3.11 20-0794 Subject: J. Kaiser Convention Center - LDDA Second Amendment From: Economic & Workforce Development Department Recommendation: TITLE CHANGE [OLD TITLE] Adopt The Following Pieces Of Legislation: 1) An Ordinance That Authorizes The City Administrator Or Designee To Negotiate And Execute A Second Amendment To The Lease Disposition And Development Agreement, Between The City Of Oakland (City) And Oakland Civic, LLC (Oakland Civic) (LDDA), And Related Documents, For Renovation And Rehabilitation Of The Property That: (A) Modifies Certain Closing Requirements, Including Eliminating Binding Pre-Lease Requirements And A Surety Bond And Increasing Required Guarantor Minimum Net Worth From 25 Percent To 50 Percent, And Adds Notice And Cure Rights For Historic Tax Credit Investors; And (B) Makes Amendments To The Form Of The Lease Attached As Exhibit C To The LDDA To: (I) Revise And Insert Definitions Of Sponsorship/Donation Agreements And Naming Rights, As Applicable, And Specify When Proceeds Of Such Agreements Will Be Considered As Gross Income For Calculation Of Rent Participation; (II) Document Rights Of Oakland Civic And Calvin Simmons Theatre (CST) To Enter Into An Event Use/Sponsorship Agreement With The Kaiser Foundation Health Plan, Inc. (Kaiser) For A Term Of Up To 20 Years, And Related Documents, For A Maximum Payment Of $1.5 Million To Be Used For Renovation Of The Theatre Consistent With The Lease And Commit City To Entering Into A Recognition Agreement With Kaiser For Such Sponsorship Agreement, Subject To Certain Termination Rights And City Protections; (III) Document Tenant's Consent To The City Entering Into A Naming Rights Agreement And Related Documents With Kaiser For The Property; And (IV) Make Minor Revisions To Correspond With The Agreed Upon Community Benefits Agreement Between Oakland Civic, CST And Black Arts Movement And Business District Community Development Corporation, And Adds Notice And Cure Rights For Historic Tax Credit Investors; And [NEW TITLE] Adopt The Following Pieces Of Legislation: 1) An Ordinance For The Real Property Located At 10 Tenth Street And Commonly Known As The Henry J. Kaiser Convention Center ("Property" Or "Kaiser Convention Center"): (1) An Ordinance That Authorizes The City Administrator Or Designee To Negotiate And Execute A Second Amendment To The Lease Disposition And Development Agreement Between The City Of Oakland ("City") And Oakland Civic, LLC ("Oakland Civic") ("LDDA"), And Related Documents, For Renovation And Rehabilitation Of The Property That: (A) (I) Modifies Certain Closing Requirements, Including Eliminating Non-Binding Letters of Intent Pre-Lease Requirements And Surety Bonds And Increasing Required Guarantor Minimum Net Worth From 25 Percent To 50 Percent, And (II) Adds Notice and Cure Rights For Tax Credit Investors; And (B) Makes Amendments To The Form Of The Lease Attached As Exhibit C To The LDDA To: Revise And Insert Definitions Of Sponsorship/Donation Agreements And Naming Rights, As Applicable, And Specify When Proceeds Of Such Agreements Will Be Considered As Gross Income For Calculation Of Rent Participation; (A) Document Rights Of Oakland Civic And Calvin Simmons Theatre ("CST") To Enter Into An Event Use/Sponsorship Agreement With Kaiser Foundation Health Plan, Inc. ("Kaiser Foundation") For A Term Of Up To 20 Years, For A Maximum Payment Of $1.5 Million To Be Used For Renovation Of The Theatre Consistent With The LDDA And The Lease, And Related Documents, And (B) Authorize The City Administrator Or Designee To Negotiate and Enter Into A Recognition Agreement With Kaiser Foundation For Such Sponsorship Agreement, Subject To Certain Termination Rights And City Protections; (III) Document Oakland Civic's Consent To The City Entering Into A Naming Rights Agreement And Related Documents With Kaiser Foundation For The Property; And (IV) Make Minor Revisions To (A) Add Notice and Cure Rights for Tax Credit Investors; and (B) Correspond With The Agreed-Upon Community Benefits Agreement Between Oakland Civic, CST And Black Arts Movement And Business District Community Development Corporation; And