HomeMy WebLinkAboutresolution.council.013-25RESOLUTION #013
(Series of 2025)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN,
COLORADO, APPROVING A LETTER OF INTENT BETWEEN THE CITY
OF ASPEN AND THEATRE ASPEN AND AUTHORIZING THE CITY
MANAGER TO E��ECUTE SAID LETTER ON BEHALF OF THE CITY OF
ASPEN, COLORADO,
V�JHEREAS, there has been submitted to the City Council a Letter of Intent,
to propose a new lease and to allow the commencement of a land use application
necessary for a permanent theater to be constructed by Theatre Aspen at Rio
Grande Park, between the City of Aspen and Theatre Aspen, a true and accurate
copy of which is attached hereto as Exhibit "A";
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF ASPEN, COLORADO,
That the City Council of the City of Aspen hereby approves that Letter of
Intent for a proposed new lease between the City of Aspen and Theatre Aspen for
Theatre Aspen's new facility in Rio Grande Park, between the City of Aspen and
Theatre Aspen, a copy of which is annexed hereto and incorporated herein, and
does hereby authorize the City Manager to execute said letter of intent on behalf of
the City of Aspen.
INTRODUCED, READ AND ADOPTED by the City Council of the City of
Aspen on the 11 to day of February 2025 .
Torre, Mayor
I, Nicole Henning, duly appointed and acting City Clerk do certify that the
foregoing is a true and accurate copy of that resolution adopted by the City Council
of the City of Aspen, Colorado, at a meeting held, February 11, 2025.
Nicole Henn�ng, City Clerk
Docusign Envelope ID: 741AE5AC-4227-4CEB-AB89-5CA323AC5C4D
City of Aspen
Attn: Sara Ott, City Manager
Producing Director 427 Rio Grande Place
Jed Bernstein
Aspen, CO 81611
Board of Trustees
Clare Evert -Shane Re: Proposed New Lease for Theatre Aspen in Rio Grande Park
Co -Chair
Robin Smith Dear Ms. Ott:
Co -Chair
Kenny Lipschutz
Vice Chair In continuance of our discussions, we present the following proposal to you for a
Juliet Shield -Taylor new lease between the City of Aspen and Theatre Aspen for the Theatre Aspen's
Secretary proposed new facility in Rio Grande Park:
Kenny Tate
Treasurer
Tenant: Theatre Aspen, a Colorado nonprofit corporation
Lisa Baker
Meredith Berman Landlord: City of Aspen
Nancy Blank
Karen Brooks Project: A new Theatre Aspen performance facility and related
Terri Caine improvements to be constructed by Tenant at Tenant's sole cost.
David Chazen Construction would not be commenced until the Project has
Michele DeWitt �
Nicholas Dubrul received all necessary land use entitlements, construction permits
Darlynn Fellman and sufficient funding/financing to provide Landlord with comfort
Charlene Freedland the Project will be completed.
Jeff Grinspoon
Jim Grusecki
Soledad Hurst Premises: Approximately 34,000 square feet of land area within Rio Grande
Rachel Klausner Park, with rights of ingress/egress and utility extensions through
Barbara Lee surrounding portions of Rio Grande Park, all as depicted on the
Mark Mason conceptual site plan attached as Exhibit A.
Jennifer Moses
Obie Oberman
Jerry Parker Use of Premises: The primary use of the Premises would be the operation of a
Courtney Presutti performing arts theater facility for productions staged by Tenant and
Erica Simpson occasional special events (such as an annual fundraising gala)
Don Short
Melanie Sturm hosted by Tenant. The main operating season for Tenant's stage
Jennifer Styslinger productions would be in the summer months, but some
Kenny Tate performances would occur in the fall and winter seasons, with
Amy Verschleiser special emphasis on the winter holiday season in December and
Monica Vidal early January.
Chuck Wall
Bryan Weingarten
Tenant will have the right to rent out its facilities to third parties for
Honorary Trustees compatible uses such as, without limitation, music performances,
Greg Erwin lectures, other stage productions, meetings, weddings and other
Pat Fallin rivate s ecial events. Tenant acknowled es there will need to be
Maureen Holman p p g
Kent Reed, Founder some limits on rental of the facilities for private events and other
commercial purposes.
970.925.9313 110 E Hallam St., #102 Aspen, CO 81611 TheatreAspen.org
Docusign Envelope ID: 741AE5AC-4227-4CEB-AB89-5CA323AC5C4D
Tenant will also make its facilities available for use for public
community events and to area non -profits, schools or other
organizations at reduced or no cost.
Certain exterior areas of the Premises will remain open to public
access, as depicted on the attached Site Plan.
Vehicle access through the adjacent park areas will be restricted to
designated routes and following completion of construction may be
limited to the extent feasible to small, electric vehicles and other
low -impact vehicles as approved by Landlord.
Initial Term: 40 years, commencing on issuance of a construction permit for the
Project.
Options to Extend Term: Landlord will provide Tenant with two 10-year renewal options.
Base Rent: $10.00 per year payable in one lump sum of $400 upon
commencement of the lease.
Ownership of Buildings: Tenant will be considered the owner of the buildings and other
improvements constructed by Tenant within the Premises for the
term of the Lease. In this regard, the Lease will be considered a
ground lease. Following termination of the Lease following any
extensions exercised by Tenant, Tenant will quit claim its interest in
such improvements to Landlord. Tenant will not be responsible for
demolishing the improvements or restoring the Premises to park
condition following the end of the Lease.
Reclamation: Tenant acknowledges the City would be concerned if construction
work on the project commences and then cannot be completed for
some reason. Tenant will agree to provide a bond, letter of credit or
other acceptable financial security to ensure the City has the means
to reclaim and restore the Premises if the Tenant is unable to
complete construction.
Tenant's Maintenance: Tenant will be responsible for cleaning, maintaining and repairing
the buildings) and all access pathways, lighting, landscaping,
irrigations systems, utilities and other infrastructure constructed by
Tenant within the Premises as shown on the attached Site Plan —
Exhibit B and highlighted in yellow. Landlord will be responsible
for maintenance and snow removal outside this area. However,
Tenant will be responsible for supplemental snow removal as shown
on the attached Site Plan and highlighted in blue which are provided
for pedestrian access to the Premises after the hours of 4:30 p.m. for
any winter season evening programming. Tenant will also be
responsible for any damage caused to the park facilities outside of
the Premises resulting from negligent, willful or excessive damage
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Docusign Envelope ID: 741AE5AC-42274CEB-AB89-5CA323AC5C4D
caused by Tenant, its employees, agents or customers, ordinary wear
and tear excepted.
Landlord's Maintenance: Landlord will be responsible for maintenance of the park facilities
and irrigation system within park area outside of the Premises,
including pathways and any lighting outside of the Premises.
Landlord will be responsible for all snow plowing outside of the
Premises, except for the supplemental snow plowing that will be
Tenant's responsibility as described above in the Tenant's
Maintenance section.
Utilities: Tenant will be responsible for paying for all utility services provided
to the Project. All utility services provided to the Project will be
separately metered and the utility accounts will be in the name of
Tenant.
Taxes: Tenant will be responsible for paying any taxes that are levied and
assessed upon the Premises or upon the improvements, fixtures or
personal property of the Tenant during the term of the Lease and
upon the leasehold or possessory interests created by the Lease.
Signage: Tenant will be permitted, at its sole cost and expense, to install and
maintain signage for the Project per the signage plan approved by
the City as part of the land use entitlements for the Project. All
signage will comply with all applicable regulations and ordinances.
Assignment: Tenant may not assign or transfer -the Lease without the prior written
consent of Landlord, which consent will not be unreasonably
withheld, conditioned or delayed.
Alterations by Tenant: Tenant, subject to the prior approval of the City Manager's Office
and subject to obtaining any required additional or amended land
use entitlements from the City, may, at its own expense, make
reasonable alterations, improvements or additions to the Premises,
including any of the buildings and other improvements originally
constructed by Tenant as part of the Project. All expenses related to
Tenant's alteration work shall be at the Tenant's sole expense.
Tenant will be required to provide the City Manager's Office with
reasonable advance notice of and agree on reasonable timing for any
significant work or maintenance.
Alterations by Landlord: Landlord reserves the right, from time to time, at its own expense to
make such alterations, maintenance activities, renovations or repairs
in and about the areas of Rio Grande Park outside the immediate
boundaries of the Premises as Landlord may deem necessary or
desirable and Tenant covenants to make no claim against Landlord
for any interference with its interest under the Lease in the Premises.
3
Docusign Envelope ID: 741AE5AC-4227-4CEB-AB89-5CA323AC5C4D
Landlord will provide reasonable notice to Tenant in advance of
undertaking any work other than regular maintenance and upkeep in
areas of Rio Grande Park outside of the Premises and the work will
be performed at such reasonable times as may be mutually agreed to
between the parties so as to eliminate or minimize any disruption of
Tenant's operations. Landlord may not undertake any such work
within the Premises without Tenant's prior written consent.
Liability Insurance: Tenant will maintain commercial liability insurance covering its use
of the Premises with Landlord as an additional insured in an amount
not less than the maximum liability that can be imposed on Landlord
under the laws of the State of Colorado. Such limits are currently:
$424,000 for injury to any one person in any single occurrence and
$1,195,000 for any injury to two or more persons in any single
occurrence.
Property Insurance: Tenant shall maintain property insurance on the buildings) and
other insurable improvements constructed by Tenant within the
Premises. Any such insurance will include, if reasonably available,
a waiver of the insurer's rights of subrogation against Landlord.
Termination by Casualty: If the buildings) constructed by Tenant within the Premises are
damaged by fire or other casualty to the point that they cannot be
restored using reasonable efforts within 12 months from the
occurrence of the damage, then Tenant will have the right to
terminate the Lease. If Tenant chooses to terminate the Lease, then
Tenant will be responsible, if requested by the City, for demolishing
the buildings and other improvements constructed by Tenant and
restoring the Premises to a sodded grass park condition. If Tenant
chooses to keep the Lease in effect, Tenant will be responsible for
restoring the buildings and other improvements to their prior
condition within a reasonable time period for continued use by
Tenant under the Lease. All insurance proceeds resulting from
Tenant's insurance policies and coverage shall remain property of
Tenant, regardless of whether Tenant chooses to terminate the
Lease, provided that all available insurance proceeds must first be
used by Tenant toward demolition and restoration of the Premises if
required as provided herein.
Indemnification: Except to the extent caused by the negligence, recklessness or
willful acts of Landlord, Tenant will agree to indemnify and hold
harmless Landlord, its officials and employees, from and against all
liability, claims, and demands, arising from bodily injury, personal
injury, sickness, disease, death, or loss or damage to tangible
property occurring from Tenant's occupancy of the Premises, if such
injury, loss, or damage is caused in whole or in part by, the omission,
error, or negligence of Tenant, any contractor of Tenant, or which
Docusign Envelope ID: 741AE5AC-42274CEB-AB89-5CA323AC5C4D
arises out of any workmen's compensation claim of any employee
of the Tenant or of any employee of any contractor of Tenant.
Non -Discrimination: Tenant will not discriminate against any worker, employee or job
applicant, or any member of the public, because of race, color, creed,
religion, ancestry, national origin, sex, age, marital status, disability,
affectional or sexual orientation, family responsibility or political
affiliation, nor otherwise commit an unfair employment practice in
violation of applicable law and shall at all times comply with City
Ordinances.
Potential Public Vote: Tenant acknowledges that the City's final approval of the lease
and/or the accompanying land use approvals could become the
subject of a public vote for a variety of reasons.
This letter is for the purpose of demonstrating the parties' general intent and to further their
discussions. This letter is not intended to memorialize a binding agreement between the parties.
This letter is not binding upon either party and, notwithstanding any past, present, or future written
or oral indications of negotiation or agreement to some or all matters under negotiation, the parties
shall not be bound each to the other until the terms contained herein have been incorporated into a
formal, fully executed lease agreement.
Sincerely,
Theatre
Name: Jed Bernstein
17 MIS
Acknowledged on behalf of the Ci
DocuSigned by:
�A,V'a �. �/13/2025 � 7:47:33 AM PST
2DA4D214EE1942B...
Sara Ott, City Manager
Type to
Docusign Envelope ID: 741AE5AC-42274CEB-AB89-5CA323AC5C4D
SITE PLAN
[see attached]
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