CONTRACT 6413 OtherAgreement No. 6413
PUBLIC ART IN -LIEU FEE DEPOSIT AGREEMENT
This Public Art In -Lieu Fee Deposit Agreement (this ""A rimer-.t") is made and
entered into this may of June, 2022 (the "Effective Date") by and between the City of
El Segundo, a California municipal corporation ("City"), and Beyond Meat, Inc., a
Delaware corporation ("Beyond Meat"), whose principal place of business is located 119
Standard Street, El Segundo, California 90245 (collectively, the "Parties").
RECITALS
A. On November 19, 2019, the El Segundo City Council adopted Ordinance
No. 1594 establishing a public art or in -lieu fee requirement and a cultural development
fund (the "Cultural Development Ordinance"). Subject to few exceptions not relevant
here, the public art or in -lieu fee requirement applies to commercial or industrial
development projects where the project cost exceeds two million dollars.
B. Projects subject to the Cultural Development Ordinance must either (a)
commission or acquire and install new artwork in a location on or in the vicinity of the
project site, with the appraised value of such artwork and any direct expenses as
described herein being equal to or exceeding one percent of the project cost; or (b) pay
to the City an amount equal to one percent of the project cost.
C. Beyond Meat is constructing tenant improvements at an office project
located at 888 Douglas Street, El Segundo (the "Project"). Beyond Meat has elected to
commission or acquire and install new artwork in a location on or in the vicinity of the
Project.
D. On June 25, 2021, the City issued Building Permit No. B0627-20 in
connection with Phase 1A of the Project. The valuation of Permit No. B0627-20 was
$13,985,550.
E. On March 18, 2022, the City issued Building Permit No. B0335-21 in
connection with Phase 1 B of the Project. The valuation of Permit No. B0335-21 was
$7,005,625.
F. Beyond Meat has applied for Building Permit No. B0150-22 in connection
with Phase 1 C of the Project. The anticipated valuation of Permit No. B0150-22 is
$1,025,410. Phase 1 A, Phase 1 B, and Phase 1 C of the Project are collectively defined
as "Phase 1'" of the Project.
G. Pursuant to the Cultural Development Ordinance, no certificate of occupancy
may be issued by the City unless and until the artwork has been installed and the
property owner has recorded a covenant committing itself and its successors to
maintain the artwork in good repair and in a safe, functional, accessible, and clean
condition.
Agreement No. 6413
H. Although Beyond Meat has elected to acquire and install its own artwork on
the real property on which the Project is located, the artwork will not be completed for
several months and, in all likelihood, until after the Project is complete and ready for
occupancy.
I. In order to obtain a certificate of occupancy for the Project prior to installation
of the artwork and to begin making use of the Project, Beyond Meat wishes to deposit
with the City the full amount of the in -lieu art fee, to be held by the City as security for
Beyond Meat's obligation to commission and install artwork in accordance with the
Cultural Development Program and this Agreement.
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
Obligations of the Parties.
A. Beyond Meat agrees to deposit with City the sum of $230,000.00, which is
sufficient to cover the 1 % in -lieu art fee for Phase 1 of the Project (the
"De osit').
B. Once the Deposit is received by the City, the building official shall issue a
certificate of occupancy or its equivalent for the Project (assuming the
remaining conditions for the issuance of such certificate of occupancy
have been satisfied), notwithstanding the fact that the public artwork
required of the Project under the Cultural Development Ordinance has not
yet been installed.
C. On or before March 31, 2023, Beyond Meat will acquire and install artwork
on or in the vicinity of the Project site in accordance with a City -approved
public art plan.
D. If artwork is installed in accordance with the City -approved public art plan
on or before March 31, 2023, the City shall refund the full amount of the
Deposit to Beyond Meat within 10 business days of the City's final
inspection and approval of the artwork. No interest shall accrue on the
Deposit.
E. If artwork is not installed in accordance with the City -approved public art
plan on or before March 31, 2023, the City shall transfer the Deposit into
the Cultural Development Fund, and the Deposit shall be deemed to be
Beyond Meat's payment of 1 % of the project cost in lieu of commissioning
artwork under the Cultural Development Ordinance, which amount shall
be used by the City for any purpose authorized by the Cultural
Development Ordinance. Thereafter, Beyond Meat shall have fully
satisfied (and be relieved of) its obligation to acquire publicly accessible
artwork, or pay to the City an in -lieu fee, under the Cultural Development
Ordinance.
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2, Assignment. This Agreement may not be assigned, novated, or otherwise
transferred by operation of law without the written agreement of the parties.
3. Notices. Unless otherwise provided herein, all notices required to be given
pursuant to this Agreement must be given in writing and deliver in person with
acknowledged receipt, by overnight courier for next business day deliver with
signature required, or by certified mail, return receipt requested, and sent to the
intended recipient at the address set forth below:
To CITY:
City of El Segundo
350 Main Street
El Segundo, CA 90245
Attn: City Manager
To BEYOND MEAT:
Beyond Meat, Inc.
119 Standard Street
El Segundo, CA 90245
Attention: Chief Financial Officer
and
Beyond Meat, Inc.
119 Standard Street
El Segundo, CA 90245
Attention: Chief Legal Officer
Any notice delivered or sent as provided above will be deemed to have been
properly made on the same day it is hand delivered (even if such delivery is
refused), on the first business day after delivery to an overnight courier service
with instructions for deliver on the next business day, or the third business day
after being deposited in the U.S. Mail, certified with return receipt requested.
Either party to this Agreement may change its address for notices hereunder by
providing notice of such change to the other party in the manner set forth above.
4. Applicable Law; ""venue. This Agreement will be governed by and construed in
accordance with the laws of the state of California. The exclusive venue for any
suit, action or proceeding arising out of this Agreement shall be the Superior
Court for the County of Los Angeles.
5. Afforne s' Fees. If any action is brought to enforce the terms of this Agreement,
the prevailing party will be entitled to recover its reasonable attorneys' fees, costs
and expenses from the non -prevailing party, in addition to any other relief to
which the prevailing party may be entitled.
6. Warranty of authority. Each party represents and warrants to the other that the
person signing this Agreement is duly and validly authorized to do so on behalf of
the entity it purports to so bind, and if such party is a limited liability company or a
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Agreement No. 6413
corporation, that such limited liability company or corporation has full right and
authority to enter into this Agreement and to perform all of its obligations
hereunder.
7� Advice of Counsel. Each party acknowledges that, in executing this
Agreement, such party has had the opportunity to seek the advice of
independent legal counsel and has read and understood all of the terms and
provisions of this Agreement. This Agreement shall not be construed against any
party by reason of the drafting or preparation hereof.
8. Entire Agreement. This Agreement constitutes the entire agreement between
the parties hereto and supersedes any prior oral or written agreements,
negotiations or representations of the parties.
9. Counterparts. This Agreement may be executed in separate counterparts,
including facsimile or pdf copies, any one of which need not contain signatures of
more than one party, but all of which taken together will constitute one and the
same Agreement.
10, No Oral Modification. This Agreement may not be amended or altered in any
manner unless such amendment or alteration is in writing and signed by a duly
authorized representative on behalf of each party hereto.
City and Beyond Meat, through their undersigned authorized representatives,
have executed this Agreement as of the Effective Date set forth above.
CITY OF EL SEGUNDO
By:
Darrell George
Interim City Manager
Attest:
Tracy "VPtilea er
City Clerk
Approved as to form:
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BEYOND MEAT, INC.
Agreement No. 6413
Mair Hensley
CityVtio.rney