington regarding their initial proposal? The Council President talked with the owner, who said he was discouraged from submitting additional information. There is concern about creating an unfair playing field. The Mayor, individual Councilmembers and EDNSP staff have had discussions with the owners of the Spirit of Washington Dinner Train about using the building as a private event space. In particular, staff met with Eric Temple alone and with the Mayor on several occasions. Through • December 29, 2004 Page 7 discussions with him, staff has gathered a basic understanding of his concept and a potential deal structure. The Dinner Train would manage, market and operate the entire Pavilion Building as event space. It could be used for a wide variety of events, including weddings, corporate meetings and parties, as well as community events such as the Chamber of Commerce Holiday Auction or Rotary Caper. The Dinner Train would use its existing catering operation at the Train Depot to provide food service to the building. The building would function as an open hall and tenant improvements would be minimal. Mr. Temple indicated that, at a minimum, he would consider a three-year lease with additional year-to-year terms and a 12-month kick-out clause. He would consider some base rent with the City receiving an additional percentage of their gross receipts. The number of events that the facility would host is unclear and will depend on the demand and success of marketing efforts, although Mr. Temple indicates that he would need to have approximately 130 to 150 events a'year to make the effort worthwhile. If these events were evenly scheduled throughout the year, the building would be dark four or more days each week. The Administration believes this use does not meet the City Council's goal to have the Pavilion Building function as a center of regular activity in downtown Renton. However, if other efforts to secure a more active tenant are not successful, an event use of the building may be a good way to have some activity in the building while downtown Renton continues its revitalization efforts and the market for retail improves. CONCLUSION The IMCA carousel museum represents a unique opportunity to use the Pavilion Building for a public-oriented use that has the potential to draw people to downtown Renton from throughout the Puget Sound region and beyond. The carousel art builds on Renton's craftsman history and adds to the entertainment opportunities and collectibles theme in downtown Renton. The carousel museum would also utilize and benefit from the expansive open architectural style of the Pavilion Building. Although the City would need to contribute additional funds for tenant improvements, the economics of the carousel museum proposal for the City are comparable to or better than the terms of the recent restaurant and banquet/meeting room proposal submitted to the City (and later withdrawn) or other potential deal that EDNSP staff anticipates might be possible at the Pavilion Building under the current market conditions. Consequently, with the City Council's support, the Administration would like to begit!negotiating a lease with representatives of the IMCA to use the Pavilion Building for a carousel museum. The lease will be subject to review and approval by the City Council. If the City can come to an agreement with the IMCA, the goal would be to have the carousel museum open at the Pavilion Building by summer 2005. cc: Jay Covington Dennis Culp Ben Wolters Mark Santos-Johnson