AGENDA REPORT
Meeting Date: July 15, 2025
Item Number:
To: Honorable Mayor & City Council
From: Logan Phillippo, Real Property Development Manager Jonathan Gernes, Senior Management Analyst
Subject: APPROVAL OF FIFTH AMENDMENT OF LEASE BY AND BETWEEN
THE CITY OF BEVERLY HILLS AND WINE SOCIETE LLC DBA
VIGNES & TERROIRS AT 9400 SOUTH SANTA MONICA
BOULEVARD
Attachment: 1. Fifth Amendment of Lease
RECOMMENDATION
Staff recommends the City Council approve the Fifth Amendment of Lease by and between the City of Beverly Hills and Wine Societe LLC DBA Vignes & Terroirs (the “Tenant”) at 9400 South Santa Monica Boulevard.
INTRODUCTION
The City’s lease agreement with Wine Societe LLC expired June 30, 2025, and the proposed fifth amendment of lease extends the term through June 30, 2030. The fifth amendment also updates the permitted use of the space as a restaurant and requires the Tenant to install a kitchen exhaust system at its sole expense.
DISCUSSION
The City of Beverly Hills entered into an initial lease agreement with Wine Societe LLC at 9400 South Santa Monica Boulevard on November 19, 2013. The lease was subsequently amended and then restated, and expired June 30, 2025, with no additional option for the Tenant to renew.
The Tenant initially operated the premises as Heritage Fine Wines and currently operates it as Jade, a Japanese fusion restaurant. As the Tenant has changed the operating business, additional updates are needed within the lease agreement and the premises to properly accommodate such changes. The kitchen within the premises does not have an exhaust ventilation system for removing airborne contaminants generated during the D-12
Meeting Date: July 15, 2025
normal course of food preparation. Such a system is necessary to mitigate impacts to the building.
The proposed Fifth Amendment of Lease has the following key terms:
• The lease expiration date shall be June 30, 2030;
• Base rent shall be $13,794.60 beginning July 1, 2025, and increase by 3% annually thereafter;
• Base rent shall be abated for July 2025 through September 2025; • Tenant shall be required to complete improvements for a commercial-grade exhaust system serving the kitchen at its sole expense subject to City review and approval;
• Permitted use shall be updated to retail wine shop and restaurant; and • A late charge equal to 5% of the overdue payment will be applied within five days of written notice from the City for such overdue payment.
FISCAL IMPACT
The proposed Fifth Amendment of Lease increases the monthly base rent payable to $13,794.60 beginning July 1, 2025, and increases the rate by 3% annually thereafter.
Three months of rent abatement would be provided for July 2025 through September 2025. In total $837,465.00 would be collected in base rent during the five-year extension term. The City would also continue to collect monthly operating expenses that are subject to annual adjustments based on actual expenses.
The Tenant will be required to complete the exhaust system improvements to the premises at the Tenant’s sole cost and there is no tenant improvement allowance.
Ryan Gohlich,
Assistant City Manager
Approved By
Attachment 1
-1-
B0785-0001\2743137v1.doc
FIFTH AMENDMENT OF LEASE
THIS FIFTH AMENDMENT OF LEASE (this “Fifth Amendment”) is dated as of July 15, 2025, and is entered into by and between the CITY OF BEVERLY HILLS (“Landlord”), and WINE SOCIETE LLC, a California limited liability company (dba “Vignes & Terroirs”) (“Tenant”).
R E C I T A L S
A. Landlord and Tenant entered into that certain Lease dated as of March 19, 2013, as amended by an Amendment of Lease dated August 19, 2014, a Second Amendment of Lease dated September 1, 2015, a Third Amendment of Lease dated December 19, 2017, and a Fourth Amendment to Lease dated December 8, 2020 (the “Lease”). The Lease is for a portion of the ground or first floor of the building at 9400 Santa Monica Blvd., in Beverly Hills, California (the “Premises”).
B. Landlord and Tenant also executed a Memorandum of Lease dated November 19, 2013 which was recorded on January 6, 2014 as Document 20140012949 in the Official Records of Los Angeles County. The Amendment of Lease, Second Amendment of Lease and Third Amendment of Lease were recorded on September 26, 2014, September 30, 2015 and February 8, 2018 in said Official Records as Document Numbers 20141018604, 20151215729, and 20180134852 respectively.
A G R E E M E N T
NOW, THEREFORE, in consideration of the foregoing recitals, and the mutual covenants and terms hereof and in the Lease, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Landlord and Tenant agree as follows:
1. Extension of Term; No Extension Options. The Term of the Lease is hereby extended to June 30, 2030, and all of the terms of the Lease shall apply to the extension, including, without limitation terms as to rent and all other payments of the type and in the amount(s) payable under the Lease. Tenant shall have no extension options or other rights to extend the Term beyond June 30, 2030.
2. Base Rent. The base monthly rent shall be as follows:
Period Monthly Base Rent
7/1/2025 - 9/30/2025 $0.00
10/1/2025 - 6/30/2026 $13,794.60
7/1/2026 - 6/30/2027 $14,208.44
7/1/2027 - 6/30/2028 $14,634.69
7/1/2028 - 6/30/2029 $15,073.73
7/1/2029 - 6/30/2030 $15,525.94
3. Required Improvements. Within sixty (60) days after the date of this Fifth Amendment of Lease (which is dated as of its execution by Landlord), Tenant shall at Tenant’s cost provide to Landlord, for Landlord’s review and comment, complete plans and specifications Docusign Envelope ID: 186483C0-5C15-47D0-8318-DAE1D2340B60 -2-
B0785-0001\2743137v1.doc
for a commercial-grade exhaust ventilation system to serve the kitchen within the Premises (the “Required Ventilation Improvements”). The Required Ventilation Improvements must effectively remove heat, smoke, grease-laden vapors, airborne contaminants generated during cooking operations and mitigate cooking smells, and vent directly to the outside environment.
Tenant shall diligently revise and re-submit the plans, based on Landlord’s comments, until Landlord’s written approval of the plans is issued (and the City Manager may issue such written approval). On or before the date which is sixty (60) days after Landlord’s written approval of the plans, Tenant shall obtain the necessary permits for and construct/install/complete the Required Ventilation Improvements at Tenant's sole cost and expense, in accordance with the approved plans and applicable permit(s). Failure to timely submit the plans and specifications, diligently revise and re-submit them based on Landlord’s comments, or timely complete the construction/installation shall each constitute an Event of Default (without notice or opportunity to cure), and shall entitle Landlord to exercise its remedies under the Lease, including termination. Notwithstanding Section 9.1(b) of the Lease, Tenant shall maintain and repair the Required Ventilation Improvements, and Section 19.2.4 (Landlord right to cure and be reimbursed) shall apply to such Tenant obligations. Article 11 of the Lease (Tenant indemnification/defense) shall apply with respect to Tenant’s installation/construction, operation, repair and maintenance of the Required Ventilation Improvements.
4. Permitted Use. Section 1(i) of the Lease is hereby deleted and is replaced with the following:
“Permitted Use: Retail wine shop and restaurant.”
5. Change to Late Charge. Section 2 of the Third Amendment of Lease is hereby deleted and is replaced with the following:
If Tenant fails to pay any rent or other sum payable under the Lease, the unpaid amounts shall bear interest at the highest rate permitted by law, from the date the unpaid amount was initially due, to and including the date of payment. In addition, if any installment of base rent or additional rent or other sum due under the Lease is not received by Landlord from Tenant within five (5) days after written notice from Landlord to Tenant that it is past due, then Tenant shall immediately pay to Landlord a late charge equal to five percent (5%) of the overdue payment. Landlord and Tenant agree that this late charge represents a reasonable estimate of the direct and indirect costs, expenses and damages Landlord will incur as a result of Tenant’s late payment (which damages would be impractical and extremely difficult to calculate accurately) and which are based primarily on Landlord’s real property staff and accounting staff time, and is therefore fair compensation to Landlord for its loss suffered by reason of late payment by Tenant. A default hereunder shall constitute a default under the Lease.
4. Time of Essence. Time is of the essence of every provision herein in which time is a factor.
5. Conflict. In the event of a conflict or inconsistency between the terms and conditions of the Lease and the terms and conditions of this Fifth Amendment, the terms and conditions of this Fifth Amendment shall prevail and control.
Docusign Envelope ID: 186483C0-5C15-47D0-8318-DAE1D2340B60 -3-
B0785-0001\2743137v1.doc
6. Continuing Effect. Except as specifically modified hereby, the Lease shall remain unaffected and unchanged by reason of this Fifth Amendment.
7. Counterparts. This Fifth Amendment may be executed in any number of counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, taken together, shall be deemed to be one and the same instrument.
8. Amendment to Memorandum of Lease. Upon its execution and delivery of this Fifth Amendment, Tenant shall concurrently execute and deliver a duly acknowledged counterpart of an Amendment to Memorandum of Lease in the form attached hereto as Exhibit “A”.
9. City Manager Authority. The City Manager of Landlord shall have the authority to execute the Amendment to Memorandum of Lease contemplated by this Fifth Amendment.
10. DocuSign. The parties may use DocuSign to execute and deliver this Fifth Amendment, but Tenant must deliver an executed original of the Amendment to Memorandum of Lease to Landlord, duly acknowledged, so that it can be executed and recorded by Landlord.
IN WITNESS WHEREOF, Landlord and Tenant have executed this Fifth Amendment as of the date and year first above written.
LANDLORD: CITY OF BEVERLY HILLS
By:
Sharona R. Nazarian, PsyD, Mayor
ATTEST:
Huma Ahmed, City Clerk
APPROVED AS TO FORM:
Laurence S. Wiener, City Attorney
APPROVED AS TO CONTENT:
Nancy Hunt-Coffey, City Manager
TENANT: WINE SOCIETE LLC,
a California limited liability company
By:
Jordane Andrieu, Manager
Docusign Envelope ID: 186483C0-5C15-47D0-8318-DAE1D2340B60 A-1
B0785-0001\2743137v1.doc
EXHIBIT “A”
FORM OF AMENDMENT TO MEMORANDUM OF LEASE
(Attached.)
Docusign Envelope ID: 186483C0-5C15-47D0-8318-DAE1D2340B60 A-2
B0785-0001\2743137v1.doc
RECORDING REQUESTED BY, AND
WHEN RECORDED MAIL TO:
City of Beverly Hills
Office of the City Manager
455 North Rexford Drive
Beverly Hills, California 90210
Attn: City Clerk
(Space Above Line For Recorder’s Use)
Exempt from Recording Fees under California Government
Code Sections 6103, 27383 and 27388.1
AMENDMENT TO MEMORANDUM OF LEASE
THIS AMENDMENT TO MEMORANDUM OF LEASE (this “Amendment”) is dated as of July 15, 2025, and is entered into by and between the CITY OF BEVERLY HILLS (“Landlord”), and WINE SOCIETE LLC, a California limited liability company (dba “Vignes & Terroirs”) (“Tenant”).
R E C I T A L S
A. Landlord and Tenant entered into that certain Lease dated as of March 19, 2013, as amended by an Amendment of Lease dated August 19, 2014, a Second Amendment of Lease dated September 1, 2015, a Third Amendment of Lease dated December 19, 2017 and a Fourth Amendment to Lease dated December 8, 2020 (the “Lease”). The Lease is for a portion of the ground or first floor of the building at 9400 Santa Monica Blvd., in Beverly Hills, California (the “Premises”).
B. Landlord and Tenant also executed a Memorandum of Lease dated November 19, 2013 which was recorded on January 6, 2014 as Document 20140012949 in the Official Records of Los Angeles County. The Amendment of Lease, Second Amendment of Lease and Third Amendment of Lease were recorded on September 26, 2014, September 30, 2015 and February 8, 2018 in said Official Records as Document Numbers 20141018604, 20151215729, and 20180134852 respectively.
C. Landlord and Tenant have entered into a Fifth Amendment of Lease (“Lease Amendment”) and, consequently, Landlord and Tenant desire to amend the Memorandum.
A G R E E M E N T
NOW, THEREFORE, Landlord and Tenant hereby amend the Memorandum to reflect that the Lease has been amended as set forth in the Lease Amendment, which is incorporated herein by this reference.
Docusign Envelope ID: 186483C0-5C15-47D0-8318-DAE1D2340B60 A-3
B0785-0001\2743137v1.doc
IN WITNESS WHEREOF, Landlord and Tenant have executed this Amendment.
LANDLORD: CITY OF BEVERLY HILLS
By:
Nancy Hunt-Coffey, City Manager
TENANT: WINE SOCIETE LLC,
a California limited liability company
By:
Jordane Andrieu, Manager
Docusign Envelope ID: 186483C0-5C15-47D0-8318-DAE1D2340B60 A-4
B0785-0001\2743137v1.doc
State of California )
County of Los Angeles )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
A notary public or other officer
completing this certificate verifies only
the identity of the individual who signed
the document to which this certificate is
attached, and not the truthfulness,
accuracy, or validity of that document.
Docusign Envelope ID: 186483C0-5C15-47D0-8318-DAE1D2340B60 A-5
B0785-0001\2743137v1.doc
State of California )
County of Los Angeles )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
A notary public or other officer
completing this certificate verifies only
the identity of the individual who signed
the document to which this certificate is
attached, and not the truthfulness,
accuracy, or validity of that document.
Docusign Envelope ID: 186483C0-5C15-47D0-8318-DAE1D2340B60 Certificate Of Completion
Envelope Id: 186483C0-5C15-47D0-8318-DAE1D2340B60 Status: Sent Subject: Complete with DocuSign: Fifth Amendment of Lease - Wine Societe LLC Source Envelope:
Document Pages: 8 Signatures: 2 Envelope Originator:
Certificate Pages: 3 Initials: 0 Jonathan Gernes
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.166
Record Tracking
Status: Original
6/11/2025 4:03:30 PM
Holder: Jonathan Gernes
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Bruce Galloway for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.233.201
Sent: 7/8/2025 9:45:07 AM
Viewed: 7/8/2025 10:08:44 AM
Signed: 7/8/2025 10:08:54 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Jordane Andrieu
[email protected]
Owner
Paris Tokyo LLC
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address:
2a01:cb00:15e2:ea00:28f1:708a:5519:fd0
Signed using mobile
Sent: 7/3/2025 4:03:16 PM
Resent: 7/7/2025 1:01:43 PM
Resent: 7/8/2025 8:19:17 AM
Viewed: 7/8/2025 9:51:01 AM
Signed: 7/8/2025 9:51:08 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Logan Phillippo
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 7/8/2025 10:08:56 AM
Viewed: 7/8/2025 10:10:09 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Sharona R. Nazarian, PsyD
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Signer Events Signature Timestamp
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Logan Phillippo
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 7/3/2025 4:03:15 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Keith Sterling
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 7/3/2025 4:03:16 PM
Envelope Updated Security Checked 7/8/2025 9:45:06 AM
Envelope Updated Security Checked 7/8/2025 9:45:06 AM
Envelope Updated Security Checked 7/8/2025 9:45:06 AM
Envelope Updated Security Checked 7/8/2025 9:45:06 AM
Envelope Updated Security Checked 7/8/2025 9:45:07 AM
Envelope Updated Security Checked 7/8/2025 9:45:07 AM
Envelope Updated Security Checked 7/8/2025 9:45:07 AM
Envelope Summary Events Status Timestamps
Envelope Updated Security Checked 7/8/2025 9:45:07 AM
Payment Events Status Timestamps