AMENDMENT NO. 4 TO OPERATING AGREEMENT
This Amendment (“Amendment No. 4”) is hereby entered into effective March 13, 2024 by and between the City of Lancaster, a Municipal Corporation, in the State of California (CITY), and Tippsy Enterprises, LLC. (OPERATOR) with respect to the Operating Agreement for the management of Zelda’s 750 West and Lancaster Performing Arts Center East End Concessions between the parties dated December 14, 2021 (“Agreement”).
The Parties agree as follows:
1.The terms of this Amendment No. 4 shall be effective on January 1, 2024.
2.Exhibit “B” Compensation Schedule, of Operating Agreement Amendment No. 2 for Management Services dated December 1, 2022 is deleted in its entirety and replaced with the Compensation Schedule attached hereto as Exhibit “1”.
3.Add Section 214 Alcohol Sales Tax Remittance. The OPERATOR shall send quarterly reports of total alcohol sales made utilizing the Lancaster Community Services Foundation Permit to the CITY Finance (C/O [email protected]) and Parks, Arts, Recreation, and Community Services (C/O [email protected]) within five (5) days of the quarter ending. The CITY will utilize the OPERATOR's quarterly reports to determine taxes owed to the California Department of Tax and Fee Administration (CDTFA) on the Lancaster Community Services Foundation Permit. The CITY will send the OPERATOR an invoice detailing the amount owed for sales tax. The OPERATOR shall remit payment to the Lancaster Community Services Foundation for the invoiced amount by the 20th of the month. The CITY will deposit the OPERATOR's payment and remit payment directly to the CDTFA. The CITY will send the OPERATOR confirmation of the processed tax payment.
4.All other terms and provisions of the Agreement and subsequent amendments are hereby reaffirmed.
CITY OF LANCASTER
LANCASTER, CALIFORNIA
By: ________________________________
Jason Caudle
TIPPSY ENTERPRISES, LLC
By: ________________________________
Karen Tipps, Owner
ATTEST:
Andrea Alexander, City Clerk
APPROVED AS TO FORM: CONTRACT SUBMISSION APPROVAL:
_________________________________
City Attorney Department Head
Exhibit “1”
Effective January 1, 2024
Compensation Schedule
The Operator agrees to remit Operator Fees and Revenue Sharing Fees (defined below) based the compensation schedule as follows:
Year 3: January 1, 2024 to December 31, 2024
For the portion of the Term commencing January 1, 2024 and ending December 31, 2024, Operator Fees for the operation of Zelda’s 750 West and the East End shall be paid as follows:
1. $2,000 per month (the “Zelda’s Operating Fees”), paid in advance, on the first day of each month.
2. 0% of gross receipts (“Revenue Sharing Fees”) shall be paid; and
3. The OPERATOR shall remit monthly lease payments to the City of Lancaster, within 10 days of receipt of invoice from the CITY. Lease payments must be made separately from tax remittances required pursuant to Section 214 of the Agreement.
4. Payments not received on time will be subject to a $50 penalty and shall accrue interest at a rate of 1.5% per month or the maximum interest allowable by law, whichever is greater.
Year 4 – Year 5: January 1, 2025 to December 31, 2026
For the portion of the Term commencing January 1, 2025 and ending December 31, 2026, Operator Fees for the operation of Zelda’s 750 West and the East End shall be paid as follows:
1. $2,000 per month (the “Zelda’s Operating Fees”), paid in advance, on the first day of each month.
2. Revenue Sharing Fees shall be negotiated annually and agreed to in writing by December 15 of the preceding the year. In the event the parties cannot mutually agree on a Revenue Sharing Fee, the Revenue Sharing will revert back to 4%. Revenue Sharing Fees shall be paid on the last business day of the month for the preceding month.