E n RI on - City Clerk Internet Site - City of Los Angeles

E n RI on - City Clerk Internet Site - City of Los Angeles

0 --/5-7 1 ° [ E n R I on® February 2, 2015 City Council President Herb Wesson Los Angeles City Councilmembers City Hall, Room 340 200 North Spring...

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E n R I on®

February 2, 2015 City Council President Herb Wesson Los Angeles City Councilmembers City Hall, Room 340 200 North Spring St. Los Angeles, CA 90012

Re:

Recommendation for The Greek Theatre Concession Award to Live Nation — Live Nation's Outstanding Record of Asset Management and Concession Improvements

Dear City Councilmembers: Following the January 26, 2015 Arts, Parks, Health, Aging and River Council Committee meeting, we wanted to make sure the Council is aware of the true facts about Live Nation's excellence in operating venues. We are enclosing a new letter testifying to Live Nation's outstanding work with the community, and have also enclosed a prior letter to the Department of Recreation and Parks regarding Live Nation's operational achievements. Live Nation has an unparalleled track record of successful event venue operations throughout the nation. Live Nation owns and/or programs nearly 150 venues throughout the world including 52 amphitheaters in North America, of which eight are in California. As the largest operator of open-air amphitheaters in the world, Live Nation would bring unmatched expertise to its operation of the Greek Theatre. This experience could not have been achieved without Live Nation's extensive engagement and partnership with local communities and agencies, as evidenced by its history of lease renewals, glowing testimonials and letters of recommendation, and numerous awards. Live Nation has received every amphitheater renewal it has sought from an owner or landlord, clearly demonstrating overwhelmingly strong support from the communities and local agencies where it operates. Letters from agencies across the country attest to Live Nation's transformative capital improvements, preservation of historic venues, and excellence in customer service and operations. (See enclosed letter dated December 4, 2014, pps. 5-8, as well as Live Nation's bid proposal). These letters of recommendation from San Francisco, Mountain View, and Concord, in California, as well as Chicago, Boston, and Atlanta show a clear indication of Live Nation's commitment to the cities we work in and the venues we operate. From Los

LA\3996058.4

Angeles, the letters of recommendation from the legendary Hollywood Palladium and Wiltern Theatre discuss Live Nation's successful renovations to these historic properties. In addition, we are also including a new letter from members of the Board of Directors of the Nob Hill Association and Nob Hill Coalition, both praising Live Nation for their work in the Nob Hill community after assuming responsibility for renovating and operating the Masonic Center in San Francisco. Live Nation's commitment to excellence is also demonstrated in the numerous awards it has won for the quality of its outdoor venues, including "Top Amphitheater" by Billboard Touring Awards six times in the last eight years. These and other awards, including from Billboard Touring Awards, Pollstar, and Rolling Stone, are enclosed, and included in Live Nation's proposal. Live Nation also has the breadth and experience of operating venues of a similar capacity, setting and historic value as the Greek Theatre, including such venues as the Gibson Amphitheatre (Universal City, CA), Blue Hills Bank Pavilion (Boston, MA)and Chastain Park Amphitheatre (Atlanta, GA). Live Nation's experience, history of successful operations, and vision for the Greek Theatre's operations and concessions make it the clear choice to lead Los Angeles' iconic venue into the future. We respectfully ask that you respect the findings of a two year long RFP process, and concur in the unanimous recommendation of industry experts, an independent consultant, Department of Recreation and Parks staff, and the Department of Recreation Board to award the Greek Theatre concessions award to Live Nation. A letter is enclosed with additional detail.

Sincerely,

Matt Prieshoff Chief Operating Officer, California Live Nation

Enclosures cc:

LA\3996058.4

Michael Shull, Recreation and Parks Agnes H. Ko, Recreation and Parks David Michaelson, Office of the City Attorney Anthony P. Diaz, Office of the City Attorney Joe Berchtold, Live Nation Bob Roux, Live Nation Bret Gallagher, Live Nation Lucinda Starrett, Latham & Watkins LLP Peter J. Gutierrez, Latham & Watkins LLP

Heather Crossner, Latham & Watkins LLP Lisa Specht, Manatt, Phelps & Phillips, LLP Victor De la Cruz, Manatt, Phelps & Phillips, LLP

LA\3996058.4

Who Should Manage and Operate the Greek Theater? A Favorable Report on Live Nation from Neighbors from the North by Greg Galanos and Stan Landfair, San Francisco As authorities in Los Angeles enter the final stages ofselecting a firm to manage the Greek Theatre in Los Feliz, they may want to consider this favorable report on Live Nation Worldwide, which recently assumed responsibility for renovating and operating the Masonic Center in the Nob Hill neighborhood in San Francisco. Although no two neighborhoods or entertainment venues are exactly alike, the media reports we read concerning the debate in Los Angeles indicate that residents in Los Feliz and surrounding neighborhoods are raising many ofthe same questions that we in San Francisco raised when Live Nation announced its plans here. The initial response in our neighborhood when Live Nation began the permitting process included large doses offear, if not outright hostility, on the part of residents and neighborhood associations. We were vocal and adamant in our efforts to stop the project. We were quite pleased — if not surprised — that Live Nation listened to our concerns, worked with us and our City authorities, and ultimately reached agreement on terms that are working well for all. As in Los Feliz, one ofthe critical concerns here was safety in the neighborhood. Live Nation responded by agreeing to provide extra security officers and police patrols throughout the neighborhood, before, during and after events. Another common concern is traffic. Live Nation agreed to a comprehensive traffic management plan. In the end, cars are still cars and we do have increased traffic on performance nights, but the plan is working reasonably well to prevent tie-ups and move cars out ofthe neighborhood quickly after events. Another concern was litter. Live Nation provides clean-up crews during and after every performance. Another was noise from preand post-performance set-up activities. Live Nation agreed to curfews and other limits on loading and unloading, and made improvements to loading ramps and areas to mitigate noise. As to the concert events themselves, Live Nation worked with the Nob Hill Coalition, one of our neighborhood associations, to implement an early access program that allows residents to purchase tickets before they go on sale to the general public. Looking beyond these day-to-day issues, the Masonic organization and Live Nation both are taking active roles in caring for our neighborhood. Visitors to Nob Hill from Los Angeles are likely familiar with Huntington Park, an historic green space located at the top ofthe Hill across the street from the iconic Grace Cathedral, within sight ofthe Fairmont, Mark Hopkins and Huntington hotels. Live Nation contributes to a charitable foundation that maintains and preserves the park, which allowed us to install a completely new children's playground and is helping us now to renovate and replace park benches, fountains and other equipment. The Masonic organization provides personnel and equipment for our annual Holiday tree lighting, and meeting space for neighborhood events. In sum, Live Nation is proving itselfto be a very good neighbor. The company representatives we work with are people who live and work in San Francisco and the Bay Area, with a common interest in having our venue operate sustainably to make a long-term contribution to the neighborhood. We anticipate that your experience will be the same. Greg Galanos and Stan Landfair are members ofthe Board of Directors ofthe Nob Hill Association and the Nob Hill Coalition.

—Th PAT4k* RESTAU RANT GROUP

FEB 11 2015

1

New York Los Angeles

By

February 6,2015

Re: Live Nation's Superior Food and Beverage Plan for the Greek Theatre Concession

Honorable Council Members: The Patina Group is proud to partner with Live Nation as part of its proposal to operate the Greek Theatre Concession. Together with Chef Nobu Matsuhisa and Cafe Gratitude, Patina looks forward to serving as the food and beverage concessionaire at the Greek Theatre, one of the City's most important entertainment and cultural landmarks. We are confident that our culinary and hospitality approach will provide a superior venue experience at the Greek — an approach that is attested to by our unmatched experience in operating world-class culinary services at similar venues and institutions. Currently, Patina provides food and beverage services at the Hollywood Bowl, the Los Angeles County Museum of Art, Walt Disney Concert Hall, and the Los Angeles Music Center, in addition to our 15 other venues, restaurants and cafes in the greater Los Angeles area. Recognizing that imitation is a form of flattery, we were still shocked to find that Nederlander-AEG's food and beverage proposal relied on photographs from Patina's facilities, receiving credit for design and dining concepts that it did not create. We were never asked for permission for the use of our facilities for the Nederlander-AEG proposal, nor were we ever informed of the use of such photographs by Nederlander or AEG. Any points the Evaluation Panel accorded for this element should be reduced given this misinformation. The food and beverage provider selected by Nederlander-AEG has no experience operating at a performing arts venue. We know how to transform a venue's food and beverage options and maintain high standards of quality, service and hospitality because that is the core of our approach at our other Patina venues. At the Hollywood Bowl, where we have operated over the past 15 years, we have worked to transform the dining options available for patrons by providing restaurant-quality food with impeccable service and convenience, all as part of our effort to ensure the perfect experience for patrons to enjoy the Bowl's performances and events. We plan to execute the same vision and approach at the Greek with Nobu,the world's most recognized Japanese

1150 South Olive Street. Suite TGL-25, Los Angeles, CA 90015

PH

213.536.4680

Fx

213 536 4685 patinagtoup.Com

restaurateur with over 30 international locations, and Cafe Gratitude, which specializes in vegan and organic cuisine. Our food and beverage goal is to create more diversity and options for the Greek's guests, allowing them to customize their concert experience, and our proposal ensures that the finest and most diversified quality cuisine will always be provided. We propose to showcase our culinary artistry and experience through a collection of new eateries that will provide healthy, local and sustainable dining options, while maintaining— and exceeding — the signature high standards of personal service and hospitality provided at our other Patina venue and museum locations. Among the proposed venue options, guests will be able to choose from Nick & Stef's Xpress, a steakhouse burger concept that builds from our main downtown location (voted downtown's "Best Steakhouse"); Market Café, a walk thru marketplace featuring freshly made and sustainably packaged snacks, sandwiches, salads and sweets, as well as locally sourced beer and wine options; C+M (Coffee & Milk), a boutique, mobile coffee shop featuring Intelligentsia coffee and tea; and 'Tina Tacos, featuring prepared-to-order Mexican cuisine and beer. In addition, we have worked closely with the world-renowned architecture team at Rios Clementi Hale in order to provide an idyllic dining ambiance within beautifully re-designed and intimate dining, hospitality and concessions areas. Patina believes that the Greek should provide a transformative culinary experience to its patrons. Live Nation's food and beverage approach promises a plan that can provide this experience, and our unrivaled experience and reputation within the restaurant industry serves as a track record of our success — and our assurance to the City that we can and will deliver on our promises. Together with our food and beverage partners and Live Nation, we would be thrilled at the opportunity to provide the very best dining and hospitality experience at the Greek.

Sincerely,

Joachim Splichal Chef and Founder Patina Restaurant Group

Enclosure

Neale Place IN CkNa Starre Hare

Patina Restaurant Group c/o Dakota Communications 11845 West Olympic Boulevard, Suite 645 Los Angeles, California 90064

Learn More and Show Your Support Online www.ABetterGreek.com

PATINA AND LIVE NATION: THE BEST LA CAN OFFER

We want to hear from you! Send your support card

I support Live Nation and The Patina Restaurant

❑ YES Group coming to the Greek Theatre ❑ Formed in Los Angeles 25 years ago, The Patina Restaurant Group currently provides world-class and locally cultivated dining options at the following cultural centers.

> > > > >

The Hollywood Bowl Disney Concert Hall The LA Music Center LACMA The Norton Simon Museum

www.ABetterGreek.com NICK & STEF'S XPRESS

> The Wiltern > The Hollywood Palladium > The House of Blues

Live Nation won the unanimous recommendation to operate The Greek Theatre from a panel of independent experts, the General Manager of the LA Department of Recreation and Parks, and the Board of Recreation and Parks Commissioners. Zagat described Patina as one of "LA's longtime class acts."

111 www.ABetterGreek.com ICI

C.M (COFFEE & MILK)

Nick & Ste n was voted "Best Steakhouse in Downtown Los Angeles." The Patina Restaurant Group will bring Nick & Ste's Xpress to the Greek Theatre as a steakhouse burger concept that will offer signature 'hand ground" angus beef patties and hand cut french fries.

CrvE nprion• Headquartered in Los Angeles with over 2,500 employees in LA County, Live Nation currently operates:

Please send me additional information about YES The New Greek Theatre.

MARKET CAFE

This boutique mobile coffee shop will offer locally roasted Intelligentsia coffee and tea, fresh baked savory and sweet pastries, and handmade milkshakes. 8arista prepared espresso drinks and locally baked sweets round oul this award-winning coffeebar.

Pull Name

Address

'TINA TACOS The Market Cafe is a new, walk thru marketplace that will feature a vast selection of fresh made, sustainably wrapped and packaged snacks, sandwiches,salads, and sweats with beverages, beer, wine and cocktails. Market cafe offers local micro-brews and vineyards, leaving less of a carbon footprint and contributing back to the local economy.

City

This LA style street food vendor will offer authentic and fresh tacos, nachos, margaritas and Mexican beer. Experience the flavors of Los Angeles right here at the Greek Theatre. Orders are taken at a food truck window and prepared to order.

Phone

En41

Stew

Zip

MARK RIOS SMITH-CLEMENTI FRANK CLEMENTI ROBERT HALE JONATHAN BLACK JENNIFER SCHAB FRITZ CONNOLLY SAMANTHA HARRIS ANTHONY PARADOWSKI MIKE CHENG MATT RICHMOND CHIAKI KANDA SEBASTIAN SALVADO DANIEL TORRES CLAUDIA MORELLO JOHN FiSHBACK CAROLYN SUMIDA MICHAEL SWEENEY JESSE CHISAR1 NASEEMA ASIF ERVIN LEVENT JENIFER SIMMONS JAKUB TEJCHMAN HOAR WEE LAURA KOS AIMEE LESS RYAN VASOUEZ GREG KOCHANOWSKI ALISSA HISOIRE ANTHONY ANDERSON AMANDA SIGAFOOS LEILANI LACUSONG CLANCY PEARSON MARK MOTONAGA FANGFANG OUYANG MIKE TRAMUTOLA BROOKS ROSENBERG TOM MYERS JULIEN HARCC ELISA READ ASAF DALI TROY SHOWERMAN SABRINA SCHMIDT-WETEKAM RUSSELL DYKANN BRENT JACOBSEN BEN STOUGH ANDY LANTZ ADAM PIERCE HAORAN LIU CHRIS TCRRES DEREK SLOANE KRYSTAL SCOTT BOB FREDERICK JASON NEUFELD CLAY TAYLOR JULIET FLORES ALEX WHITTEY JOSEPH SCHERER JUSTIN CUA ABIGAIL FELDMAN SUZAN ELWYN JOHN ROSENTHAL PATRICK KEEGAN HANNAH BLOCK ERIC MEADOWS ANNE CLARK CAMERON STEWART BEN TOAM BEN TAMUNO-KOKO MARDIA RADISAVLJEVIC KWONS00 KIM MARIAM MOJDEHI BRITTANY MILLER THERESA ZUNIGA-FORTUN MIYA CHUA MEG FAIN JAMES LIVELY RACHEL KLEIN ALBERTO GALINDO SHERRY JOWHERSHA RACHEL VASTER

IHIET

JULIE

639 N LARCHMONT BLVD, SUITE 100

February 3, 2015

FEB 1 1 2015

City Council President Herb Wesson Los Angeles City Councilmembers City Hall, Room 340 200 North Spring St. Los Angeles, CA 90012 Re: Recommendation for The Greek Theatre Concession Award to Live Nation — Live Nation's Transformative and Unmatched Vision for the Greek Theatre

Dear City Council members: In response to the January 26, 2015 meeting of the Arts, Parks, Health, Aging and River Council Committee, I am writing to highlight for the Los Angeles City Council the outstanding and historically sensitive design Live Nation is proposing for the Greek Theatre, crafted by Rios Clementi Hale Studios (Architecture and Landscape Architecture) together with Page & Turnbull (Historic Architect). Rios Clementi Hale Studios has decades of experience revitalizing some of the most iconic public spaces in Los Angeles, including leading the remarkable transformation of Grand Park from a neglected plaza to a proud centerpiece of Los Angeles' civic center and ten years of work at the Hollywood Bowl. Page & Turnbull is a prominent historic preservation architecture firm that was responsible for the historic restoration of Los Angeles City Hall's exterior fagade. Together with Live Nation, we have proposed a design and capital improvements program that the Greek Theatre deserves, and which far surpasses the proposal put forward by Nederlander-AEG. The starkest contrast between Live Nation and Nederlander-AEG's proposals is Live Nation's vision for the Greek Theatre and its grounds, and plans for restoration to its former historic beauty. In the Asset Management and Concession Improvement portion of the Department of Recreation and Parks' Request for Proposals, Live Nation scored 139 points out of a maximum of 150 — that's 25% better than NederlanderAEG's score of 109 points. This 30 point scoring differential is based on clear and indisputable differences between Live Nation and Nederlander-AEG's proposals. Live Nation is proposing a transformative vision for the Greek Theatre. Enclosed are prior letters from both Rios Clementi Hale Studios and Page & Turnbull which describe Live Nation's vision in more detail, and discuss both firms' extensive expertise and experience. Live Nation's proposal would restore the long-hidden historic features of the Greek Theatre and allow the entire historic building to be seen and experienced for the first time since the mid-1940s. In contrast, Nederlander-AEG is proposing minor repairs and superficial refurbishments of the type that have led to today's degraded conditions. Live Nation has committed to spending $40 million over the lifetime of the contract to both restore the Greek Theatre and then maintain it in top-tier, first class condition.

LOS ANGELES, CA 90004

323.785.1800 PH

323.785.1801 FAX

WWW.RCHSTUDIOS.COM

RIOS CLEMENTI HALE STUDIOS

PAGE 2 Recommendation for The Greek Theatre

Conversely, Nederlander-AEG has promised only $18 million in funds - $22 million less - with no money guaranteed after the first 10 years.

Concession Award to Live Nation

Furthermore, Nederlander-AEG's $18 million doesn't even represent its true capital costs for future improvements of the Greek Theatre. Nederlander-AEG's proposal includes more than $400,000 in equipment already owned by Nederlander, and counts $655,000 in acknowledged "deferred maintenance" towards its capital improvements. That's a reduction of more than $1 million from Nederlander-AEG's true capital commitments. Nederlander-AEG falls overwhelmingly short of Live Nation's proposal, both in its vision and financial commitment. This should come as no surprise. The Greek Theatre has been neglected for the last twenty years by Nederlander, which had an opportunity at any point during its decades-long tenure to implement badly needed improvements but failed to do so. Nederlander even failed to implement capital improvements it guaranteed in its original 2001 bid proposal, and is now attempting to repackage into today's bid. The time has come for a change. The unanimous recommendation of an independent panel of experts, an independent consultant, the RAP staff and General Manager, and the RAP Board have overwhelmingly determined that Live Nation's proposal is superior, and represents an investment in the Greek Theatre unmatched by Nederlander-AEG, that will result in higher-quality events and greater revenue. We respectfully ask that you concur in recommending Live Nation as the Greek Theatre's new operator, and have enclosed a letter with more detail on these issues. Sincerely,

Julie mith-Clementi P • ipal ARCHITECT RIOS CLEMENT! HALE STUDIOS

cc:

Michael Shull, Recreation and Parks Agnes H. Ko, Recreation and Parks David Michaelson, Office of the City Attorney Anthony P. Dias, Office of the City Attorney Joe Berchtold, Live Nation Bob Roux, Live Nation Bret Gallagher, Live Nation Matt Prieshoff, Live Nation Peter J. Gutierrez, Latham & Watkins LLP Heather Crossner, Latham & Watkins LLP Lisa Specht, Manatt, Phelps & Phillips, LLP Victor De la Cruz, Manatt, Phelps & Phillips, LLP

ATTACHMENTS

MARK

RIOS

JULIE SMITH -CLEMENT! FRANK

CLEMENT!

ROBERT

HALE

JONATHAN

BLACK

JENNIFER

SCHAB

October 16, 2014

FRITZ CONNOLLY SAMANTHA ANTHONY

HARRIS

PARADOWSKI MIKE CHENG

MATT RICHMOND CHIAKI KANDA SEBASTIAN SALVADO DANIEL TORRES CLAUDIA JOHN

MORELLO FISHBACK

CAROLYN

Commissioner Sylvia Patsaouras, President Board of Recreation and Park Commissioners Los Angeles City Recreation and Parks Department Office of Board of Commissioners. 221 N. Figueroa Street Suite 1510 Los Angeles, CA 90012

SUMIDA

MICHAEL SWEENEY JESSA CHISARI NASEEMA ASIF ERVIN JENIFER JAKUB

SIMMONS TEJCHMAN HOAR

WEE

LAURA AIMEE RYAN GREG

KOS LESS

VASOUEZ

KOCHANOWSKI

ALISSA

HISOIRE

ANTHONY

ANDERSON

AMANDA LEI LANI

SIGAFOOS LACUSONG

CLANCY MARK

PEARSON

BROOKS ROSENBERG TOM

MYERS

JULIEN

HARCC MARIBETH GALLION ELISA

READ

ASAF DALI MICHAEL BOUCHER SHOWERMAN

SABRINA SCHMIDT-WETEKAM RUSSELL DYKANN BRENT JACOBSEN BEN STOUGH ANDY ADAM

LANTZ PIERCE

HAORAN LIU CHRIS TORRES DEREK SLOANE KRYSTAL BOB

SCOTT

The finest example of our work in the public space, and the type of transformative vision we plan to bring to the Greek Theater is Grand Park. We took a neglected parcel of land and turned it into a true centerpiece for all of Los Angeles. Our re-design of this 12-acre civic center plaza restored the historic Arthur J. Will Memorial Fountain to a place of prominence, while adding fountain components that were much more usable to the public. The space went from a forgotten plaza to a place that stitches many parts of the City back together including an ADA accessible path that connects City Hall to the subway and on up to the Music Center, 80 feet above City Hall. We planted Grand Park with flora from every corner of the globe—all six of the world's floristic kingdoms are represented. An equally diverse and intriguing group of Angelenos have populated the park since its opening in 2012, making Grand Park truly "The Park for Everyone."

FREDERICK

JASON

NEUEELD

CLAY

TAYLOR

JULIET FLORES ALEX WHITTEY JOSEPH SCHERER JUSTIN ABIGAIL

CUA

FELDMAN

SUZAN JOHN

Rios Clementi Hale Studios has decades of experience in revitalizing some of the most iconic public spaces in Los Angeles while preserving their historic character. We act as Urban Designers, Architects, Landscape Architects, Graphic Designers and Furniture Designers to see projects completed with a coherent ethos. Our thoughtful design celebrates the past while embracing the future, and we hope to bring our vision to the Greek Theatre in concert with Live Nation. The Greek Theatre is an important historic landmark for our City that deserves to be brought gracefully into the next century, but which unfortunately is not living up to its enormous potential.

MOTONAGA

FANGFANG OUYANG MIKE TRAMUTOLA

TROY

Dear Commissioners,

LEVENT

ELWYN

ROSENTHAL

PATRICK

KEEGAN

HANNAH

BLOCK

ERIC MEADOWS ANNE CLARK

We also have a wealth of experience revitalizing historic venues like the Greek Theatre. Just up the hill from Grand Park is Welton Becket's 1967 Mark Taper Forum, which we renovated in 2008. We showcased the historic Jacques Overhoff sculptural mural that wraps the building's exterior, and highlighted the gorgeous curved wall of abalone shell mosaic tiles in the lobby by Tony Duquette. We were able to expand the Taper's formerly cramped public lobbies, yet still keep the intimacy of its signature thrust stage. We also brought the theater into the 21st century, with state-of-the-art building and theatrical systems, a comfortable downstairs lounge, and expanded ADAaccessible restrooms.

STEWART

CAMERON

BEN

TOAM

BEN TAMUNO-KOKO MARJIA RADISAVLJEVIC KWON500 MARIAM BRITTANY

We're also proud of our long relationship with the Hollywood Bowl and the LA Philharmonic. Over the past decade, we've renovated George Stanley's Streamline

KIM

MOJDEHI MILLER

THERESA ZUNIGA-FORTUN

639 N LARCHMONT BLVD, SUITE 100

LOS ANGELES, CA 90004

323.785.1800 PH

323.785.1801 FAX

WWW.RCHSTUDIOS.COM

RIOS CLEMENT! HALE STUDIOS

PAGE

2

Moderne-style fountain (a historic landmark) at the Bowl entrance, updated the site furnishings to allow more people to picnic comfortably, modernized the restrooms, making them more efficient and environmentally sustainable and added lighting throughout the park to highlight the natural beauty at night. We're currently working with the Bowl team to create an oasis-like artists lounge for the members of the L.A. Philharmonic before performances. At Temple Emanuel of Beverly Hills, we spent four years restoring and enhancing some of the original features of Sidney Eisenshtat's historic sanctuary. But we also brought new life to the temple by welcoming in light (in the form of a central, circular oculus) and flexible organization of space, eschewing fixed pews in favor of moveable chairs that can be arranged according to the dynamics of various services. We have worked very closely with LiveNation and our team to create a vision for the Greek Theatre that will bring it up to the 21st century in terms of technology while refreshing and restoring the beauty of the historic theater. Not only will we provide a project that lets the historic building take center stage, we will create a wonderful public plaza along North Vermont Avenue, replace the existing seating with safe seating terraces that provide much better sight lines, address the hillside landscape that is currently uncared for, and upgrade concessions with Patina Group. Our team is uniquely qualified to breathe new life into this neglected icon to create a jewel for the City of Los Angeles and all of its residents. We're constantly exploring the connections between architecture, landscape, interiors, product design, and urban planning. But even after nearly 30 years, we continue to find new ways to integrate these disciplines, allowing them to inform and complement one another. We hope we can do just this for the Greek Theater, the City of Los Angeles, and most importantly, the people who live in and visit our city. Sincerely, RIOS CLEMENTI HALE STUDIOS

cr=4_ Julie Smith-Clementi, RA Principal

--rvitak Frank Clementi, AIA Principal

PAGE & TURNBULL imagining change in historic environments through design, research, and technology

October 20, 2014 Commissioner Sylvia Patsaouras, President Board of Recreation and Park Commissioners Los Angeles City Recreation and Parks Department Office of Board of Commissioners 221 N. Figueroa St., Suite 1510 Los Angeles, CA 90012 Re: Consistency of Live Nation's Greek Theatre Proposal with Historic Preservation Standards Dear President Patsaouras and Members of the Board: Page & Turnbull is the historic preservation architecture and planning firm on the Live Nation team for the Greek Theatre concession. We are collaborating with the design team to develop an approach that returns to view long-hidden historic features of the Greek Theatre that is consistent with the nationally recognized Secretary of the Interior's Standards for the Treatment of Historic Properties (the Standards), while addressing its functional needs as a twenty-first century performance venue. Of the four Standards treatments, Preservation, Restoration, Rehabilitation, and Reconstruction, the most applicable for Live Nation's proposed improvements are the ten (10) Rehabilitation Standards (see attached) that recognize the need to alter or add to a historic property to meet continuing or changing uses while retaining the property's historic character. Greek Theatre History and Historic Status The Greek Theatre is a contributing element to the locally designed Griffith Park Historic Cultural Monument(HCM)and considered a historic resource. The HCM nomination lists the Park's overall period of significance as from 1896, when Griffith J. Griffith donated the parkland, to 1958 with the introduction of the Toyon Landfill. Individual contributing elements, such as the Greek Theatre, have their own period of significance related to their construction within Griffith Park, reasons for their historic significance, and the alterations that have occurred. Constructed in 1930 in reinforced concrete, the Greek Theatre was a relatively literal interpretation of an ancient Grecian amphitheater (Figure 1). The stage house surrounding the open-air stage is a notable example of the Second Greek Revival style with fluted pilasters, Greek key detailing, and flanking porticos at the side wings. To allow for a greater variety of performances, the open-air stage was enclosed in 1948 (Figure 2)and the porticos at the ends of the U-shaped plan hidden. These additions and alterations also added "wing walls" to the sides of the stage. The 1948 alterations were removed and further enlarged in 1957 (Figure 3). The 1957 additions remain, and while well done by local architect William J. Woollett, do not appear to have architectural merit or gained significance despite being long-standing. ARCHITECTURE PLANNING & RESEARCH PRESERVATION TECHNOLOGY 417 South Hill Street, Suite 211, Los Angeles, California 90013

T 213.221.1200

F 213.221.1209

I

www.page-turnbull.com

Greek Theatre [P14159] Page 2

As one of a handful of open-air theatres in Los Angeles, the Greek Theatre has hosted a mix of performances since it opened, from the New Deal's Federal Theater Project and Federal Music Project in the 1930s, to operettas and ballet in the postwar years after the initial 1948 roof was installed. Popular music acts were added in the 1970s and continue to today. Although the Greek Theatre has a rich cultural history, it is not associated specifically with the 1957 additions as much as with the initial roof enclosure in 1948 that allowed for a greater variety of performances. Based on its architectural significance and as an example of an open-air theatre from the Progressive era, the Greek Theatre's period of significance is its original 1930 construction in Griffith Park. The HCM nomination stated, "Though various additions were added to the primary building between 1959 and 1984, because of the durability of the reinforced concrete original building, these features are considered reversible." It is Page & Turnbull's professional opinion that the 1957 additions have not gained architectural or historic significance and do not need to be retained (refer to Standard 4). Both Live Nation and Nederlander/AGE's proposals have proposed replacing the 1957 additions with improvements that better meet the Greek Theatre's current functional needs. Live Nation's Proposal and the Standards Live Nation's proposed improvements will retain (Standards 2 and 5) and appropriately repair and treat (Standards 6, and 7)the Greek Theatre's existing character-defining elements from the original, 1930 construction. Live Nation's proposal includes revealing the Greek Theatre's long-hidden porticos, green tile roof, and skylights. Additionally, a new canopy is proposed to replace the existing, non-original 1957 roof, which will allow the entire historic building to be seen and experienced for the first time since the mid-1940s. While the canopy is taller than the existing roof to allow for the height requirements of contemporary productions, its streamlined, lightweight design is compatible in massing, scale, and proportion with the Greek Theatre, and protects the historic integrity of the 1930 Greek Theatre stage house (Standard 9). It does not create a false sense of the theater's historic development (Standard 3) and can be removed easily in the future without impacting the historic building or environment(Standard 10). In addition, the canopy will be open and not touch the stage house; its supports are in locations where the existing roof supports are located, or are outside the building. By placing the canopy over the stage, the stage house's primary, public façade facing Vermont Avenue is clearly visible and not overshadowed. The proposed new canopy will not impact any historic materials and will be differentiated but compatible with the Greek Theatre stage house as per Standard 9. The National Park Service's Preservation Brief 14 - New Exterior Additions to Historic Buildings: Preservation Concerns, states,

PAGE & TURNBULL 417 South Hill Street, Su'te 211, Los Angeles, California 90013

T 213.221.1203 F 213.221.1209

wv.rw.page-turnbull.com

Greek Theatre [P14159] Page 3

A new addition to a historic building should preserve the building's historic character. To accomplish this and meet the Secretary of the Interior's Standards for Rehabilitation, a new addition should: • Preserve significant historic materials, features and form; • Be compatible; and • Be differentiated from the historic building. The Live Nation proposal meets these criteria. Our proposal is conceptual at this time, and once a concession agreement for operation of the Greek Theatre is entered into with Live Nation, we look forward to working with the city's Office of Historic Resources, the Cultural Heritage Commission, and the Department of Recreation and Parks, as well as community groups like the Los Angeles Conservancy, to arrive at the best possible design solution for the Greek Theatre. We also have significant experience working closely with a wide variety of agencies on comprehensive CEQA review that fully analyzes and mitigates any potential impacts arising from our projects. We anticipate doing the same here when our client is in a position to finalize the proposed improvements based on the input of the Department and the Office of Historic Resources. About Page & Turnbull Page & Turnbull has over 40 years of experience providing historic preservation consulting services in cities and communities throughout California. We have extensive experience with rehabilitating and adapting existing and historic structures as well as designing new, compatible construction in historic districts. Page & Turnbull is currently working on historic buildings at Yosemite National Park, Grand Canyon National Park, Asilomar State Park, and San Simeon State Park (Hearst Castle). Thank you for your consideration of Live Nation's proposal for the Greek Theatre Sincerely,

John.D. LOa:y A, FAPT, LEED AP Principal

PAGE & TURNBULL 417 South Hill Street, Ste 211. Los Angeles, Ccl:tornia 90013

T 213.221.1200

F 213.221.1209

www.page-turnbull.corn

Greek Theatre [P14159] Page 4

Figure 1. Original open-air configuration of the Greek Theatre stage from the 1930s. Source: Los Angeles Public Library Photo Collection.

PAGE & TURNBULL 417 South Hill Street.

211, Los Angeles, Co11fornia 90013

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F 213.221.1209

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Greek Theatre [P14159] Page 5

Figure 2. Stage configuration following the 1948 alterations. Note the infilled stage area, enclosed porticos, and side/wing-walls. Source: Los Angeles Public Library Photo Collection.

PAGE & TURNBULL 417 South Hill Street, Suite 211, Los Angeles. Co1ifornia 90013

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Greek Theatre [P14159] Page 6

Figure 3. Stage configuration following the 1957 alterations. Note larger gable above the stage area and side wing walls. Source: Los Angeles Public Library Photo Collection.

PAGE 6- TURNBULL 417 South Hill Street,

211, Los Angelei

f mia 90013

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Greek Theatre [P14159] Page 7

APPENDIX A The Secretary of the Interior's Standards for Rehabilitation: 1.

A property will be used as it was historically or be given a new use that requires minimal change to its distinctive materials, features, spaces, and spatial relationships.

2.

The historic character of a property will be retained and preserved. The removal of distinctive materials or alteration of features, spaces, and spatial relationships that characterize a property will be avoided.

3.

Each property will be recognized as a physical record of its time, place, and use. Changes that create a false sense of historical development, such as adding conjectural features or elements from other historic properties, will not be undertaken.

4.

Changes to a property that have acquired historic significance in their own right will be retained and preserved.

5.

Distinctive materials, features, finishes, and construction techniques or examples of craftsmanship that characterize a property will be preserved.

6.

Deteriorated historic features will be repaired rather than replaced. Where the severity of deterioration requires replacement of a distinctive feature, the new feature will match the old in design, color, texture, and, where possible, materials. Replacement of missing features will be substantiated by documentary and physical evidence.

7.

Chemical or physical treatments, if appropriate, will be undertaken using the gentlest means possible. Treatments that cause damage to historic materials will not be used.

8.

Archeological resources will be protected and preserved in place. If such resources must be disturbed, mitigation measures will be undertaken.

9.

New additions, exterior alterations, or related new construction will not destroy historic materials, features, and spatial relationships that characterize the property. The new work will be differentiated from the old and will be compatible with the historic materials, features, size, scale and proportion, and massing to protect the integrity of the property and its environment.

10. New additions and adjacent or related new construction will be undertaken in such a manner that, if removed in the future, the essential form and integrity of the historic property and its environment would be unimpaired.

PAGE &TURNBULL 417 South Hill Street, Suite 211, Los Angeles. California 90013

T 2'3.221.1200

F 213.221.1209

wv,,,,..page-trnbull.com

ICepi No, /0

Glaser Weil

333 S. Hope St. Suite #3700 Los Angeles, CA 90071 310.553.3000 TEL 310.556.2920 FAX Timothy B. McOsker

February 10, 2015

VIA E-MAIL AND FIRST CLASS MAIL

Direct Dial 310.556.7870 Direct Fax 310.843.2670 Email [email protected]

Honorable Members of the Los Angeles City Council President Herb Wesson City Council c/o City Clerk Room 395 City Council c/o City Clerk Room 395 City Hall City Hall 200 North Spring Street 200 North Spring Street Los Angeles, CA 90012-4801 Los Angeles, CA 90012-4801

Re:

Operation and Management of the Greek Theatre File No. 14-1500

President Wesson and Honorable Councilmembers, We respectfully submit this letter on behalf of Nederlander-Greek Inc. and AEG-Live, LLC (Nederlander-AEG) to clarify any ambiguity in the correspondence from the City Attorney dated February 9, 2015, regarding the operation and management of the Greek Theatre (CF 14-1500). The City Attorney is correct that there is nothing in the Charter that precludes the Department of Recreation and Parks (Department)from seeking an advisory recommendation from the City Council. However, the letter advises that the Council may only choose to "concur with, not concur with, or note and file the request," and implies that the Council may not provide any context, explanation, or suggest an alternative. That, of course, would be an absurd conclusion. In fact, the City Council cannot be prohibited from requesting the Board of Recreation and Parks Commission (Commission) to consider an alternative proposal. The City Attorney letter states that the Charter and Administrative Code provisions on long-term contracts do not allow the Council to comment at this time because there is no contract. However, the California Supreme Court clearly states that "[c]harter provisions are construed in favor of the exercise of the power over municipal affairs and 'against the existence of any limitation or restriction thereon which is not expressly stated in the charter...." Domar Electric, Inc. v. City of Los Angeles (1994) 9 Cal.4th 161, 171. Just as there is no restriction on the Department to ask—with no express limitation placed on the City Council—there is no restriction on an answer, which can include a request that the Commission reconsider the General Manager's recommendation. Of course, the Commission retains its full authority to award the Greek Theatre concession in the best interests of the City. -v-vIII MERITAS LAW FIRMS WORLDWIDE

998188.1

February 10, 2015 Page 2

Thus, the Council is empowered by the Charter to answer the Commission and provide further context for its recommendation, including a request to reconsider and award to Nederlander-AEG. cerelY

1(IMOTHY B. MCOSKER of GLASER WEIL FINK HOWARD AVCHEN Et SHAPIRO LLP

TBM:cp cc: President Patsaouras, Board of Recreation and Parks Commissioners Honorable Commissioners, Board of Recreation and Parks Michael Shull, General Manager, Department of Recreation and Parks David Michaelson, City Attorney, Branch Chief, Municipal Law Branch Anthony Paul Diaz, City Attorney Alex Hodges, Nederlander-Greek, Inc. David Green, Nederlander-Greek, Inc. Rick Mueller, AEG-Live, LLC Ted Fikre, AEG Madeline Schilder, AEG-Live, LLC Philip Recht, Mayer Brown LLP Andrew Kugler, Mayer Brown LLP

998188.1

GlaserWeil

333 S. Hope St. Suite #3700 Los Angeles, CA 90071 310.553.3000 TEL 310.556.2920 FAX Timothy B. Mc0sker

February 9, 2015

VIA E-MAIL AND FIRST CLASS MAIL

Direct Dial 310.556.7870 Direct Fax 310.843.2670 Email tmcoskereglaserweil.com

President Herb Wesson Honorable Members of the Los Angeles City Council City Council c/o City Clerk Room 395 City Council c/o City Clerk Room 395 City Hall City Hall 200 North Spring Street 200 North Spring Street Los Angeles, CA 90012-4801 Los Angeles, CA 90012-4801 Re:

ARTS, PARKS, HEALTH, AGING AND RIVER COMMITTEE REPORT relative to the selection of proposer for concessions and operations of the Greek Theatre, Item No.10 on February 11, 2015 Council Agenda (CF 14-1500)

President Wesson and Honorable Councilmembers, On behalf of Nederlander-Greek Inc. and AEG-Live, LLC (Nederlander-AEG), we respectfully submit this letter regarding Item No.10 (CF 14-1500) on the City Council Agenda for February 11, 2015. On January 26, 2015, the Arts, Parks, Health, Aging It River Committee (Committee) voted 4-1 to reject the recommended selection of the General Manager's highest ranked proposer for the Greek Theatre Concession. That rejection is scheduled to be heard by the full City Council on February 11, 2015. The Los Angeles City Charter (Charter) and applicable case law grant the City Council the authority to reject the recommendation, and the Board of Recreation and Parks Commissioners (Board) the authority to select the operator it believes will serve the best interests of the City. With respect to the City Council's authority, Item No. 10 is before you because the Board specifically asked the Council to consider the recommendation. It is axiomatic that the Council can choose to reject. It is also clear that in rejecting the recommendation, the Council can suggest an alternative, including recommending the

TIT MERITAS LAW FIRMS WORLDWIDE 997309.1

February 9, 2015 Page 2

Board to negotiate a contract with Nederlander-AEG. See discussion of Michael Leslie Productions, Inc. v. City of Los Angeles (2012) 207 Cal.App.4th 1011, infra. pp.5-6. Put simply, the Board asked the Council to advise on the proposed selection, and the Council dearly has the discretion to reject and advise. The Charter entrusts the long-term leasing of recreation and parks facilities to a joint decision of the City Council and the Board, as discussed more fully below.

The Charter Grants the Board of Commissioners Power Over Leases of 1. Recreation and Parks Facilities. The Department of Recreation and Parks (Department) is a Charter created department. The City of Los Angeles is a Charter City with the "maximum allowable control over municipal affairs." Domar Electric, Inc. v. City of Los Angeles (1994) 9 Cat.4th 161, 171. The Charter is the constitution of the City and describes how powers possessed by the City, are designated. Id. To oversee the Department, the Charter identifies a board of five commissioners as the governing body and expressly places control over all the recreation and park sites under the Board's jurisdiction.1 In addition to control over the various sites, the Board is granted the exclusive authority to lease various City assets such as municipal auditoriums, arenas, or related facilities subject to certain conditions.2 The Charter restricts the length of a lease to not exceed 35 years, and mandates that long term leases be approved by the City Council.3 Ultimately, the Greek Theatre lease must be approved (or disapproved) by the City Council. The Charter also provides that the Board may enter into leases without inviting bids and requires that under such circumstances the Board set the terms and conditions as it deems appropriate.4 The Board's control over the lease for the Greek Theatre is derived generally from its role as the governing entity of the Department and specifically by the Section 595 of the Charter.

1 Los Angeles City Charter 55500, 591 2

Id. at 5595

3 Id. 4

id.

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February 9, 2015 Page 3

2. The Applicable Rules of the Procurement Document Expressly Provide Discretion for the Board. For the Greek Theatre lease, the Board chose to employ a process where it solicited proposals for operation and concessions. In lieu of following the sealed bid procurement rules as described by the Charter, the Board utilized an exception to the competitive bidding process and issued a request for proposals.5 The inherently more flexible request for proposals process allows the City to evaluate which offer would provide the best value to the City, rather than being forced to accept the initial rankings. In a sealed bid scenario, scoring is based exclusively on the price offered by the bidder and bids are ranked based on that information. It follows that the contract awarding authority cannot ignore the rankings and pick any bidder as the winner. However, in May 2014, the Board approved the use of Request for Proposals (CONM14-001)(Greek RFP) which included the following language: IMPORTANT: Charter Section 371(e)(10) In approving this RFP, the Board, in its capacity as the contract awarding authority for the Department, finds, pursuant to Charter Section 371(e)(10), that the use of competitive bidding would be undesirable, impractical or otherwise excused by the common law and the Charter because, unlike the purchase of a specified product, there is no single criterion, such as price comparison, that will determine which proposer can best provide the services required by the Department for the improvement, operation and maintenance of the Department's concession. To select the best proposer for this concession, the Board finds it is necessary to utilize a standard request for proposals process and to evaluate proposals received based upon the criteria included in this RFP. The Board specifically finds that the narrower and more specialized competitive sealed proposal process authorized but not required by Charter Section 371, subsection (b), would not meet the Department's needs and therefore opts to utilize the standard request for proposals process.6 (Emphasis in original.)

5 Id. 6

at 5371(e)

Greek RFP Pg. 13

997309.1

February 9, 2015 Page 4

The above provision established the Greek Theatre procurement as a true request for proposals, which removed it from the Charter mandated process for competitive bidding? See Cypress Sec., LLC v. City and County of San Francisco (2010) 184 Cal.App.4th 1003, 1011. California law is clear, because the normal rules of public contracting are suspended when a government procurement involves an exception to competitive bidding, the rules and regulations for the offering are found in the procurement document. See Id. at 1016. (Court relied on what the request for proposals explicitly stated regarding evaluation) and Blue Cross of Cal. v. Department of Health Services (2007) 153 Cal.App.4th 322, 332 (Court did not imply any prohibitions in the request for proposals that were not expressly stated). Within the Greek REP, the Board describes how each step of the evaluation process is to occur. The Board calls out various evaluation criteria and weighs each category based on its importance to the City. According to this detailed scoring structure, the proposals are to be scored and ranked and the rankings are to be used as the basis for the General Manager's report.8 The General Manager is then to present a recommendation to the Board for consideration. It is important to note that in the Greek RFP, the Board did not restrict its selection of the award to the General Manager's highest ranked proposer. Instead, the Board requests the General Manager to make a recommendation, which is just that—a recommendation. The Greek RFP provides that the Board will consider the General Manager's recommendation and then accept, amend, or reject.9 To argue that the Board must accept only the General Manager's highest ranked proposal is to remove the Board's powers granted by the Charter and to circumvent the controlling Greek RFP document. Such a limitation of the Board's power would be contrary to the Charter and a violation of taw.1° See Domar Electric, at 170.

7

Los Angeles City Charter 5371

8 in this case, the Strategic Advisory Group's (SAG) evaluation panel's scores were the basis of the report written by the General Manager. SAG's scoring was later shown to be grossly miscalculated. See Exhibit A

9

Greek RFP pg. 37

10 The Charter bestowed the Board with control over leases of municipal assets and the RFP clearly states that the Board is the contract awarding authority. Los Angeles City Charter 5595, Greek RFP Pg. 13

997309.1

February 9, 2015 Page 5

After three lengthy Board meetings, with several questions asked by Commissioners left unanswered, the Board made a preliminary decision and instructed the General Manager to seek the concurrence of the City Council before beginning contract negotiations. The request before you is a question from the Board reflecting its desire for your guidance. The Council's choice to concur or withhold concurrence is an appropriate discretionary action and the decision is not restricted in any way by the scoring as outlined in the Greek RFP. The Council has the authority to reject the recommendation and request the Board to consider an alternative. 3. The City Council's Function is to Provide Guidance as Requested by the Board. On January 26, 2015, the Committee exercised its discretion and voted to reject the recommendation and withhold its concurrence of the tentative selection. On February 11, 2015, your body will consider the recommendation from the Committee that the full Council withhold concurrence and reject the tentative selection. In addition, the Council can provide further guidance to the Board along with its rejection of the tentative selection. In a published opinion involving the Los Angeles City Council, this is precisely how the Court described the legislative authority of the Council vis-a-vis the Department of Recreation and Parks. See Michael Leslie, 207 Cal.App.4th 1003. The facts in Michael Leslie are remarkably similar to the facts here. That case involved a golf cart concession operated by the J.H. Kishi Company. After the contract expired, the Department issued a request for proposals (Golf Cart RFP). In order to assist in the administering of the Golf Cart RFP, the Department hired an independent consultant. The Golf Cart RFP specifically stated that the Board was the "contract awarding authority," and would select the bidder during a public meeting. The independent contractor put together a panel to assist with scoring and the panel unanimously recommended that Ready Golf be awarded the contract. The recommendation was then forwarded to the Department and the General Manager prepared a report based on the results. After the General Manager presented the report to the Board, it voted unanimously to award the contract to Ready Golf. Subsequently, the proposed contract was sent to the City Council for approval. Despite the panel's and the Board's unanimous approval of Ready Golf, the City Council voted to disapprove the contract and passed a motion asking the Board to award a shortened contract to the incumbent. In a separate motion the Council asked the Department to study the feasibility of self-operating the golf cart concession. In that instance, as here, the RFP process allows for such give and take between the Council and the Board. The Court explains that the dual functions of the City Council and the Board allows for a more thorough analysis of the City's best interests. Id. at 1016-17.

997309,1

February 9, 2015 Page 6

Ready Golf sued on several grounds and the Court concluded that the City Council did not abuse its discretion in suggesting an alternative to the Board. "The Board and the City Council's consideration and determination of what would be to the advantage of the City was a classic discretionary function. It is a legislative function to consider data, opinion, and arguments, and then to exercise discretion guided by considerations of the public welfare." Id. at 1026. Thus, not only can the City Council reject the recommendation and withhold concurrence, it has a legislative role in offering guidance to the Board. As stated in Michael Leslie, "[t]here is nothing in the language of section 373 of the City charter or in section 10.5 of the City Administrative Code that prevents the City Council from asking the Board or Department to consider alternative options following its disapproval of a proposed long-term contract." id. at 1027. While there is no contract yet proposed on the Greek Theatre, the Council's decision to concur or withhold concurrence is analogous to the discretionary power described in Michael Leslie. The concurrence or rejection that is before you affords the Council the opportunity to consider the raw data in the proposals, the community, and the best economic interests of the entire City when giving input to the Board. Just as in Michael Leslie, the Council is not prohibited by the Charter or case law from providing guidance to the Board as to which proposal it believes would best serve the interests of the entire City. 4.

The Board's Authority After the City Council Provides Guidance

After the City Council provides guidance, one of the Board's options is to reconsider the General Manager's report and reject the recommendation. Within the Greek RFP, the Board has expressly reserved the right to reject the General Manager's recommendation and can direct the Department to proceed with contract negotiations with Nederlander-AEG, as it deems what is in the best interests and to advantage of the City. In conclusion, the Charter created Board has exclusive jurisdiction over leases of recreation and parks facilities. The Board specifically rejected the use of a strict competitive bidding process for the Greek Theatre concession choosing instead to issue an RFP so it could expressly retain the right to accept, amend, or reject the. Department's recommendation, to the advantage of the City. After following the process contained in the controlling document, the Board made a tentative selection and requested the Council weigh in on this decision. The Council, consistent with its legislative powers, may reject the selection, withhold concurrence, and provide guidance to the Board. By its own rules set forth in the Greek RFP, the Board may reject the General Manager's recommendation, accept the guidance of the City

997309.1

February 9, 2015 Page 7

Council, select Nederlander-AEG, in the best economic interests of the entire City, and begin contract negotiations for operations and concessions at the Greek Theatre. On behalf of Nederlander-AEG, we respectfully request the City Council to concur with the Committee in rejecting the tentative selection and provide guidance to the Board requesting it to select Nederlander-AEG. Sincerely,

----Niv 1/IMOTHY B. MCOSKER of GLASER WEIL FINK HOWARD AVCHEN Et SHAPIRO LLP

TBM:cp Enclosures cc: President Patsaouras, Board of Recreation and Parks Commissioners Honorable Commissioners, Board of Recreation and Parks Michael Shull, General Manager, Department of Recreation and Parks David Michaelson, City Attorney, Branch Chief, Municipal Law Branch Anthony Paul Diaz, City Attorney Alex Hodges, Nederlander-Greek, Inc. David Green, Nederlander-Greek, Inc. Rick Mueller, AEG-Live, LLC Ted Fikre, AEG Madeline Schilder, AEG-Live, LLC Philip Recht, Mayer Brown LLP Andrew Kugler, Mayer Brown LLP

997309.1

Exhibit A

997309.1

Greek Theatre RFP Proposals Financial Comparison

Nederlander / AEG

Live Nation

Difference (1)

MINIMUM ANNUAL RENT GUARANTEED

FLOOR

Rent Revenue Paid to the City Yr 1-10

$36,250,000

$30,000,000

$6,250,000

Yr 11-15

$20,000,000

$15,000,000

$5,000,000

Yr 16-20

$21,250,000

$15,000,000

$6,250,000

Total

$60,000,000 (1)

$77,500,000

$17,500,000 NED/AEG

VS

UPSIDE

PERCENTAGE % RENT Rent Revenue Paid to the City

@ 10%

@ 8%

Yr 1-10

$42,488,158

$33,488,571 (2)

Yr 11-15

$26,144,264

$20,621,895

$5,522,369

Yr 16-20

$29,140,544

$23,668,700

$5,471,844

$97,772,966

$77,779,166

Total

$8,999,587

$19,993,800 NED/AEG

COMMUNITY PROGRAMS (3)

* Per Each Proposer's RFP Financial Pro Formas, which take into account the Capital Improvements made (page 2)

(1) Live Nation's proposed Rent to the City is potentially reduced due to language in their proposal(page 378) calling for a "required Rent Abatement" should Capital Improvements not be completed on time.

(2) In the first proposed year of operation, Live Nation's ProForma shows that it's Percentage Rent falls short of the Minimum Rent by $79,057. The Percentage Rent figures above represent the actual amounts shown on the ProForrna, and have not be adjusted for the shortfall. (3) Live Nation proposed $6 million in Community Trust Funds,funded by additional charge ("upcharge") on the ticket price, paid for by patrons is NOT included above, as it is NOT Revenue Paid to The City. Any EXISTING and/or NEW Nederlander / AEG Community Programs are considered an expense and/or are included in Comp Tickets in the RFP Financial ProForma

1 of 2

RFP Comparison.xlsx Revenue to City

Greek Theatre RFP Proposals Capital Improvements

SCOPE COMPARISON CAPITAL IMPROVEMENT AREA / ITEM

LIVE NATION

NEDERLANDER/AEG

New roof

Stage house

New roof

Seats

Replace all

Replace all

South concession

Fully renovate

Fully renovate

Landscaping

Plaza re-landscaped, with LABT stormwater capture

Plaza re-landscaped, no stormwater capture plan

North concession

Fully renovate + 365 DAY PARK CAFE

Very minor renovation, full renovation delayed until after 2026, and only if LN is granted both 5 year options

Historic office building

Maintain

Convert into restaurant

Sound system and equipment

RENT to maintain state-of-the art technology each season

Purchase one system for the next decade

Seating terraces

Repair, replace if necessary at Nederlander/AEG cost(Per RFP - Page 22 & RFP Exhibit J page 2)*

Replace by digging into hillside

Public WI-Fi

Add

Omitted

Dressing Rooms

Re-decorate/refurbish

Complete renovation

Chorus Rooms

Maintain

Convert into artist and crew catering area

Contingency(s)

Includes a Contingency Factor of 10%

Includes multiple Contingencies - a Factor of 22%

* Nederlander / AEG accepted RFP language that Terrace Seating Capacity would be "UN-MANIFESTED" if Structural Engineer determined that the Terrace Seating area MUST BE REPLACED at ANY TIME during the TERM of The Agreement(See RFP page 22 & RFP Exhibit J page 2)

7 7 511715171=TPAR11771LIVE NATION

NEDERLANDER/AEG Capital Improvements to Greek Theatre Yr 1-30 Yr 11-15 Yr 16-20 Total

Contract Term First Extension Second Extension

(1)

$18,746,000 TBD TBD $18,746,000 & TBD

$25,000,000 121

$15,000,000 $40,000,000

Equipment Lease Expenses Not included in Capital Improvements but included in RFP Financial ProForma (See pages 255 - 266)

$8,047,172

Included in above capital improvements

Replacement Equipment Included in Preventative Maintenance Section of Proposal, not included in Capital Improvements

$1,715,000

Included In above capital improvements

$28,508,172 & TOO

$40,000,000

TOTAL CAPITAL IMPROVEMENTS AND EQUIPMENT

Preventative Maintenance at the Greek Theatre Preventative Maintenance Less Routine Maintenance ACTUAL PREVENTATIVE MAINTENANCE

(1)

$3,795,700 $0 $3,795,700

(3)

$4,340,000 ($1,735,460) $2,604,540

AEG / Nederlander did not propose Capital Improvement Contributions in Option Periods, which are at the sole discretion of the City. Capital Improvements are to be determined at the time of the option grant, basedupon the specific needs of the venue at that time.

2 of 2

(2)

Live Nation proposed $15 Million of Capital Improvement Contributions, BUT only if BOTH option periods were simultaneously granted by City, prior to Year 11.

(3)

Live Nation Preventative Maintenance proposal Included Routine Maintenance items, which were specifically to be excluded per the RFP and Sample Agreement. These items are adjusted from the Preventative Maintenance figures to arrive at actual Preventative Maintenance expenditures. RFP Comparison.xlsx Venue Capital Improyments

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I /29/2015 Los Angeles City Council Members 200 N Main Street Los Angeles, Ca. 90012 Dear Council Members I am writing this letter on behalf ofthe Los Angeles Neighborhood Council Budget Advocates, an all volunteer group comprised of36 elected members from all over the City Of Los Angeles. The Budget Advocates would like to thank the Arts, Parks, Health, Aging and River Committee for conducting an independent analysis of the Greek Theatre contract issue and supports a decision that focuses on generating more funding for the City and takes into account stakeholder input and concerns.

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GlaserWeil

333 S. Hope St. Suite #3700 Los Angeles, CA 90071 310.553.3000 TEL 310.556.2920 FAX Timothy B. McOsker

February 10, 2015

VIA E-MAIL AND FIRST CLASS MAIL

Direct Dial 310.556.7870 Direct Fax 310.843.2670 Email [email protected]

President Herb Wesson Honorable Members of the Los Angeles City Council City Council c/o City Clerk Room 395 City Council c/o City Clerk Room 395 City Hall City Hall 200 North Spring Street 200 North Spring Street Los Angeles, CA 90012-4801 Los Angeles, CA 90012-4801

Re:

Operation and Management of the Greek Theatre File No. 14-1500

President Wesson and Honorable Councilmembers, We respectfully submit this letter on behalf of Nederlander-Greek Inc. and AEG-Live, LLC (Nederlander-AEG) to clarify any ambiguity in the correspondence from the City Attorney dated February 9, 2015, regarding the operation and management of the Greek Theatre (CF 14-1500). The City Attorney is correct that there is nothing in the Charter that precludes the Department of Recreation and Parks (Department)from seeking an advisory recommendation from the City Council. However, the letter advises that the Council may only choose to "concur with, not concur with, or note and file the request," and implies that the Council may not provide any context, explanation, or suggest an alternative. That, of course, would be an absurd conclusion. In fact, the City Council cannot be prohibited from requesting the Board of Recreation and Parks Commission (Commission) to consider an alternative proposal. The City Attorney letter states that the Charter and Administrative Code provisions on long-term contracts do not allow the Council to comment at this time because there is no contract. However, the California Supreme Court clearly states that "[c]harter provisions are construed in favor of the exercise of the power over municipal affairs and 'against the existence of any limitation or restriction thereon which is not expressly stated in the charter...." Domar Electric, Inc. v. City of Los Angeles (1994) 9 Cal.4th 161, 171. Just as there is no restriction on the Department to ask—with no express limitation placed on the City Council—there is no restriction on an answer, which can include a request that the Commission reconsider the General Manager's recommendation. Of course, the Commission retains its full authority to award the Greek Theatre concession in the best interests of the City. III MERITAS LAW FIRMS WORLDWIDE

998188.1

February 10, 2015 Page 2

Thus, the Council is empowered by the Charter to answer the Commission and provide further context for its recommendation, including a request to reconsider and award to Nederlander-AEG. cerelyt

1\/\ TIMOTHY B. MCOSKER of GLASER WEIL FINK HOWARD AVCHEN Et SHAPIRO LLP

TBM:cp cc: President Patsaouras, Board of Recreation and Parks Commissioners Honorable Commissioners, Board of Recreation and Parks Michael Shull, General Manager, Department of Recreation and Parks David Michaelson, City Attorney, Branch Chief, Municipal Law Branch Anthony Paul Diaz, City Attorney Alex Hodges, Nederlander-Greek, Inc. David Green, Nederlander-Greek, Inc. Rick Mueller, AEG-Live, LLC Ted Fikre, AEG Madeline Schilder, AEG-Live, LLC Philip Recht, Mayer Brown LLP Andrew Kugler, Mayer Brown LLP

998188.1

Item AIO

Glaser Weil

333 S. Hope St. Suite #3700 Los Angeles, CA 90071 310.553.3000 TEL 310.556.2920 FAX Timothy B. McOsker

February 10, 2015

VIA E-MAIL AND FIRST CLASS MAIL

Direct Dial 310.556.7870 Direct Fax 310.843.2670 Email [email protected]

President Herb Wesson Honorable Members of the Los Angeles City Council City Council c/o City Clerk Room 395 City Council c/o City Clerk Room 395 City Hall City Hall 200 North Spring Street 200 North Spring Street Los Angeles, CA 90012-4801 Los Angeles, CA 90012-4801

Re:

Operation and Management of the Greek Theatre File No. 14-1500

President Wesson and Honorable Councilmembers, We respectfully submit this letter on behalf of Nederlander-Greek Inc. and AEG-Live, LLC (Nederlander-AEG) to clarify any ambiguity in the correspondence from the City Attorney dated February 9, 2015, regarding the operation and management of the Greek Theatre (CF 14-1500). The City Attorney is correct that there is nothing in the Charter that precludes the Department of Recreation and Parks (Department) from seeking an advisory recommendation from the City Council. However, the letter advises that the Council may only choose to "concur with, not concur with, or note and file the request," and implies that the Council may not provide any context, explanation, or suggest an alternative. That, of course, would be an absurd conclusion. In fact, the City Council cannot be prohibited from requesting the Board of Recreation and Parks Commission (Commission) to consider an alternative proposal. The City Attorney letter states that the Charter and Administrative Code provisions on long-term contracts do not allow the Council to comment at this time because there is no contract. However, the California Supreme Court clearly states that "[c]harter provisions are construed in favor of the exercise of the power over municipal affairs and 'against the existence of any limitation or restriction thereon which is not expressly stated in the charter...." Domar Electric, Inc. v. City of Los Angeles (1994) 9 Cal.4th 161, 171. Just as there is no restriction on the Department to ask—with no express limitation placed on the City Council—there is no restriction on an answer, which can include a request that the Commission reconsider the General Manager's recommendation. Of course, the Commission retains its full authority to award the Greek Theatre concession in the best interests of the City. III MERITAS LAW FIRMS WORLDWIDE

998188.1

February 10, 2015 Page 2

Thus, the Council is empowered by the Charter to answer the Commission and provide further context for its recommendation, including a request to reconsider and award to Nederlander-AEG. cerely l\/\ TIMOTHY B. MCOSKER of GLASER WEIL FINK HOWARD AVCHEN Et SHAPIRO LLP

TBM:cp cc: President Patsaouras, Board of Recreation and Parks Commissioners Honorable Commissioners, Board of Recreation and Parks Michael Shull, General Manager, Department of Recreation and Parks David Michaelson, City Attorney, Branch Chief, Municipal Law Branch Anthony Paul Diaz, City Attorney Alex Hodges, Nederlander-Greek, Inc. David Green, Nederlander-Greek, Inc. Rick Mueller, AEG-Live, LLC Ted Fikre, AEG Madeline Schilder, AEG-Live, LLC Philip Recht, Mayer Brown LLP Andrew Kugler, Mayer Brown LLP

998188.1

)D

Glaser Weil

333 S. Hope St. Suite #3700 Los Angeles, CA 90071 310.553.3000 TEL 310.556.2920 FAX Timothy B. McOsker

February 9, 2015.

VIA E-MAIL AND FIRST CLASS MAIL

Direct Dial 310.556.7870 Direct Fax 310.843.2670 Email [email protected]

President Herb Wesson Honorable Members of the Los Angeles City Council City Council c/o City Clerk Room 395 City Council c/o City Clerk Room 395 City Hall City Hall 200 North Spring Street 200 North Spring Street Los Angeles, CA 90012-4801 Los Angeles, CA 90012-4801 Re:

ARTS, PARKS, HEALTH, AGING AND RIVER COMMITTEE REPORT relative to the selection of proposer for concessions and operations of the Greek Theatre, Item No.10 on February 11, 2015 Council Agenda (CF 14-1500)

President Wesson and Honorable Councilmembers, On behalf of Nederlander-Greek Inc. and AEG-Live, LLC (Nederlander-AEG), we respectfully submit this letter regarding Item No.10 (CF 14-1500) on the City Council Agenda for February 11, 2015. On January 26, 2015, the Arts, Parks, Health, Aging & River Committee (Committee) voted 4-1 to reject the recommended selection of the General Manager's highest ranked proposer for the Greek Theatre Concession. That rejection is scheduled to be heard by the full City Council on February 11, 2015. The Los Angeles City Charter (Charter) and applicable case law grant the City Council the authority to reject the recommendation, and the Board of Recreation and Parks Commissioners (Board) the authority to select the operator it believes will serve the best interests of the City. With respect to the City Council's authority, Item No. 10 is before you because the Board specifically asked the Council to consider the recommendation. It is axiomatic that the Council can choose to reject. It is also clear that in rejecting the recommendation, the Council can suggest an alternative, including recommending the

111 MERITAS LAW FIRMS WORLDWIDE 997309.1

February 9, 2015 Page 2

Board to negotiate a contract with Nederlander-AEG. See discussion of Michael Leslie Productions, Inc. v. City of Los Angeles (2012) 207 Cal.App.4th 1011, infra. pp.5-6. Put simply, the Board asked the Council to advise on the proposed selection, and the Council clearly has the discretion to reject and advise. The Charter entrusts the long-term leasing of recreation and parks facilities to a joint decision of the City Council and the Board, as discussed more fully below.

The Charter Grants the Board of Commissioners Power Over Leases of 1. Recreation and Parks Facilities. The Department of Recreation and Parks (Department) is a Charter created department. The City of Los Angeles is a Charter City with the "maximum allowable control over municipal affairs." Domar Electric, inc. v. City of Los Angeles (1994) 9 Cal.4th 161, 171. The Charter is the constitution of the City and describes how powers possessed by the City, are designated. Id. To oversee the Department, the Charter identifies a board of five commissioners as the governing body and expressly places control over all the recreation and park sites under the Board's jurisdiction.' In addition to control over the various sites, the Board is granted the exclusive authority to lease various City assets such as municipal auditoriums, arenas, or related facilities subject to certain conditions.2 The Charter restricts the length of a tease to not exceed 35 years, and mandates that tong term leases be approved by the City Council.3 Ultimately, the Greek Theatre lease must be approved (or disapproved) by the City Council. The Charter also provides that the Board may enter into leases without inviting bids and requires that under such circumstances the Board set the terms and conditions as it deems appropriate.4 The Board's control over the tease for the Greek Theatre is derived generally from its role as the governing entity of the Department and specifically by the Section 595 of the Charter.

Los Angetes City Charter 55500, 591 2 Id. at 5595 Id. 4

Id.

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February 9, 2015 Page 3

2. The Applicable Rules of the Procurement Document Expressly Provide Discretion for the Board. For the Greek Theatre lease, the Board chose to employ a process where it solicited proposals for operation and concessions. In lieu of following the seated bid procurement rules as described by the Charter, the Board utilized an exception to the competitive bidding process and issued a request for proposals.5 The inherently more flexible request for proposals process allows the City to evaluate which offer would provide the best value to the City, rather than being forced to accept the initial rankings. In a sealed bid scenario, scoring is based exclusively on the price offered by the bidder and bids are ranked based on that information. It follows that the contract awarding authority cannot ignore the rankings and pick any bidder as the winner. However, in May 2014, the Board approved the use of Request for Proposals (CONM14-001)(Greek RFP) which included the following language: IMPORTANT: Charter Section 371(e)(10) In approving this RFP, the Board, in its capacity as the contract awarding authority for the Department, finds, pursuant to Charter Section 371(e)(10), that the use of competitive bidding would be undesirable, impractical or otherwise excused by the common law and the Charter because, unlike the purchase of a specified product, there is no single criterion, such as price comparison, that will determine which proposer can best provide the services required by the Department for the improvement, operation and maintenance of the Department's concession. To select the best proposer for this concession, the Board finds it is necessary to utilize a standard request for proposals process and to evaluate proposals received based upon the criteria included in this RFP. The Board specifically finds that the narrower and more specialized competitive sealed proposal process authorized but not required by Charter Section 371, subsection (b), would not meet the Department's needs and therefore opts to utilize the standard request for proposals process.6 (Emphasis in original.)

5

Id. at 5371(e)

6

Greek RFP Pg. 13

997309.1

February 9, 2015 Page 4

The above provision established the Greek Theatre procurement as a true request for proposals, which removed it from the Charter mandated process for competitive bidding.' See Cypress Sec., LLC v. City and County of San Francisco (2010) 184 Cal.App.4th 1003, 1011. California law is clear, because the normal rules of public contracting are suspended when a government procurement involves an exception to competitive bidding, the rules and regulations for the offering are found in the procurement document. See Id. at 1016. (Court relied on what the request for proposals explicitly stated regarding evaluation) and Blue Cross of Cal. v. Department of Health Services (2007) 153 Cal.App.4th 322, 332 (Court did not imply any prohibitions in the request for proposals that were not expressly stated). Within the Greek REP, the Board describes how each step of the evaluation process is to occur. The Board calls out various evaluation criteria and weighs each category based on its importance to the City. According to this detailed scoring structure, the proposals are to be scored and ranked and the rankings are to be used as the basis for the General Manager's report.8 The General Manager is then to present a recommendation to the Board for consideration. It is important to note that in the Greek REP, the Board did not restrict its selection of the award to the General Manager's highest ranked proposer. Instead, the Board requests the General Manager to make a recommendation, which is just that—a recommendation. The Greek REP provides that the Board will consider the General Manager's recommendation and then accept, amend, or reject.9 To argue that the Board must accept only the General Manager's highest ranked proposal is to remove the Board's powers granted by the Charter and to circumvent the controlling Greek RFP document. Such a limitation of the Board's power would be contrary to the Charter and a violation of law.1° See Domar Electric, at 170.

Los Angeles City Charter §371 8 In this case, the Strategic Advisory Group's (SAG) evaluation panel's scores were the basis of the report written by the General Manager. SAG's scoring was later shown to be grossly miscalculated. See Exhibit A

9

Greek RFP pg. 37

10 The Charter bestowed the Board with control over leases of municipal assets and the RFP clearly states that the Board is the contract awarding authority. Los Angeles City Charter §595, Greek REP Pg. 13

997309.1

February 9, 2015 Page 5

After three lengthy Board meetings, with several questions asked by Commissioners left unanswered, the Board made a preliminary decision and instructed the General Manager to seek the concurrence of the City Council before beginning contract negotiations. The request before you is a question from the Board reflecting its desire for your guidance. The Council's choice to concur or withhold concurrence is an appropriate discretionary action and the decision is not restricted in any way by the scoring as outlined in the Greek RFP. The Council has the authority to reject the recommendation and request the Board to consider an alternative. 3. The City Council's Function is to Provide Guidance as Requested by the Board. On January 26, 2015, the Committee exercised its discretion and voted to reject the recommendation and withhold its concurrence of the tentative selection. On February 11, 2015, your body will consider the recommendation from the Committee that the full Council withhold concurrence and reject the tentative selection. In addition, the Council can provide further guidance to the Board along with its rejection of the tentative selection. In a published opinion involving the Los Angeles City Council, this is precisely how the Court described the legislative authority of the Council vis-a-vis the Department of Recreation and Parks. See Michael Leslie, 207 Cal.App.4th 1003. The facts in Michael Leslie are remarkably similar to the facts here. That case involved a golf cart concession operated by the J.H. Kishi Company. After the contract expired, the Department issued a request for proposals (Golf Cart RFP). In order to assist in the administering of the Golf Cart RFP, the Department hired an independent consultant. The Golf Cart RFP specifically stated that the Board was the "contract awarding authority," and would select the bidder during a public meeting. The independent contractor put together a panel to assist with scoring and the panel unanimously recommended that Ready Golf be awarded the contract. The recommendation was then forwarded to the Department and the General Manager prepared a report based on the results. After the General Manager presented the report to the Board, it voted unanimously to award the contract to Ready Golf. Subsequently, the proposed contract was sent to the City Council for approval. Despite the panel's and the Board's unanimous approval of Ready Golf, the City Council voted to disapprove the contract and passed a motion asking the Board to award a shortened contract to the incumbent. In a separate motion the Council asked the Department to study the feasibility of self-operating the golf cart concession. In that instance, as here, the RFP process allows for such give and take between the Council and the Board. The Court explains that the dual functions of the City Council and the Board allows for a more thorough analysis of the City's best interests. Id. at 1016-17.

997309.1

February 9, 2015 Page 6

Ready Golf sued on several grounds and the Court concluded that the City Council did not abuse its discretion in suggesting an alternative to the Board. "The Board and the City Council's consideration and determination of what would be to the advantage of the City was a classic discretionary function. It is a legislative function to consider data, opinion, and arguments, and then to exercise discretion guided by considerations of the public welfare." Id. at 1026. Thus, not only can the City Council reject the recommendation and withhold concurrence, it has a legislative role in offering guidance to the Board. As stated in Michael Leslie, "[t]here is nothing in the language of section 373 of the City charter or in section 10.5 of the City Administrative Code that prevents the City Council from asking the Board or Department to consider alternative options following its disapproval of a proposed long-term contract." id. at 1027. While there is no contract yet proposed on the Greek Theatre, the Council's decision to concur or withhold concurrence is analogous to the discretionary power described in Michael Leslie. The concurrence or rejection that is before you affords the Council the opportunity to consider the raw data in the proposals, the community, and the best economic interests of the entire City when giving input to the Board. Just as in Michael Leslie, the Council is not prohibited by the Charter or case law from providing guidance to the Board as to which proposal it believes would best serve the interests of the entire City. 4.

The Board's Authority After the City Council Provides Guidance

After the City Council provides guidance, one of the Board's options is to reconsider the General Manager's report and reject the recommendation. Within the Greek RFP, the Board has expressly reserved the right to reject the General Manager's recommendation and can direct the Department to proceed with contract negotiations with Nederlander-AEG, as it deems what is in the best interests and to advantage of the City. In conclusion, the Charter created Board has exclusive jurisdiction over leases of recreation and parks facilities. The Board specifically rejected the use of a strict competitive bidding process for the Greek Theatre concession choosing instead to issue an RFP so it could expressly retain the right to accept, amend, or reject the Department's recommendation, to the advantage of the City. After following the process contained in the controlling document, the Board made a tentative selection and requested the Council weigh in on this decision. The Council, consistent with its legislative powers, may reject the selection, withhold concurrence, and provide guidance to the Board. By its own rules set forth in the Greek RFP, the Board may reject the General Manager's recommendation, accept the guidance of the City

997309.1

February 9, 2015 Page 7

Council, select Nederlander-AEG, in the best economic interests of the entire City, and begin contract negotiations for operations and concessions at the Greek Theatre. On behalf of Nederlander-AEG, we respectfully request the City Council to concur with the Committee in rejecting the tentative selection and provide guidance to the Board requesting it to select Nederlander-AEG. Sincerely,

IMOTHY B. MCOSKER of GLASER WEIL FINK HOWARD AVCHEN

a SHAPIRO LLP

TBM:cp Enclosures cc: President Patsaouras, Board of Recreation and Parks Commissioners Honorable Commissioners, Board of Recreation and Parks Michael Shull, General Manager, Department of Recreation and Parks David Michaelson, City Attorney, Branch Chief, Municipal Law Branch Anthony Paul Diaz, City Attorney Alex Hodges, Nederlander-Greek, Inc. David Green, Nederlander-Greek, Inc. Rick Mueller, AEG-Live, LLC Ted Fikre, AEG Madeline Schilder, AEG-Live, LLC Philip Recht, Mayer Brown LLP Andrew Kugler, Mayer Brown LLP

997309.1

Exhibit A

997309.1

Greek Theatre RFP Proposals Financial Comparison

Nederlander/ AEG

Live Nation

Difference

(1)

FLOOR

* MINIMUM ANNUAL RENT GUARANTEED Rent Revenue Paid to the City Yr 1-10

$36,250,000

$30,000,000

$6,250,000

Yr 11-15

$20,000,000

$15,000,000

$5,000,000

Yr 16-20

$21,250,000

$15,000,000

Total

$60,000,000 (1)

$77,500,000

$6,250,000 $17,500,000 NED/AEG

VS UPSIDE

* PERCENTAGE % RENT @ 10%

Rent Revenue Paid to the City

@ 8%

Yr 1-10

$42,488,158

$33,488,571 (2)

Yr 11-15

$26,144,264

$20,621,895

$5,522,369

Yr 16-20

$29,140,544

$23,668,700

$5,471,844

$97,772,966

$77,779,166

Total

$8,999,587

$19,993,800 NED/AEG

COMMUNITY PROGRAMS (3)

* Per Each Proposer's RFP Financial Pro Formas, which take into account the Capital Improvements made (page 2)

(1) Live Nation's proposed Rent to the City is potentially reduced due to language in their proposal(page 378) calling for a "required Rent Abatement" should Capital Improvements not be completed on time.

(2) In the first proposed year of operation, Live Nation's ProForma shows that it's Percentage Rent falls short of the Minimum Rent by $79,057. The Percentage Rent figures above represent the actual amounts shown on the ProForma, and have not be adjusted for the shortfall.

(3) Live Nation proposed $6 million in Community Trust Funds,funded by additional charge ("upcharge") on the ticket price, paid for by patrons is NOT included above, as it is NOT Revenue Paid to The City. Any EXISTING and/or NEW Nederlander / AEG Community Programs are considered an expense and/or are included in Comp Tickets in the RFP Financial ProForma

1 of 2

RFP Comparison.xlsx Revenue to City

Greek Theatre RFP Proposals Capital Improvements

SCOPE COMPARISON CAPITAL IMPROVEMENT AREA / ITEM

LIVE NATION

NEDERLANDER/AEG

Stage house

New roof

New roof

Seats

Replace all

Replace all

South concession

Fully renovate

Fully renovate

Landscaping

Plaza re-landscaped, with LABT stormwater capture

Plaza re-landscaped, no stormwater capture plan

North concession

Fully renovate + 365 DAY PARK CAFE

Very minor renovation, full renovation delayed until after 2026, and only if LN is granted both 5 year options

Historic office building

Maintain

Convert into restaurant

Sound system and equipment

RENT to maintain state-of-the art technology each season

Purchase one system for the next decade

Seating terraces

Repair, replace if necessary at Nederlander/AEG cost(Per RFP - Page 22 & RFP Exhibit J page 2)*

Replace by digging into hillside

Public Wi-Fi

Add

Omitted

Dressing Rooms

Re-decorate/refurbish

Complete renovation

Chorus Rooms

Maintain

Convert into artist and crew catering area

Contingency(s)

Includes a Contingency Factor of 10%

Includes multiple Contingencies - a Factor of 22%

* Nederlander/ AEG accepted RFP language that Terrace Seating Capacity would be "UN-MANIFESTED" if Structural Engineer determined that the Terrace Seating area MUST BE REPLACED at ANY TIME during the TERM of The Agreement(See RFP page 22 & RFP Exhibit J page 2)

1 11715117151T131TU5171571113077 NEDERLAN DER/AEG

LIVE NATION

$18,746,000 TBD TBD $18,740,000 & TBD

$25,000,000

Capital Improvements to Greek Theatre Yr Q Yr 11-15 Yr 16-20 Total

Contract Term First Extension Second Extension

(I)

(2)

$15,000,000 $40,000,000

Equipment Lease Expenses Not included in Capital Improvements but included in RFP Financial ProForma (See pages 255 - 266)

$8,047,172

Included In above capital Improvements

Replacement Equipment Included in Preventative Maintenance Section of Proposal, not included in Capital Improvements

$1,715,000

Included in above capital Improvements

$28,508,172 & TBD

$40,000,000

TOTAL CAPITAL IMPROVEMENTS AND EQUIPMENT

Preventative Maintenance at the Greek Theatre Preventative Maintenance Less Routine Maintenance ACTUAL PREVENTATIVE MAINTENANCE

2 of 2

$3,795,700 $0 $3,795,700

(31

$4,340,000 (51,735,460) $2,604,540

(1)

AEG / Nederlander did not propose Capital Improvement Contributions In Option Periods, which are at the sole discretion of the City. Capital Improvements are to be determined at the time of the option grant, based upon the specific needs of the venue at that time.

(2)

Live Nation proposed $15 Million of Capital Improvement Contributions, BUT only If BOTH option periods were simultaneously granted by City, prior to Year 11.

(5)

Live Nation Preventative Maintenance proposal included Routine Maintenance items, which were specifically to be excluded per the RFP and Sample Agreement. These items are adjusted from the Preventative Maintenance figures to arrive at actual Preventative Maintenance expenditures. RFP Comparison.xlsx Venue Capital improvments

TgE

l[j FEB11 2015

Dan Beckerman President & Chief Executive Officer

a0

By February 11, 2015 President Herb Wesson

Honorable Members of the Los Angeles City Council

City Council c/o City Clerk Room 395

City Council c/o City Clerk Room 395

City Hall

City Hall

200 North Spring Street

200 North Spring Street

Los Angeles, CA 90012-4801

Los Angeles, CA 90012-4801

Re: Operation and Management of the Greek Theatre File No. 14-1500

President Wesson and Honorable Councilmembers, Today you are being asked to make an important decision for the City of Los Angeles regarding who the City will partner with to operate the historic Greek Theatre. For almost 20 years, AEG has demonstrated that we are a valued partner to the City of Los Angeles. From leading the revitalization of downtown Los Angeles and partnering with the City on countless philanthropic opportunities to spearheading numerous initiatives to increase financial and other investment in our City, we are proud of our track record. Since 1997 when AEG began its public-private partnership with Los Angeles with the building of STAPLES Center, followed by the creation of L.A. LIVE and the JW Marriott and Ritz-Carlton Hotels, our investment and management of these facilities has created some of the most successful music and entertainment venues in the country. We are committed to continuing this successful partnership with the Greek Theatre. Some have implied that AEG is not fully devoted to our joint proposal with the Nederlander organization. This insinuation is absolutely false and only serves to manipulate and confuse the issue before you. AEG has partnered with the Nederlander organization because we believe each company brings great assets that will further the Greek Theatre's operation, reputation and facility while enhancing revenues to the City of Los Angeles.

[email protected] • 800 W. Olympic Blvd., Suite 305 Los Angeles, CA 90015 • p. (213) 742-7120 o f. (213) 763-7711

To make certain there is absolute clarity on AEG's participation in this partnership, know that we are full 50/50 financial partners with the Nederlander organization in every respect including the renovation and operation of the facility. AEG will lead the historic renovation with our team that developed STAPLES Center, Nokia Theatre L.A. LIVE, and StubHub Center. We are a company that builds first-class facilities and will bring our expertise to lead the Greek Theatre into the future while respecting its historic past. AEG is a world-class content company producing recent national and international concert tours with Kenny Chesney, The Rolling Stones, and Taylor Swift just to name a few. Our artist relationships will ensure that the Greek Theatre continues to thrive with the most popular and important artists every season. Our Global Partnerships team will take the lead to develop a new level of corporate sponsorship revenue to the Greek Theatre without compromising the tasteful setting of Griffith Park or the venue itself. AEG's 1.Earth Environmental team will create new standards of environmental sustainability at the Greek Theatre and strive to continually improve and minimize our impact on Griffith Park. Finally, our track record of providing support to community programs and non-profit organizations will be augmented with new funding devoted to Greek Theatre-specific initiatives including job training, mentorship and music education programs for youth throughout the City of Los Angeles. As a result of this unique partnership, our team is able to offer the City substantially more rent and a higher percentage of revenues that will benefit all of the City's important recreation and park facilities. We are proud to stand firmly behind all of these commitments and are excited to continue the successful operations of this venue. AEG has a long relationship with the Nederlander organization going back to the opening of STAPLES Center where they were one of our first partners. Our assets will complement a trusted 40-year relationship that they have built with the community. The Greek Theatre is one of Los Angeles' most iconic treasures and it would be an honor for AEG to take on this significant opportunity to partner once again with the City of Los Angeles to lead this incredible venue into the future. Thank you for your consideration and support. Sincerely,

Dan Becke man President & CEO Cc: James Nederlander, Jr.

355 South Grand Avenue Los Angeles, California 90071-1560 Tel: +1.213.485.1234 Fax: +1.213.891.8763 www.lw.com

LATHAM&WATKI NSLLP

FIRM / AFFILIATE OFFICES

FEB i 1 2015 By

February 9, 2015

VIA MESSENGER AND EMAIL

Mike Feuer, Esq. Los Angeles City Attorney 800 City Hall East 200 North Main Street Los Angeles, California 90012 Re:

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The Greek Theatre Concession — Request to Remedy Contract Process to be Consistent with the City Charter, the Administrative Code and the Request for Proposals for the Operation and Maintenance ofthe Greek Theatre Concession

Dear Mr. Feuer: Along with our undersigned co-counsel Manatt, Phelps & Phillips, LLP, we represent Live Nation Worldwide, Inc.("Live Nation"), and write to notify the City of Los Angeles of serious violations of the Charter ofthe City of Los Angeles, the Administrative Code of the City of Los Angeles, and the terms ofthe City's Request for Proposals for the Operation and Maintenance of the Greek Theatre Concession ("RFP"). We request that these violations be remedied immediately by returning the matter to the Department of Recreation and Parks ("RAP")to negotiate and complete the contract with Live Nation. On October 23, 2014,the Board of Recreation and Parks Commission("RAP Board") selected Live Nation as the highest-ranking proposer for the Greek Theatre Concession, accepting the recommendation of the RAP General Manager and the scoring of the independent Evaluation Panel. In a complete departure from the mandated process as provided for by the Charter, Administrative Code and the RFP,the RAP Board also requested the concurrence of the City Council rather than proceed with completion ofthe contract and presentation ofthe contract to City Council. On January 26, 2015, the Council's Committee on Arts, Parks, Health, Aging and River ("Committee") undertook an ultra vires and illegal action in their consideration of and vote to reject the RAP Board's selection of Live Nation as the highest-ranking proposer for the Greek Theatre Concession. The consideration ofthe matter by the Committee outside ofthe rules of the competitive bidding process is in violation ofthe Charter, the Administrative Code and the RFP. The contract is not before the City Council in accordance with the requirements ofthe Charter, the Administrative Code and the RFP.

LA\3996994.17

February 9, 2015 Page 2

LATHAM&WATKINSLLP

Moreover, although the Committee praised the RFP process and Live Nation, it nevertheless rejected the highest-ranking bidder(Live Nation)for reasons completely unjustified by the criteria established by the RFP and the results ofthe competitive bidding process mandated by law. The Committee's deliberations evidence blatant violations ofmandated competitive bidding procedures, and are wholly indefensible. Live Nation's proposal not only was recommended by the RAP Board, but was scored the highest by an independentpanel of industry experts assembled by the RAP Board to evaluate and score proposals. Rather than follow the process setforth in the RFP,the RAP Board, in submitting the matter to the Committee, together with the Committee's conduct ofits deliberations, superimposed an arbitrary and ad hoc hurdle not disclosed in the RFP. Moreover, instead ofreviewing the recommendation ofthe RAP Board and outside industry experts substantiating Live Nation as the highest ranking bidder, or identifying any problems with the bidding process or the RFP, members ofthe Committee effectively introduced new criteria which were used as justifications to reject the highest-ranked bid. Not only is this wholly unauthorized under the City Charter, Administrative Code and the RFP,it is even more troubling considering the background ofvirtually 40 years ofprior sole-source contracting by the City with Nederlander-Greek,Inc., includingfour recent years ofextensions at rates negotiated in 2001. The current rates have been conclusively shown to be below market as a result ofthe RFP process. Live Nation engaged in the RFP process in good faith, reasonably relying on the City's legal obligation to follow the procedures set forth in the RFP. By contrast, the Committee's deliberations and majority vote demonstrated no commitment to an objective process, and instead showed that only the incumbent City concessionaire would be considered. Such an approach jeopardizes public confidence, especially after a transparent process has been established by the City with specific criteria and evaluations. (See "Bids for the Greek Theatre: Why even bother?," Los Angeles Times, January 27, 2015 (noting that the Committee's action rendered the entire RFP process a nullity).) Before the City Council takes up the Committee's recommendation, we respectfully request that these actions be remedied and the matter be returned to RAP and the RAP Board for completion of the contract with Live Nation. Absent such remedial action, please be aware that Live Nation will proceed to vigorously protect the integrity ofthe competitive bidding process against any action which interferes with or purports to disturb the legally mandated next step for this contract, which is for the RAP Board to negotiate a contract with Live Nation as the highestranking proposer for the Greek Theatre Concession, as selected through the RFP process. The City would otherwise be exposed to legal action seeking the full range of injunctive and monetary remedies.I

In light ofthe seriousness of these issues, Live Nation expressly reserves all rights, remedies and claims, and hereby demands that, in anticipation of litigation, the City and each of its political subdivisions, agencies, and commissions (including the RAP Board)and any persons or entities working at the direction of any ofthem (such as outside vendors like Strategic

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The History Of the Greek Theatre Concession For 40 years, from 1975 through the present, Nederlander has been the sole operator and concessionaire ofthe Greek Theatre. Since 1975, the City has granted Nederlander repeated extensions on its contract to operate the Greek Theatre. Nederlander's contract has even been extended through sole-source actions on numerous occasions without opening the Greek Theatre Concession to competitive bidding, contrary to the principles essential to maximizing the value of public assets. Most recently, Nederlander obtained an additional three-year extension at the low contract amounts negotiated in 2001, with minimum payments around $1 million per year. This latest extension was essentially a sole-source determination rationalized by the time required for the City's launch of a three-year competitive bidding RFP process. (It is notable that the delay of the RFP process allowed Nederlander to remain as the operator with rental rates millions of dollars below market(see attachment to letter to City Council dated February 11, 2015)). The RFP process was informed by audits which had been reported to the Governmental Efficiency Committee, including the 2008 audit by City Controller Laura N. Chick, which included an operational and compliance review of RAP's concession contracts and provided a detailed review ofthe Greek Theatre Concession("2008 Audit"). The 2008 Audit criticized RAP for its lack offiscal oversight and failure to enforce contract provisions, resulting in lost revenue to the City and incomplete capital improvements. As a result ofthe 2008 Audit and follow-up assessments in 2010 and 2011 (summarized and attached to our letter to the City Council dated February 3, 2015), the City initiated plans to implement a true competitive bidding process for the Greek Theatre Concession. The City Council's Audits and Governmental Efficiency Committee continued to monitor RAP's compliance with the findings ofthe audits. In February 2011, RAP reported to the Committee that it was undertaking an RFP to hire a consultant for the Greek Theatre Concession, in keeping with the Chair's request that the City "identify business models used by other large municipalities for concession operations and report on ways to improve RAP's Request for Proposal process based on past experience." (RAP Letter to Councilmember Koretz, Committee Chair, February 15, 2011.) RAP reported that it had developed an RFP "to select a consultant to review the concert industry and provide information to determine the best business practice for the Greek Theatre and assist in the development and administration of a Request for Proposal process to select a qualified and experienced operator."(RAP Letter, p.3.) As RAP had assured the City Council it would do, on December 10, 2012 the RAP Board authorized the hiring of the consultant, selecting Strategic Advisory Group, LLC("SAG")to conduct a best business practices study ofthe Greek Theatre, and to develop, through research and public outreach, an RFP for the operation and maintenance of the Greek Theatre. SAG undertook an extensive eighteen-month process to develop the RFP; this included industry research, study of national and regional markets for concert venues, and review of operational

Advisory Group, LLC),retain all documents, materials, and information related in any way to the above-discussed matters, including emails, electronic files (e.g., Microsoft Word or Excel files), and other electronically stored information.

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models across the United States. Potential bidders were provided ample opportunity to review and discuss the RFP's provisions before the RFP was finalized. On June 4,2014, the City finalized and released the RFP. The City Charter, Administrative Code, And The RFP Govern The Selection Process City Charter Sections 371 and 372, and corresponding Administrative Code Sections 10.15 and 10.17, mandate that the City shall obtain competitive bids or proposals as far as reasonably practicable. The import of Sections 371 and 372 is that where the City solicits competitive proposals through a request for proposals, as is the case here, the City is compelled to contract with the best responsible proposer. See Domar Electric, Inc. v. City ofLos Angeles,9 Cal. 4th 161, 173(1994)("[C]harters requiring competitive bidding are not to be given such a construction as to defeat the object of insuring economy and excluding favoritism and corruption."); Eel River Disposal and Resource Recovery Inc. v. County ofHumboldt,221 Cal. App. 4th 209,232(2013)(finding that where a county ordinance "uses the phrase 'competitive bidding' but does not explicitly indicate whether the phrase embodies a 'lowest responsible bidder requirement,"' it would be "absurd to interpret the silent statute as overriding the clear direction ofthe [ordinance] that speaks explicitly to the issue and advances the policy favored by the law"). Consistent with the City Charter and Administrative Code,the City, through the RFP, dictated the procedures and criteria by which the City would ascertain which bidder's proposal indicated the best responsive and responsible bidder. Relying on the fairness of the RFP process, and representations by City and RAP officials that the process would be fair and open, Live Nation devoted extensive time, energy and resources to participate in the RFP process, and developed a proposal that best meets and exceeds the City's objectives, as outlined in detail in the RFP. However, subsequent to the RAP Board's determination that Live Nation was the highest-ranked bidder, the City has failed to play by the rules ofthe RFP,the Charter and the Administrative Code. The RFP established four metrics forjudging proposals. The objectives are Financial Performance(30%), Asset Management / Concession Improvement Plan(30%), Event Activity Plan(30%)and Community Partnership Plan(10%). To evaluate the proposals, the RFP assigned a maximum point total to each ofthe four objectives commensurate with the weight afforded to that objective. Pursuant to the RFP,the City legally restricted itself to evaluating proposals based on these criteria only. See RFP § VIII.B ("All proposals will be evaluated solely on the basis ofthe criteria listed above")(emphasis added). Live Nation And Nederlander-AEG Submit Proposals; Live Nation's Proposal Is Scored The Highest On August 12, 2014, RAP received two proposals in response to the RFP: One from Live Nation, and one from what was effectively the incumbent — a joint venture between Nederlander and AEG ("Nederlander-AEG"). As mandated by the RFP,a panel of industry experts was created to evaluate and score the proposals("Evaluation Panel"). The Evaluation Panel devoted significant time and effort to follow the scoring procedures for assessing the criteria outlined in

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LATHAM&WATKINSup the RFP. On August 27, 2014, the Evaluation Panel announced its results, and it was a landslide in favor of Live Nation. The Evaluation Panel awarded Live Nation's proposal more points than NederlanderAEG's proposal in three of the four major categories, and in nine ofthe 12 subcategories. In fact, the Evaluation Panel found Live Nation's proposal so impressive that it scored 91% of the total possible points, while Nederlander-AEG scored only 79%. Live Nation, as the lawful winner ofthe bidding process, prepared for negotiations with the City to finalize the Greek Theatre Concession Agreement. The form ofthe contract is part of the RFP and Live Nation has made it clear that they accept the form ofthe contract. Because The City Can Only Apply The Criteria Specified In The RFP As A Matter Of Law,The City Must Commence Negotiations With Live Nation As The Highest-Ranking Proposer For The Greek Theatre Concession With the Evaluation Panel's scores in hand resoundingly approving Live Nation as the highest-ranking proposer, as a matter oflaw the City is prohibited from reevaluating the bids by introducing new criteria to determine the highest-ranked proposal. The City has no authority to stray from the RFP's established criteria — particularly to introduce ad hoc and arbitrary qualitative criteria as discussed below — and any attempt to do so would not withstand judicial review. The Court of Appeal definitively addressed this issue recently in Eel River Disposal and Resource Recovery Inc. v. County ofHumboldt, 221 Cal. App. 4th 209(2013). In Eel River, the Court of Appeal reversed the trial court's denial of a writ of mandate, where the County of Humboldt Board of Supervisors voted to award a bid to an incumbent vendor, even though the plaintiff had been scored the best responsible bidder through an RFP process. Indeed, the holding ofEel River unequivocally precludes the City Council from purporting to reverse or ignore the results of the Greek Theatre process, particularly by applying criteria which were omitted from the RFP in order to favor the incumbent bidder. See id. at 237 ("Ignoring the evaluative criteria identified in the RFP and employed by the PWD,the Board not only changed the criteria after bids were unsealed, but did so by introducing a previously unknownfactor that appears to have disadvantaged all bidders except the one that received the franchise.")(emphasis added).2 The rule is absolute, and the Court of Appeal directed that a writ of mandate issue even absent improper conduct in the bid process: We do not believe [the lower-ranking bidder] was awarded the franchise on the basis of favoritism, fraud or corruption, because 2

The Court of Appeal further declared that after-the-fact, ad hoc, and subjective analyses that stray from the RFP's mandated criteria unlawfully deceive bidders: "Bidders cannot be required to guess at the standards by which they will be measured, and are entitled to expect that the bid that mostfully satisfies the specified criteria would be awarded the[contract]." Id. at 235 (emphasis added).

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the record does not show that. But the fact that bidders were misled and did not compete on a level playing field opens the door to such possibilities, and that is enough to warrant judicial intervention. The mere potential for abuses likely to arise from significant deviations from standards designed to eliminate favoritism, fraud, and corruption, avoid misuse of public funds, and stimulate advantageous market place competition is a sufficient basis upon which to grant judicial relief even without a showing that the deviations actually resulted in such abuses. Id. at 238. Because (1)the RFP here specifies the criteria for determining the highest-ranked bidder, (2)the City Charter requires competitive bidding for the purpose of ensuring that the City will contract with the best responsible bidder, free from favoritism, fraud and corruption (see City Charter §§ 371, 372; Domar Electric, 9 Cal. 4th at 173),(3)the City does not have the authority to now change that criteria (Eel River, 221 Cal. App. 4th at 238), and (4) Live Nation's proposal was rated the highest-ranked proposal according to the Evaluation Panel, and recommended by the General Manager and selected by the RAP Board, the City must commence negotiations with Live Nation. The City Council is absolutely precluded from changing the factors considered in the RFP process after the fact. The Committee's Ultra Vires Vote To Reject The Selection Of Live Nation As The HithestRanking Proposer Based On Subjective, Arbitrary And Capricious Considerations Was Unlawful As A Matter Of Law Since Live Nation's proposal was determined to be the highest-ranked proposal by the Evaluation Panel on August 27, 2014, the City has taken unlawful steps in which it has acted arbitrarily, capriciously and in an ultra vices manner in clear violation ofthe RFP,the City Charter and the Administrative Code. The General Manager's October 9, 2014 Board Report unequivocally found Live Nation to be the highest-ranked proposer. After public hearings, including many hours of public testimony, the RAP Board approved this recommendation on October 23, 2014. In the concluding section of the October 1, 2014 Board Report, the General Manager expressly acknowledged the strength of Live Nation's proposal: Live Nation is the recommended proposer for award of the Greek Theatre Concession Agreement because their proposal best meets and exceeds RAP's objectives as outlined in the RFP. The strength of Live Nation's proposal is their all-inclusive approach to managing the Greek Theatre, ensuring all aspects of the operation are executed at a first-class, high quality level. Their strategic direction to invest $40,000,000 in capital investment during the ... contract term . . . will transform the Greek Theatre into a contemporary amphitheater, while preserving its historical

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elements and establishes a solid foundation for the continued success ofthe Greek Theatre for generations to come. Live Nation's proposal includes innovative ideas for engaging the surrounding community, the broader community and reaching out to undeserved communities to share in the Greek Theatre experience with a larger segment of City residents and stakeholders. In directing that the matter be sent to the Council for "concurrence" prior to completion ofthe contract, the RAP Board acted outside the scope ofthe process established by the Charter, the Administrative Code and the RFP. The Committee, in violation ofthe required process, took up the RAP General Manager's and RAP Board's selection of Live Nation as the highest-ranked proposer on January 26, 2015, without being presented with a negotiated contract, even though nothing in the City Charter, RFP, or any other source authorizes the City Council to review the RAP Board's selection of the winning proposer.3 The RFP dictates only that the City Council is authorized to approve "contracts" that are for periods oflonger than three (3) years. RFP § VIII.C. The RFP does not contemplate City Council involvement prior to the negotiation and completion ofthe contract. Live Nation has requested the RAP Board and staff to commence negotiations, consistent with the Board's Recommendation #2 adopted in October, providing that the Board: AUTHORIZE and INSTRUCT the General Manager and designated staff, with the assistance of the Office of the City Attorney, to meet with representatives of Live Nation to develop a concession agreement substantially in conformance with the general terms and parameters set forth in the SAG report for ten (10) years with two (2)five-year extension options which will be returned to the Board for its approval. Moreover, the RFP dictates that "[r]esponsive proposals will be scored in each of the [four] criteria above and ...[a]llproposals will be evaluated solely on the basis ofthe criteria listed above .. ." RFP § VIII.B.(emphasis added). Neither the RFP nor the process outline presented to bidders at the June 17, 2014 Pre-Proposal Conference and posted on the RAP website provided for the extra step of City Council concurrence before the contract has been negotiated to be presented to the City Council. The City violated the RFP's requirements and its own Charter and Administrative Code when the Committee held a hearing giving equal time to each proposer, and voted to reject the RAP Board's recommendation of Live Nation. The Committee compounded its ultra vires act by illegally disregarding(1)data presented resulting from RAP's multi-year RFP process to determine the highest-ranking proposal,(2)the unanimous and overwhelming selection of Live Nation as the highest-ranking bidder by the Evaluation Panel, General Manager and RAP Board, and(3)the General Manager's 3

Indeed, this begs the question whether this wholly arbitrary "concurrence" process would have been recommended to the RAP Board absent the historical record of disruptions in the contracting process whenever the incumbent concessionaire is not selected as the highest-ranking proposer for the Greek Theatre Concession.

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LATHAM&WATKINsLLp recommendation for Live Nation's proposal in the Board Report. In dereliction of its duty to consider only the RFP criteria, in total disregard of those criteria, and in an entirely ultra vires vote (as discussed above), the Committee's 4-to-1 vote against concurrence with the RAP Board's recommendation was fraught with arbitrary and subjective considerations. Moreover, this ultra vires process has damaged Live Nation and the integrity ofthe contracting process. In fact, the City appears to be heading toward a continuation of its 40-year history of giving the contract to Nederlander notwithstanding the objective criteria and process established by the Charter, the Administrative Code and the RFP itself. The transcript ofthe Committee's deliberations demonstrates that it engaged in an arbitrary and ad hoc approach, based on subjective considerations outside the delineated RFP process. The RFP criteria and scoring system were created to account for the City's objectives, identify the proposal that best met the City's broad interests, and prevent the precise ad hoc, subjective and arbitrary considerations exemplified in the Committee's deliberations. The Committee plainly ignored those objective criteria in favor an ad hoc, subjective and arbitrary vote. The City is prohibited as a matter oflawfrom changing the criteria by introducing factors previously unknown to the proposers. See Eel River, 221 Cal. App. 4th at 237-38.4 The City Must Remedy The Committee's IIle al Action Live Nation respectfully requests that these violations be remedied by rescinding the Committee's illegal action, and sending the matter back to the RAP Board to commence immediate negotiations of a contract with Live Nation as the highest-ranking proposer for the Greek Theatre Concession. Further, the City Council must consider that recommendation in good faith when the contract is presented for its concurrence and, until that time, cease and desist from any further interference regarding the Greek Theatre Concession. This is the only way for the City to cure its unlawful, ultra vires acts and ensure that it is complying with the City Charter, Administrative Code and RFP.5 See Pozar v. Dept. ofTransp., 145 Cal. App. 3d 269, 271 (1983)(concluding that a court "can .. . direct an agency to follow its own rules when it has a ministerial duty to do so or when it has abused its discretion"). Absent these appropriate remedial actions, Live Nation intends to seek all available writ, injunctive and monetary relief, which will also benefit the City by protecting the integrity of its public-contracting process.

4

Moreover, Nederlander used advertising at the Greek Theatre itself to create support for its cause, contributing to the purported demonstration of popular support cited by Councilmember LaBonge as a factor in the vote to reject Live Nation. Thus, Nederlander's own behavior demonstrates the very risk identified by the Eel River court ofthe "potential for abuses likely to arise from significant deviations from standards designed to eliminate favoritism, fraud, and corruption." Id. at 238.

5

Should the City elect instead to extend Nederlander's contract yet again, it would likewise constitute a violation of the City Charter and Administrative Code, and no findings for a sole-source contract could be made or substantiated.

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This week's meeting presents the City Council with an opportunity to remedy the unlawful departure from mandated procedures, such that the RAP staff commences immediate negotiations of a contract with Live Nation. Live Nation's proposal was deemed the highestranked proposal by an independent panel of experts, the General Manager and the RAP Board. The City Council can now honor that process by rescinding the Committee's illegal action, thereby protecting the integrity of the City's public-contracting process. Very truly yours,

Daniel Scott Schecter of LATHAM & WATKINS LLP

Mattw Kanny of MANATT PHELPS & PHILLIPS LLP

cc:

Michael Shull, Recreation and Parks Agnes H. Ko,Recreation and Parks Joe Berchtold, Live Nation Bob Roux, Live Nation George Mihlsten, Esq., Latham & Watkins LLP Cindy Starrett, Esq., Latham & Watkins LLP Lisa Specht, Manatt, Phelps & Phillips, LLP Victor De la Cruz, Manatt, Phelps & Phillips, LLP

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Greek Theatre Concession Comparing Nederlander's Sole-source Contract Rent Payments to Recreation and Parks (2002-2011)to Amounts Proposed in Competitive Bidding in 2000

$25,000,000 $23,500,000

$20,000,000

$18,500,000

$14,756,900

$15,000,000

$10,000,000 Nederlander (Rent Paid, 2002 - 2011)1 $3,743,1000 less than proposed in 2000

Nederlander (2000 RFP Proposal)2

House of Blues (2000 RFP Proposal Recommended by Staff But Not Approved)3

Actual payments made by Nederlander based on amounts reported for the period of 2002-2011 (See RAP Board Report No. 11-306(November 21, 2011); Greek Theatre Concession RFP, Exhibit I (June 3, 2014). Rent payments projected by RAP under the Nederlander bid submitted in 2000.(See "Showdown Close on Pact to Run Greek Theatre," Los Angeles Times (January 15, 2001)(available at http://articles.latimes.com/print/2001/jan/15/local/me-12612). Rent payments projected by RAP under the House of Blues bid submitted in 2000.(See "Showdown Close on Pact to Run Greek Theatre," Los Angeles Times (January 15, 2001)(available at http://articles.latimes.com/print/2001/jan/15/local/me-12612).

LA\4006416.3

A Better Greek

UPDATE #1

Isn't It Time to Avoid Another Greek Tragedy?

Mmes Angeles $1o$ Wednesday,December 20,2000

Tragedy... Greek Avoiding a In 2000, the Los Angeles Times editorial page warned against a "Greek Tragedy" when it came time for the City to select a company to run the Greek Theatre concession. The paper strongly urged the City to select the bidder whose proposal was judged to be financially superior. Back then, politics ruled the day, and the losing bidder — Nederlander — won. Now, the City has the opportunity to avoid Greek Tragedy II. The Recreation and Parks Commissioners have already voted unanimously to recommend Live Nation — the company that emerged the clear winner in a thorough bidding process. Live Nation's bid earned 91 % of all possible points; Nederlander scored an anemic 79%. Live Nation's bid is financially superior, with a bid that is at least $10 million higher than what Nederlander offered. The LA Times has weighed in again: "This time, the city hired the independent firm Strategic Advisory Group to score the two companies; the firm gave Live Nation more points, largely because it pledged to spend $40 million renovating the venue over two decades as compared with Nederlander/AEG's approximately $19 million. The outside evaluation was commissioned to keep this contract award relatively insulated from political jockeying, pandering and lobbying."

The Los Angeles Times has it right. Respect the multi-year RFP process and let the winner actually win. This time around, let's avoid another Greek Tragedy.

LIVE rip-non. It's time for a change.

BetterGreek.com

A Better Greek

UPDATE #2

Isn't It Time To Move Beyond )rty

Chicken Tenders And Funnel Cake?

Nederlander has sold its patrons short by providing sub-par dining options more appropriate for a county fair. To improve the experience for Greek Theatre patrons, Live Nation will dramatically upgrade food and beverage options for every fan through a partnership with the Patina Group, the celebrated hospitality business delighting thousands each year at the Hollywood Bowl and Walt Disney Concert Hall. Our other partners include Nobu, the world's most recognized Japanese restaurateur, and vegan/organic LA favorite Café Gratitude. Another new offering: a spacious full-service restaurant offering both outdoor patio seating and indoor space. Live Nation has also committed to developing a new landscaped picnic and concessions area in front of the venue. Under Live Nation's management, the Greek will become both an entertainment and culinary destination...for all of Los Angeles.

For decades, Nederlander has sold its patrons short with limited, underwhelming food options. Live Nation believes the Greek Theatre deserves a higher standard from Nobu and the Patina Group. LIVE n prr ori It's time for a change.

ABetterGreek.com

A Better Greek

UPDATE #3

Isn't It Time for a Faster, Easier Parking Experience at the Greek Theatre?

Neighbors and Greek Theatre concertgoers alike know that, under Nederlander's management, traffic before and after concerts is a nightmare. Without a well-managed traffic plan, Nederlander has failed its guests, who deserve a faster and smoother experience arriving at and leaving the venue. The people of Los Angeles spend too much time in traffic, and don't need to waste even more when attending concerts and events at the Greek. That's why Live Nation is aiming to reduce parking delays and traffic congestion before, during and after events at the Greek Theatre by 30 percent. Based on a new traffic study, Live Nation has developed a comprehensive proposal to help usher patrons in and out and minimize disruption for neighbors. An expanded shuttle system can reduce the number of cars in the area, and we will create an online system to pay for parking, increase parking staff, and make the entire process more streamlined.

With Live Nation at the wheel, guests will enjoy a more streamlined parking experience, helping everyone enjoy the Greek even more. nP-rIon®

BetterGreek.com

A Better Greek

UPDATE #4

Isn't It Time to Invest in One of L.A.'s Most Treasured Landmarks?

Designed to be a jewel of Los Angeles, the Greek Theatre is in desperate need of a makeover. Nederlander has allowed the venue to fall into disrepair, failing to invest in critical upgrades and repairs. Live Nation has developed a thorough plan to revive the Greek Theatre that combines immediate repairs with long-term investment, subject to historic preservation oversight and CEQA review. The numbers tell the story: Live Nation has committed to invest $40 million in capital improvements to the venue, as opposed to Nederlander's proposed $18.7 million. And Nederlander's figure includes three years of deferred maintenance that should have been performed long ago. City decision-makers agree — a report from the Recreation and Parks Department states that Live Nation "will transform the Greek Theatre into a contemporary amphitheater, while preserving its historical elements and establishing a solid foundation for the continued success of the Greek Theatre for generations to come."

Live Nation will deliver the vision, the resources, and the expertise to elevate the Greek Theatre to an even higher level. lownewr LIVE

nnTione It's time for a change.

ABetterGreek.co

A Better Greek

UPDATE #5

N Isn't It Time for L.A. Taxpayers to Enjoxrz the Full Benefits of the Greek Theatre?

The Greek Theatre is an incredible City-owned resource, and a source of critical revenue for the people of this city. But Nederlander hasn't always delivered even the minimum 50 events they had promised the City as part of their contract. Live Nation's proposal to operate the Greek Theatre delivers more revenue to the City. We also guarantee a minimum of 70 concerts each year, allowing us to provide a greater variety of programming for L.A.'s diverse audiences, versus Nederlander's proposal to stay the same. Live Nation has a reputation for excellence in this industry. As the operator of 84 of the nation's leading venues — including such local destinations as the Wiltern, the Hollywood Palladium, and House of Blues — Live Nation has demonstrated its skill in building yearround lineups of chart-topping performers, while ensuring that events are tailored for each venue and each neighborhood.

Live Nation will improve the Greek Theatre to be an active, relevant, revenue-generating asset with programming that measures up to the diversity of Los Angeles. 1111W

avE nRTion°1 It's time for a change.

ABetterGreek.com

A Better Greek

UPDATE #6

Isn't It Time to Finally Restore the Greek Columns?

In its 2001 proposal to the City of Los Angeles, Nederlander promised to remove the 1950's additions to the Greek Theatre that concealed the original park façade and the historic Greek columns that flanked the stage. Fast forward from 2001 to 2014. Nederlander NEVER PEFORMED THE RESTORATION despite its original promises. In contrast, Live Nation intends to live up to our commitments, including an investment of $40 million in capital improvements to the Greek Theatre, subject to historic preservation oversight and CEQA review. Our plan includes replacing corroded and structurally unsound seating terraces and, finally, revealing the hidden Greek columns on the stage and restoring them to their original beauty.

Live Nation is committed to setting a higher standard of excellence at the historic Greek Theatre by delivering new investment, a world-class fan experience, and meaningful benefits for the surrounding community and all of Los Angeles.

)LIVE nATI011® It's time for a change.

ABetterGree

A Better Greek

UPDATE #7

Isn't It Time to Hold Nederlander Accountable for Failing to Meet its Performance Guarantees? GENERAL MANAGER 4 C.D. REPORT OF Noverab2011 DATE_ COMMISSIONERS RECREATION AND PARK PERFORMANCE BOARD OF UAL ANN — CONCESSION GREEK THEATREPAYMENT THE SUBJECT: Guarantee. On March GUARANTEE PENALTY Performance Performance meet the was unable to them about the NGI informing seasons, 2010 DepartITICrit to NGI discuss the matter. For the 2009 and met with NGI to sent from the staff was 2011, letter 16, 2011, a $493,789.40. On April 12, Guarantee penalty of

Nederlander failed to meet its revenue guarantees for the 2009 and 2010 seasons, facing a penalty of well over $400,000. But when it finally came time to pay the penalties in 2011, Nederlander came up more than $300,000 short, leaving Los Angeles taxpayers holding the bag. Nederlander claimed that the City's approval of the Nokia Theater 10 years prior put the Greek Theatre at a competitive disadvantage, and therefore, Nederlander deserved relief from its guarantee. Nederlander also took credit for the value of "in-kind services" provided over the prior decade despite never asking for or receiving prior approval from the City. Live Nation believes in accountability: whoever has the privilege of operating the Greek Theatre should follow through on their promises. We have enormous confidence in the Greek's future: that's why we're committing $40 million in capital improvements(more than twice what Nederlander has proposed) and guaranteeing 70 shows a year -- 20 shows a year more than Nederlander.

After decades of broken promises, the Greek Theatre deserves better.

avE nprion. It's time for a change.

BetterGreek.corn

A Better Greek

UPDATE #8

Isn't It Time for Earthquake-Safe Seating?

For years, Nederlander has offered only short-term, band-aid fixes to serious structural weaknesses at the Greek Theatre. Earthquake safety is a major concern throughout Los Angeles, but Nederlander agrees only to repair the existing terrace seating, which has been deemed most at-risk in the event of a major earthquake. Given the City's commitment to seismic safety, Nederlander's offer falls far short. Live Nation, by contrast, will replace the entire terrace sections. That is the recommendation of globally renowned earthquake and structural engineering firm Miyamoto International, which found that the terraces are structurally deficient and should be replaced with new poured-in-place concrete decks and stairs. Go out to the Greek and you'll find that rust is visible under the metal decks, and experts found it even extends to support beams. Nederlander's short-sighted approach may save them money, but the City's experts preferred Live Nation's method, which does not compromise on safety. Yet another reason why Live Nation has been unanimously recommended for the Greek Theatre.

The new structures will have greatly improved seismic performance and will provide better protection against loss of life after a major earthquake.

L

L_TvE nnTIOn® It's time for a change.

p ABettvrGreek.corl

A Better Greek

UPDATE #9

Isn't It Time for Real Investment in the Deteriorating Greek Theatre? 0

In judging the bids for the Greek Theatre concession, the expert evaluation concluded: "...the likelihood of continued revenue growth and overall asset value is better supported through long-term capital investment." In other words, a stronger physical plant at the Greek Theatre has the potential to deliver far more revenue to the City of Los Angeles. Live Nation agrees, which is why we proposed $40 million in total capital investment in the Greek Theatre. Nederlander proposed less than half that amount: $18.7 million, including for deferred maintenance and previously-promised improvements that had never been carried out. The choice is clear: reward Nederlander for broken promises and a deteriorated venue, or support Live Nation's commitment to make long-needed improvements and return the Greek Theatre to glory. A stronger, revitalized Greek Theatre can handle more shows. It's no surprise that Live Nation, with its superior bid to fix the Greek after years of deterioration, is guaranteeing 70 shows a year for 20 years — 40% more than what Nederlander is guaranteeing. It's clear that building a better Greek will result in better financial results for the City of Los Angeles — a main objective clearly presented during the RFP process.

Isn't it time to invest seriously in the future of the Greek Theatre, and restore the venue to its rightful world class status? To that question, Live Nation enthusiastically says, "Yes."

A Better Greek

UPDATE #10

Isn't It Time to Listen to the Experts? MAYOR BOARD, THE URGES STRONGLY ...THE EVALUATION PANEL RAP'S RECOMME APPROVE EXPEDITIOUSLY AND CITY COUNCIL TO NATION FOR A LIVE WITH DISCUSSIONS DATION TO ENTER INTO THE NEXT ERA IN THE IN USHER TO AGREEMENT CONCESSION THEATRE." GREEK THE OF SUCCESS CONTINUED Aimmommommorimmo To ensure a transparent, thorough competitive bidding process for the Greek Theatre, as directed by the City Council, the Department of Recreation and Parks enlisted a nation-wide team of independent experts for its comprehensive, multi-year RFP process. The panel evaluated the detailed proposals submitted to operate the Greek. Live Nation's proposal won the experts' vote by a landslide — finishing with 455 out of 500 points, compared to Nederlander/AEG's 396. Along with the experts' clear finding, Rec & Parks staff concurred: "The strength of Live Nation's proposal is their all-inclusive approach to managing the Greek Theatre, ensuring all aspects of the operation are executed at a first-class, high quality level." Live Nation's winning bid combines immediate renovations with long-term investment in capital improvements and draws on partnerships with L.A.'s top engineers, architects, restaurateurs and designers to deliver a forward-thinking vision for the future of the Greek Theatre, while respecting its historic heritage.

The experts agree: Live Nation's proposal is the clear choice for the future success of the Greek Theatre.

CrvE flPTIDfl® J It's time for a change.

ABetterGreek.com

A Better Greek

UPDATE #11

Isn't It Time for a Renewed Community Commitment?

Live Nation is committed to being a great neighbor to Los Feliz and nearby communities. A community trust fund of at least $300,000 each year — totaling $6 million over 20 years of the contract — will fund community benefits and help even more people enjoy the arts. The commitment extends to improved and expanded security and clean-up programs, neighborhood ticket presale, and thousands of complimentary tickets for neighbors and students each year. Live Nation will also offer comprehensive traffic and parking solutions, as well as a fulltime community liaison, careful attention to noise management, and dedicated hotline for local residents before, during and after events.

Live Nation's community programs will exceed what is currently in place at the Greek Theatre, while creating new initiatives and commitments to serve the neighborhood and all of Los Angeles.

LIVE

It's time for a change.

ABetterGreek.corn

A Better Greek

UPDATE #12

Nob Hill Residents Praise Live Nation. Isn't It Time to Listen?

Last year, Live Nation renovated the Masonic Center in San Francisco's prestigious Nob Hill neighborhood. When the improvement plans first surfaced, neighborhood activists were concerned. "The initial response in our neighborhood when Live Nation began the permitting process included large doses of fear, if not outright hostility," according to Nob Hill residents Greg Galanos and Stan Landfair. Fast forward several months under Live Nation's stewardship of the Masonic Center. "We were quite pleased — if not surprised — that Live Nation listened to our concerns, worked with us and our City authorities, and ultimately reached agreement on terms that are working well for all," the two neighborhood leaders wrote in a recent op-ed article. "In sum, Live Nation is proving itself to be a very good neighbor. The company representatives we work with are people who live and work in San Francisco and the Bay Area, with a common interest in having our venue operate sustainably to make a longterm contribution to the neighborhood."

Live Nation will bring the same commitment level to Los Feliz that we have demonstrated in Nob Hill. We look forward to being a great neighbor at the Greek Theatre.

[ave nwrione It's time for a change.

ABetterGreek

A Better Greek

UPDATE #13

Isn't It Time to Reverse the- o Decline of the Greek Theatre?

Unfortunately, the lack of maintenance and investment at the Greek Theatre has been an ongoing and unsightly problem for years. Live Nation is committed to restoring the Greek to its iconic status. That starts with a significant investment in the venue, including the creation of a new front entry and plaza, replacement of aging and structurally unsound terraces, a new roof, new seating, the restoration of the historic Greek columns and much more. Overall, Live Nation has committed to invest $40 million in capital improvements. Nederlander offered just $18.7 million, which includes years of deferred maintenance. Our commitment doesn't stop there. Live Nation will ensure that the Greek Theatre is maintained at the highest levels throughout the entire term of the concession agreement.

We are a locally-based company with a national track record of operating venues at the highest level. The Greek Theatre deserves much better, and we are ready to make the commitment that is necessary. LIVE flATIOI"1® It's time for a change

ABetterGreek.coml

A Better Greek

UPDATE #14

Isn't It Time for A Company that Will Honor Its Contractual Commitments? AMENDMENT NO.1 TO NO.245 AGREEMENT OPERATING CONCESSION convenants, and conditions terms, of the premises,respective parties,it is agreed as THEREFORE,in consideration by the NOW kept and performed hereinafter contained to be follows: entirety and replaced is deleted in its PROGRAM, INVESTMENT PITAL 1. SEC. 10,CA

During its tenure at the Greek Theatre, Nederlander has consistently delayed or avoided its contractual commitments to the City of Los Angeles. This troubling pattern started after the ink was barely dry on the contract Nederlander is operating under today. The concession contract stipulated substantial completion of a detailed list of capital improvements totaling upwards of $6 million over more than two years, and called for liquidated damages of $1,000 per day that the improvements were not completed. Many of these improvements were never made. Other commitments were completed years after deadline. NEDERLANDER NEVER PAID A DOLLAR IN DAMAGES. Nederlander evaded its obligations by consistently lobbying the City to revise the list of required capital improvements and completion schedule. Despite receiving an initial denial from the City, Nederlander persisted and ultimately prevailed in eliminating many important capital projects, including the sound barrier wall, the requirement to reveal the 1930's Greek columns, HVAC upgrades to the basement dressing room, and the addition of a second loading dock. To this day, those important upgrades have never been carried out. Meanwhile, a critical waterproofing project was finally performed three years past the original deadline.

After Nederlander's years of making excuses for not investing in the Greek Theatre, why reward them with a new contract? It's time for the empty promises to end, and for the City to move forward with Live Nation. We will honor our commitments.

ABetterGreek.com

A Better Greek

UPDATE #15

Isn't It Time to Do the Simple Math?

Live Nation is guaranteeing almost $10 million more than the Nederlander-AEG proposal to operate the Greek Theatre over the next 20 years. Our bid guarantees $106 million over 20 years. Nederlander-AEG's total is $96.25 million. The numbers represent investment in three areas: total guaranteed rent, capital investment and community trust contributions. Live Nation's stronger financial proposal positions the Greek Theatre to generate even stronger financial returns for the City, according to the expert evaluation panel, which concluded: "the likelihood of continued revenue growth and overall asset value is better supported through long-term capital investment." The numbers tell the story. In the "financial performance" scoring category, Live Nation earned 132 out of 150 total points. In evaluating the plans for concession improvements and overall asset management, Live Nation scored 139 points out of a possible total of 150. Live Nation's scores were 59 points higher, earning 455 out of 500 possible points.

The math is clear: Live Nation's superior investment and score totals add up to a better choice for the City of Los Angeles.

LIVE flATIOfl®j

It's time for a change.

ABetterGreek.com 1

A Better Greek

UPDATE #16

Isn't It Time for the Greek Theatre to be 100% Union? ye riPTIon. 2014 Monday December 29, Secretary Hicks:

locals, Teamsters 911,IATSE representatives from Building & meet with 47, LA/0C to Local opportunity Musicians AFL-CIO, with Federation of Thank you for the Federation of Labor, 11, American Local County HERE, Angeles UNITE Council and the Los Construction Trades Theatre. neutrality from wall to regard to the Greek check card to mitted eatre by the

Dear Executive

Live Nation is committed to supporting union labor at the Greek Theatre. Specifically, Live Nation has formally agreed to honor the existing collective bargaining agreements covering American Federation of Musicians(AFM) Local 47, International Alliance of Theatrical Stage Employees (IATSE) Local 33 covering stage technicians, IATSE Local 768 covering wardrobe professionals, and IATSE Local 857 covering ticket sellers. We also have a signed Memorandum of Understanding (MOU) with Teamsters Local 911 for parking lot operators and an MOU with UNITE HERE for food and beverage workers — each providing for neutrality and a card check process. Under current management, neither concession workers nor parking lots operators are represented by unions, so this will be a major new step forward for the Greek Theatre. Additionally, a Project Labor Agreement has been executed with the Los Angeles/Orange Counties Building & Construction Trades Council for our extensive capital improvement plan for the Greek.

Live Nation is proud of our commitment to organized labor, and proud of our proposal to return this iconic facility to the highest level.

[L.TvE n pnr ono It's time for a change.

A Better Greek

UPDATE #17

Isn't It Time to Stop Preventing Visitors With Disabilities From Fully Enjoying the Greek Theatre?

The Greek Theatre belongs to all residents of Los Angeles, and should be equally welcoming to everyone. But for 40 years, visitors with disabilities have hardly been given a welcome mat. Under Nederlander's management, visitors with disabilities have faced major limitations and challenges accessing and enjoying the venue. Just two parking spaces meet the requirements of the Americans with Disabilities Act(ADA). Guests with mobility disabilities must use a separate entrance to the theater, and wheelchair access is restricted to a small portion of the venue. Once inside, visitors with disabilities are offered limited access to amenities, and backstage and performance areas are virtually off-limits. By contrast, Live Nation's proposal goes above and beyond to ensure all guests can fully enjoy their Greek experience. We will deliver an entirely new accessible parking area with more ADA-compliant parking spaces, and visitors with mobility disabilities will finally be able to use the main entrance to the venue, along with everyone else. We will add accessible restrooms, ensure that all concessions, tables, drink rails and other amenities are fully accessible, and we will upgrade the Assistive Listening System (ALS) for guests who are hard of hearing. The new welcome mat extends to artists as well. For the first time, performers with disabilities will be able to access all dressing rooms and backstage areas, along with the crew room, staff offices, and VIP areas.

In the year 2015, Los Angeles should own a venue that is fully accessible to those with disabilities. Live Nation will correct Nederlander's decades of oversight and neglect to create an ADA-compliant venue that truly welcomes everyone.

CrvE nnTionel It's time for a change.

ABetterGreek.corn

A Better Greek

UPDATE #19

Isn't It Time For the Greek Theatre's Operator to Give Back Even More to Los Angeles?

As part of our bid for the Greek Theatre, Live Nation has developed a Community Partnership Plan for our immediate neighbors and all of L.A. that far surpasses what is being offered by the venue's current operator. A cornerstone of our plan is the Greek Theatre Community Trust, which will support special programming for underserved and culturally diverse communities. The goal: ensuring the Greek is a place that is truly welcoming to all Angelenos. Live Nation will contribute a minimum of $300,000 a year to the trust, for a total of $6 million over 20 years. Our commitment to the public also includes a complimentary ticket program for lowincome residents and students throughout the city, and the creation of the Greek Theatre Community Engagement Council to ensure our cultural programming reflects the full diversity of Los Angeles. As for serving our immediate neighbors, Live Nation will improve community engagement, doing more to host and sponsor local events, ensure safety and cleanliness in the area, and stay in regular communication with residents. Finally, we'll make it even more enticing for neighbors to visit the Greek with new partnerships with local restaurants and new access to tickets before they are available to the public. The value of these commitments totals $10.5 million over 20 years, not counting the value of the Community Trust. That's a total investment of $16.5 million to benefit the residents of Los Angeles — $7.5 million more than what Nederlander is offering.

For Live Nation, giving back generously to our communities is simply how we do business. We're excited to bring a higher standard of performance to the Greek Theatre.

ABetterGreeklcom

A Better Greek

UPDATE #18

Live Nation is Proud of Our Track Record as the World's #1 Amphitheater Operator

When it comes to operating outdoor amphitheaters similar to the Greek Theatre, Live Nation's standards are second to none — and it shows. We've earned rave reviews from fans, sterling references from government and business partners, and 20 distinctions over the last nine years from industry leaders Rolling Stone, Pollstar, and Billboard. This includes the "Top Amphitheater" distinction from Billboard Touring Awards six times in the last eight years. Locally-based Live Nation owns, operates or programs over 50 open-air amphitheaters. Due to our commitment to providing an enjoyable and safe experience for fans, our unparalleled programming, and being a great neighbor, Live Nation has received every amphitheater renewal we have sought from an owner or landlord.

Live Nation will bring our unmatched standard of excellence to the Greek Theatre. We look forward to the opportunity to serve our hometown. Praise for Live Nation: "Live Nation delivered a beautiful and functional venue on time, taking advantage of San Francisco's amazing waterfront views." - San Francisco Mayor Edwin M. Lee, referring to the America's Cup Pavilion

"This letter comes as a wholehearted recommendation of Live Nation to manage and operate [the Greek Theatre], a venue very similar in size to Chastain Park...[The Chastain Park Amphitheater] has long been one of our premier venues and it consistently operates at a profit." - Atlanta Mayor Kasim Reed

"Live Nation is a consummate professional organization... We are very proud of the strong relationship we have built over the years and consider ourselves fortunate to work with such a dedicated, professional and productive team as Live Nation." - Jerry MacDonald, President and CEO, The Center for Performing Arts at The Woodlands

"We are extremely happy with the results of Live Nation's capital plan results.... For the artists performing at the facility as well as the guests who are coming as fans, the improvements to the facility are obvious and a significant improvement." - Concord, CA Mayor Timothy S. Grayson, referring to the Concord Pavilion

LIVE nnTione It's time for a change.

LIVE NATION

NEDERLANDER

AEG

FINANCIAL PERFORMANCE (150 Possible Points) Live Nation - 132 Points; Neolerlander-AEG - 119 Points LEVEL OF CAPITAL INVESTMENT • $40 million total

• $18.75 million total

— $25 million in Year 1

— $18.75 million in Year 1

— $15 million in Year 11

— $0 in Year 11 LEVEL OF REVENUE SHARING

• Pro Forma Based on 70 Guaranteed Shows — $77,779,165

• Pro Forma Based on 50 Guaranteed Shows — $69,508,539

• Minimum Guarantee Based on 50 Shows — $80,000,000

• Minimum Guarantee Based on 50 Shows — $77,500,000

— includes guaranteed penalty payments that are triggered if Live Nation were to only do the 50 shows that Nederlander-AEG has guaranteed • Clarified to Evaluation Panel, and RAP General Manager has confirmed, that there will be no rent abatements

ASSET MANAGEMENT/CONCESSION IMPROVEMENTS(150 Possible Points) Live Nation - 139 Points; Nederlander-AEG - 109 Points APPROACH TO REQUIRED CONCESSION IMPROVEMENTS • Replace structurally unsound terraces with new poured-in place reinforced concrete terraces that will feel like a natural extension of the surrounding hillside and resemble a theatre in Ancient Greece

• Minor structural repairs to existing terraces

• Completely new roof

• Repairs to existing roof APPROACH TO POTENTIAL CONCESSION IMPROVEMENTS

• New indoor/outdoor restaurant, significant new concessions upgrades, new roof consistent with Secretary of the Interior's Standards for Historic Structures, significant new landscaping

• Left Department of Recreation and Parks responsible for much of the landscaping

EVENT ACTIVITY (150 Possible Points) . , OPERATIONAL MID EVENT PLAN • 70 guaranteed events

• 50 guaranteed events

• Largest promoter in the world with no competing venue in the Los Angeles market

• AEG is incentivized to produce its best shows at Nokia and the Shrine Auditorium, where it does not have to share revenue with the City

• Unparalleled access to talent from outside the U.S., particularly Latin America and Asia

• Has been forced to rely on other promoters for international, diverse talent at the Greek Theatre

• Significant technology upgrades to venue, including improved WiFi and cell access; innovative use of technology (e.g., ordering food from phone apps, exciting new marketing plan) FOOD AND BEVERAGE PLAN • Partnership with Patina Group, which has revolutionized the concept of theatre dining at the Hollywood Bowl and Walt Disney Concert Hall

• Partner has never operated at a major theatre facility

• Celebrity chefs such as Nobu Matsuhisa

• Proposal relied on photographs of Patina Group operations, which is Live Nation's partner

• Local favorites include Café Gratitude and Tina's Tacos

COMMUNITY PARTNERSHIP (50 Possible Points) Live Nation —45 Points; Nederlander-AEG —47 Points • $6 million community trust to:(1) create special programming at the Greek Theatre for underserved and culturally diverse communities from throughout the City; and (2)to improve community outreach and response • Robust Los Feliz Community Plan valued at $10.5 million (dedicated full-time community liaison, new shuttles, new parking, traffic, and trash pick-up programs, state-of-the art sound control, ticket pre-sale program for neighbors)

• No community trust. No major commitment outside Los Feliz

February 2015 Los Angeles City Council

Summary FINANCIAL "The highest levels of revenue generation coupled with the mitigation of risk are critical aspects of the overall objectives." — RFP page 1. Value: The Nederlander/AEG proposal guarantees 29% more rent to the City, which are the only funds the City receives from the Greek Theatre. Specifically, this is $17,500,000 more guaranteed over the full potential 20 year term. In addition, our proposal shares a greater percentage of upside, 10% vs 8%, resulting in nearly $900,000 more in annual discretionary funding to the City. Considering the overall share of revenues, the proposals compare as follows: NEDERLANDER/AEG

LIVE NATION

Projected Revenue Paid to City

$97,772,966(49%)

$77,779,166(38%)

Projected Revenue Retained by Operator

$103,014,552(51%)

$125,742,780(62%)

Risk: Live Nation's proposal also: 1. requires rent abatement if its construction is delayed, 2. relies on a so-called "community trust fund" to boost its offer, when that is just an operating account, the funds do not go to the City, and 3. conditions $15million in improvement funds on being granted both options. Nederlander/AEG offer their rent no strings attached. Capital Improvements: The RFP called for a comparison of scope of improvements. Both parties do all "big ticket" items such as the seat replacement and new stage roof. Nederlander/AEG have a larger scope of revenue generating improvements since they propose a new upper north concession and free public Wi-fi, while Live Nation does not. Live Nation focuses on building new terraces and dressing rooms. Nederlander/AEG take full responsibility for the terraces and re-decorate the dressing rooms. Nederlander/AEG also invest 45% more funds in preventative maintenance. OPERATIONS The Nederlander Greek Theatre operation has won the Pol!star industry award 14 times and 10 of the last 10. The venue and its general manager are nominated again for 2014. Its Yelp and Google ratings well exceed the southern California competition operated by Live Nation. In addition to being an industry and fan favorite, the local neighborhood association has stated in a letter from the LFIA "We support the Nederlander/AEG proposal on [security and traffic] because we have direct experience with the care, proper staffing and community cooperation exercised by Nederlander over the years as operators of the facility." Chris Laib,LFIA President, October 22, 2014 COMMUNITY The most affected homeowners association supports the Nederlander operation. The Los Feliz Neighborhood Council voted unanimously to "strongly support" the Nederlander/AEG proposal. Over 10 other neighborhood councils have expressed concern on the decision or support for Nederlander/ AEG -- zero for Live Nation. In the broader community, 30,000+ people have signed a petition to support Nederlander/AEG. In addition, 4,500 supporter cards have been signed by affected neighbors.

NEDEREANDER CONGER S

Guaranteed Minimum Rent Payments to the City Term

Year

Ned/AEG

Live Nation*

$ Difference

% Difference

Guaranteed

2016

3,500,000

3,000,000

500,000

17%

Guaranteed

2017

3,500,000

3,000,000

500,000

17%

Guaranteed

2018

3,500,000

3,000,000

500,000

17%

Guaranteed

2019

3,500,000

3,000,000

500,000

17%

Guaranteed

2020

3,500,000

3,000,000

500,000

17%

Guaranteed

2021

3,750,000

3,000,000

750,000

25%

Guaranteed

2022

3,750,000

3,000,000

750,000

25%

Guaranteed

2023

3,750,000

3,000,000

750,000

25%

Guaranteed

2024

3,750,000

3,000,000

750,000

25%

Guaranteed

2025

3,750,000

3,000,000

750,000

25%

Option 1

2026

4,000,000

3,000,000

1,000,000

33%

Option 1

2027

4,000,000

3,000,000

1,000,000

33%

Option 1

2028

4,000,000

3,000,000

1,000,000

33%

Option 1

2029

4,000,000

3,000,000

1,000,000

33%

Option 1

2030

4,000,000

3,000,000

1,000,000

33%

Option 2

2031

4,250,000

3,000,000

1,250,000

42%

Option 2

2032

4,250,000

3,000,000

1,250,000

42%

Option 2

2033

4,250,000

3,000,000

1,250,000

42%

Option 2

2034

4,250,000

3,000,000

1,250,000

42%

Option 2

2035

4,250,000

3,000,000

1,250,000

42%

Total

77,500,000

60,000,000

17,500,000

29%

Upside

Vs 10%

Vs 8%

25%

LN subject to rent abatement

N NEDERLANDER CONCERTS

*4-4114.

Percentage Rent

% RENT PAYMENTS TO THE CITY

Projected Gross Revenues

Revenue Share with the City

NEDERLANDER/AEG

LIVE NATION

$424,881,578 over 10 years

$418,607,124 over 10 years

$686,324,220 over 15 years

$676,380,827 over 15 years

$977,729,661 over 20 years

$972,239,570 over 20 years

10% or $42,488,158 over 10 years

8% or $33,567,627 over 10 years*

10% or $68,632,422 over 15 years

8% or $54,189,523 over 15 years*

10% or $97,772,966 over 20 years

8% or $77,779,166 over 20 years"

'Also subject to rent abatement per LN proposal

N HEDFRIANDER CONCERTS

EIEW "

Profit Share

SHARE OF GREEK THEATRE REVENUE (Over full potential 20 year term)

NEDERLANDER/AEG

LIVE NATION

Projected Paid to the City

$97,772,966 (49%)

$77,779,166 (38%)

Projected Revenue Retained by Operator

$103,014,552 (51%)

$125,742,780 (62%)

N NEDERLANDEN CONCERTS

1-11E-ILE

Scope of Proposed Improvements ZONE

NEDERLANDER/AEG

LIVE NATION

Stage house

New roof

New roof

Seats

Replace all

Replace all

South concession

Fully renovate

Fully renovate

Landscaping

Plaza re-landscaped, with LABT stormwater capture

Plaza re-landscaped, no stormwater capture plan

North concession

Fully renovate + 365 day park cafe

Very minor renovation, full renovation delayed until after 2026, and only if LN is granted both 5 year options

Historic office building

Maintain

Convert into restaurant

Sound system and equipment

Rent to maintain state-of-the art technology each season

Purchase one system for the next decade

Seating terraces

Repair, replace if necessary at Nederlander/AEG cost

Replace by digging into hillside

Public Wi-Fi

Add

Omitted

Dressing Rooms

Re-decorate/refurbish

Complete renovation

Chorus Rooms

Maintain

Convert into VIP, artist and crew catering area

N Ifill NIDEREANDER CONCERTS

Preventative Maintenance Accounting RAP staff summary from SAG report: FINANCIAL.COMPARISON Live Nation Worldwide, Inc. a wholly owned subsidiary of Live Nation Entertainment, Inc.

Nederlander-G reek, Inc. and AEG Live, LLC. a joint venture

coNTRAcruAL GUARANTEE GUARANTEED PREVENTIVE MAINTENANCE FUNDING

+Includes $1.7m S 189,785 average annually $217,000 average annually routine $4,340,000 total within 20 years (6) $3,795,700 total within 20 years (I, maintenance

- Excludes routine maintenance per RFP

LN proposal p383, 384

Correct numbers: FINANCIAL COMPARISON Live Nation Worldwide,Inc, a wholly owned subsidiary of Live Nation Entertainment,Inc

Nederlander-Greek,Inc. and AEG Live, LLC,a joint venture

CONTRACTUAL GUARANTEE GUARANTEED PREVEN'T'ATIVE MAINTENANCE SUMMARY S130,227 average annually S2,604,540 total within 20 years

5189,786 average annually S3,795,720 total within 20 years * Plus an additional 585,000 per year in replacements (capitalized)

N NEDERLANDER CONCERTS



Dream Team

To lead the Greek Theatre into the future: JOINT VENTURE: Nederlander Concerts and AEG Live ARCHITECT: Brenda Levin LANDSCAPE ARCHITECT: Mia Lehrer FOOD AND BEVERAGE: Bill Chait SUSTAINABILITY: Sharyn Romano and the Los Angeles Beautification Team and AEG 1 Earth

N NEDERLANDER CON(ER1S

M IL AW AI 1 M 5 /M

0

Local Distribution of 30,000 Petition Signatures in Support of Nederlander/ AEG Live (Density by Zip Code)

201+ 101-200 51-100 26-50 1-25

N NFDERLANDER CONCERIS

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Long Beach

0

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laJJ

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October 22, 2014

Security & Traffic Plans We support the Nederlander/AEG proposal on these issues because we have direct experience with the care, proper staffing and community cooperation exercised by Nederlander over the years as operators of the facility. Nederlander/ AEG seems to have two to three times the staffing offered by the other proposal. Sincerely,

Los Feliz Improvement Association Chris Laib, President

Excerpt from LFIA letter

0 •11 j .u lhiN JCALI" NEDERIANDFR CONCEITS



1./71,1e16/11 /1 (a J J r:ci'a(rivi

October 22, 2014

The Community Plan Nederlander's generosity and community support are well known; its partner, AEG has a foundation that supports cultural activities across the city. We were surprised to see Live Nation (1) introduce a dollar value into this section of the proposal, and (2) create a business based profit-producing scheme to offset their community support. We see the $300K per year Greek Theatre Community Trust proposed by Live Nation as irrelevant to the financial scoring of the proposal ... Sincerely,

Los Feliz Improvement Association Chris Laib, President Excerpt from LFIA letter

N NIDIRLANDER CONCEITS

Nederlander/AEG Live Community Program Includes:

HIRE LA's YOUTH k

C•CAP Careers through Culinary Arts Program

TM

STAPLES Center

I

(oct-/o vv I

7)

And many more...

N COM(ERIS



Victor De la Cruz Manatt, Phelps & Phillips, LLP Direct Dial: (310) 312-4305 E-mail: [email protected]

manatt manatt I phelps I phillips

[1,c1 FEB 1 1 2015 Client-Matter: 45860-031

November 7, 2014 By VIA MESSENGER AND E-MAIL Chairman Mitch O'Farrell Councilmembers Tom LaBonge, Joe Buscaino, Gilbert Cedillo, and Curren Price Arts, Parks, Health, Aging, and River Committee Los Angeles City Council 200 N. Spring Street Los Angeles, CA 90012 Re:

The Greek Theatre Concession Award to Live Nation

Dear Honorable Councilmembers: On behalf of Live Nation Worldwide,Inc.("Live Nation"), we are excited that the City's Department of Recreation and Parks will soon seek City Council concurrence on Live Nation's selection as the recommended operator of the Greek Theatre. Live Nation's worldwide headquarters are based here, with over 1,000 employees in the City of Los Angeles and roughly 2,500 employees in Los Angeles County. Accordingly, Live Nation's proposal for the Greek Theatre — a jewel in Live Nation's hometown — has been, and will continue to be, a company priority. In its proposal, Live Nation brought to bear its position as the world's largest concert promoter to commit unparalleled resources toward creating a flagship venue for the company and, most importantly, the City of Los Angeles. After a multi-year process, with set ground rules that all parties agreed to in advance, Live Nation comes before you with the following unqualified endorsements: • The unanimous(and overwhelming)recommendation of a five-member independent Evaluation Panel. Live Nation received 455 points out of a total 500, while the secondranked proposer received 396. • The recommendation ofthe City's outside consultant, Strategic Advisory Group, LLC. • The recommendation ofthe City's Department of Recreation and Parks. • The unanimous approval ofthe City of Los Angeles Board of Recreation and Parks Commissioners after three meetings, hundreds of speakers, detailed staff and proposer presentations, and Board member questions. The merits of Live Nation's proposal are many, but briefly, below are a few key details for your consideration.

11355 West Olympic Boulevard, Los Angeles, California 90064-1614 Telephone: 310.312.4000 Fax: 310.312.4224 Albany I Los Angeles I New York I Orange County I Palo Alto I Sacramento I San Francisco I Washington, D.C.

manatt manatt phelps I phillips

November 7, 2014 Page 2

• Live Nation's proposal committed $40 million in capital improvements over the life of the contract —$21 million more than the second-ranked proposal. At Year 1 of the contract alone, Live Nation's immediate contribution of $25 million surpasses the second-ranked proposal's contribution of$18.7 million over the entire 20-year contract. • Live Nation's proposal guarantees 70 commercial concert events a year for 20 years — 400 more guaranteed events over the life ofthe contract than the second-ranked proposal. In addition to its base minimum revenue share, Live Nation's proposal included guaranteed penalty payments for anything less than 70 commercial concert events a year and an additional $6 million Community Trust. Live Nation's Community Trust is in addition to Live Nation's Community Plan (which has its own financial value). The second-ranked proposal did not include a Community Trust — only a Community Plan — and this is why only Live Nation received financial credit for the Trust. • Live Nation's total guaranteed financial commitment to the City is $106 million over the 20year contract — $10 million more than the second-ranked proposer's. Moreover,the secondranked proposer guaranteed the minimum number of commercial concert events required by the City — 50 — and has averaged just 56 commercial concert events annually over the past ten years. Because Live Nation's proposal guaranteed 70 commercial concert events, were Live Nation to produce only 50 such events a year, then the penalty payments in Live Nation's proposal would make Live Nation's minimum financial commitment $126 million over the life ofthe contract — $30 million more than the second-ranked proposer's. • Live Nation's status as the world's largest concert promoter and the fact that it has no competing similarly-sized venue in the Los Angeles area allow it to make a convincing case that Live Nation will bring the world's best artists to the Greek Theatre. Live Nation will never have to decide between placing an artist at the Greek Theatre or a different venue where it would not have to share revenue with the City and another partner. This, coupled with a realiStic pro forma based on guaranteed events, means that Live Nation is the company best-positioned to pay the higher revenue share in its pro forma projections — not the minimum guaranteed revenue share. • Live Nation's vision for the Greek Theatre not only addressed seismic safety issues and backof-house improvements as the venue approaches its 100th anniversary, but entailed a comprehensive historic restoration of the venue by the team responsible for many of our City's great public spaces — from Grand Park to the Hollywood Bowl to the historic restoration of Los Angeles City Hall's exterior facade. No detail was too small in creating a vision fully compliant with the Secretary of the Interior's Standards for the Treatment of Historic Properties while simultaneously creating a new, enhanced experience for the next generation of Greek Theatre concertgoers.

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November 7, 2014 Page 3

• Live Nation's planned technology platform, access to top talent throughout the world reflective of the City's cultural diversity, employee training, sustainability plan, and food and beverage concessions helmed by Patina Group (which revolutionized the concept of concert dining at the Hollywood Bowl) present a truly exciting plan for the Greek Theatre. Live Nation's proposal also includes a 200-seat indoor-outdoor restaurant that Live Nation is committed to making the best of its kind in North America. • Live Nation's Community Plan did practically everything proposed by the second-ranked proposer's existing Community Plan, and then improved on it. Among other things, Live Nation will have an onsite office with a dedicated community liaison, a comprehensive traffic management program, community cleaning plan, security plan, and the best acoustic measures to guard against noise intrusion. Beyond the day-to-day Community Plan, Live Nation also proposed $6 million fora Community Trust; once again, this is not the value of Live Nation's Community Plan, but an additional component of Live Nation's proposal. Notwithstanding the above facts, in the coming weeks, unfortunately, you will be presented with an overwhelming amount of misinformation aimed at politicizing this contract and convincing you that all five members of the independent Evaluation Panel, the City's outside consultant, the Department of Recreation and Parks staff, and a unanimous Board of Recreation and Parks Commissioners all got it wrong. For that reason, we are enclosing prior correspondence to the Board responding to past misinformation so that you have all relevant background. Both this firm, and our co-counsel, Latham & Watkins, LLP, will also respond to the endless barrage of allegations that we expect will continue to be raised in an attempt to disrupt the City's contracting process. We are very confident in the facts, and want you to have all available information as we seek final City Council concurrence. Thank you very much for your time and attention to this matter. Live Nation and its thousands of employees here in Los Angeles look forward to an exciting partnership in the decades to come. Together we will take an already iconic jewel to new heights as it enters its second century.

Very truly your

Victor De la Cruz Manatt, Phelps & Phillips, LLP

cc:

Mr. Michael Shull, General Manager, Department of Recreation and Parks Ms. Agnes H. Ko, Concessions Unit Anthony P. Diaz, Esq., Office of the City Attorney Honorable Members, Los Angeles City Council

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October 8, 2014

Victor De la Cruz Manatt, Phelps & Phillips, LLP Direct Dial: (310) 312-4305 E-mail: [email protected]

Client-Matter: 45860-031

BY MESSENGER AND EMAIL President Patsaouras and Honorable Commissioners Board of Recreation and Parks Commissioners City of Los Angeles 221 N. Figueroa Street, Room 1510 Los Angeles, CA 90012 Re:

The Greek Theatre Concession Award

Dear President Patsaouras and Honorable Commissioners: This firm represents Live Nation Worldwide,Inc., a wholly owned subsidiary of Live Nation Entertainment, Inc.("Live Nation"). This letter responds to correspondence submitted by legal counsel for Nederlander-AEG. Live Nation's world-wide headquarters are based in Southern California with 11 offices and over 1,000 employees in the City of Los Angeles, and roughly 2,500 employees in Los Angeles County. As the recommended operator ofthe Greek Theatre, our client is honored and excited about creating the world's best concert experience right here in its hometown. Live Nation will elevate an already iconic jewel of a theatre and create a flagship venue for the company, and most importantly, the City of Los Angeles. As you know,in response to the request for proposals issued by the Department of Recreation and Parks("RAP")to operate the Greek Theatre (the "RFP"),both Live Nation and a joint venture entity comprised ofNederlander-Greek,Inc.("Nederlander") and AEG Live, LLC ("AEG")submitted proposals outlining their respective visions for the future ofthe Greek Theatre. Following a comprehensive evaluation of both proposals by an independent evaluation panel comprised oflocal and national experts in music,law, and performing arts venue operations (the "Evaluation Panel"), Live Nation's proposal overwhelmingly received the highest evaluation scores and Live Nation was unanimously recommended to receive the Greek Theatre concession. Overall, Live Nation's proposal received 455 points out of a total of 500, or 91 percent of all available points. In contrast, Nederlander-AEG's proposal received 396 points, or only 79percent ofthe available points. This process has been thorough, fair and transparent, as a result ofthe significant effort of this Board and RAP staff. We urge you to focus on the facts before you, and the recommendations of your experts, and adopt the recommendation of RAP staffto move forward with Live Nation to negotiate a new operation and concessions contract for the Greek Theatre. The Greek is a treasured Los Angeles landmark, and it deserves the significant investment and operational enhancements committed by Live Nation. 11355 West Olympic Boulevard, Los Angeles, California 90064-1614 Telephone: 310.312.4000 Fax: 310.312.4224 Albany I Los Angeles New York I Orange County I Palo Alto, I Sacramento I San Francisco I Washington, D.C.

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October 8, 2014 Page 2 Given the correspondence from Nederlander-AEG, this letter responds to some of the misinformation and sets the record straight to highlight the key attributes of Live Nation's proposal, including some of the elements that make it superior to Nederlander-AEG's proposal. RAP,its outside consultant, and the independent Evaluation Panel followed the correct process in making their recommendation. For the reasons set forth below, we urge the Board to adopt the staff recommendation, adhering to the legal process that was established for this contract, and move forward with an award to Live Nation. Unfortunately, Nederlander is seeking to compromise the integrity ofthe process that was established for this contract by mounting a campaign of misinformation. For example, we understand that a petition has been circulated in multiple email blasts that appear to be official Greek Theatre emails. The petition site then provides highly misleading information that substantially deviates from the RAP selection criteria in effort to coerce signings to its petition. (See Exhibit A.) This is not a new tactic by our competitor, and we urge you to see these efforts for what they are. By way of background, Nederlander was the losing proposer when the City last issued an RFP in 2000. However, Nederlander lobbyists, media strategists, and attorneys were able to disrupt and delay this Board's vote so much that the recommended bidder ultimately walked away. Over a two-year period, the editorial board of the Los Angeles Times published three editorials expressing dismay at both Nederlander's disruption ofthe City contracting process and the disrepair that the Greek Theatre had fallen into under Nederlander's tenure. The Times stated that honoring the evaluation panel's decision was a "no-brainer"("Greek Theatre — Where's the Mayor," Los Angeles Times, February 07, 2001) and lamented how "several [commissioners] seemed to grab on to any argument, no matter how foolish, to justify tapping Nederlander." ("Greek Theatre: a Simple Choice," Los Angeles Times, January 12, 2001.) Ultimately, the Times found that "in the world of city politics, connections and contributions can trump the public's interest." ("Avoiding a Greek Tragedy," Los Angeles Times, December 13, 2000.) The campaign that Nederlander waged, and the ensuing loss for the City, is chronicled in multiple articles and editorials of the Times during this period. They have been attached to this letter. (See Exhibit B.) If you believe that lessons are to be learned from history, then we urge you to read these articles, which together underscore why it is extremely important that you not allow Nederlander to disrupt the process again. I.

LIVE NATION'S PROPOSAL DELIVERS THE GREATEST BENEFIT TO THE CITY OF LOS ANGELES AND THE GREEK THEATRE ITSELF. A.

Live Nation's Minimum Financial Guarantee is Higher than Nederlander's.

For its minimum guarantee over the maximum 20-year term of the agreement, Live Nation commits to providing $60 million to the City in revenue sharing, $40 million in capital improvements, and $6 million in contributions to the proposed Greek Theatre Community Trust. This represents a total minimum guaranteed proposal value of$106 million. In contrast,

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October 8, 2014 Page 3 Nederlander-AEG proposes a minimum $77.5 million in revenue sharing, only commits to $18.75 million in capital improvements, and makes no other financial contributions. This represents a total minimum guaranteed proposal value of only $96 million, or $10 million less than Live Nation's proposal. Since the release of RAP staffs recommendation report to the Board, Nederlander-AEG has tried to focus only on the minimum revenue share. However,to only focus on that single category offinancial benefit to the City has no basis in the RFP. The RFP clearly outlines the Greek Theatre's need for capital improvements and this budget was an essential part of the RFP scoring that all bidders knew about in advance. Live Nation's proposal promises to immediately contribute $25 million in capital improvements and then another $15 million after the tenth year. Nederlander only commits to $18.75 million and zero after the tenth year. In short, there is no question that in terms of minimum guarantees, Live Nation's proposal far exceeds the proposal submitted by Nederlander. B.

Live Nation's Pro Forma Projections are Not Only Higher, But Are Realistic and Supported By A Guaranteed Minimum of 70 Shows.

Turning to each bidder's pro forma projections, the disparity between Live Nation and Nederlander-AEG becomes much more pronounced. This section of the proposals is particularly important because Live Nation plans to pay the higher variable rent, which it will achieve because it guarantees a minimum of 70 shows each year of the contract. As set forth below, Nederlander's financial projections defy common sense when one reviews the company's historic performance at the Greek Theatre. Live Nation based its pro forma on a guaranteed minimum of 70 shows per year. If this minimum number of shows is not achieved, Live Nation will pay $50,000 to RAP for each show falling below that number. Based on this minimum number of shows, plus the guaranteed capital improvements and community trust contributions, the value of Live Nation's pro forma projection over the maximum 20-year tem). of the concession agreement is over $123 million. In contrast, even though Nederlander only commits to 50 shows, its pro forma is based on booking between 73 and 80 shows each year — a number that Nederlander has never achieved at the Greek and has only come close to once — now that it is bidding for the contract.1 Both Live Nation and AEG currently help Nederlander book shows at the Greek because Nederlander is unable to do so on its own. One must question why Nederlander would only commit to 50 shows in its proposal, and then when it suits its interests, project 80 shows in another section of the proposal. While Nederlander may claim that its partnership with AEG will allow it to achieve its projection of up to 80 shows per year, AEG already controls two mid-size venues in Los Angeles that compete with the Greek — the Nokia Theatre and the Shrine Auditorium. AEG 1 As a side note, Nederlander may not be interested in widely publicizing this projected number of shows, as some of its supporters allege that Live Nation's proposed 70 shows per year will destroy the Los Feliz neighborhood.

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October 8, 2014 Page 4 has a clear financial incentive to steer its top acts to one of these two venues instead of the Greek, where revenues need to be shared with a partner and the City. Conversely, Live Nation, as the number one concert promoter in the world and without a competing similarly sized venue in Los Angeles, can be trusted to deliver the number of shows it promises, and backs up its commitment with a higher guaranteed number of shows and financial penalty ifthis goal is not met. That being said, even if one took Nederlander-AEG's extremely unrealistic pro forma at face value, it projects a total cash and capital investment over the maximum 20-year term of approximately $117 million, which is still less than Live Nation's projection of over $123 million. Given that Nederlander has averaged 56 shows a year over the past ten years, however, its projections should be based on this average — not a fantasy of 80. Once one applies Nederlander's historical average of approximately 56 shows per year, Nederlander-AEG's cash and capital investment would only total $92 million over the maximum 20-year term. In other words, Live Nation, which projects $123 million, will arguably deliver $25 million more to the City than Nederlander. C.

Live Nation's Promised Capital Improvements Are Critical to the Ongoing Success of the Greek Theatre.

As noted above, Live Nation guarantees the expenditure of no less than $40 million towards capital improvements to the Greek Theatre over the maximum 20-year term ofthe concession agreement. Twenty-five million dollars are to be spent in the first two years of the agreement, and unlike the Nederlander-AEG proposal, which counts the contribution of equipment already owned by Nederlander towards its promised $18 million in capital improvements, Live Nation's numbers are true hard-cost capital improvement expenditures intended to upgrade and improve the Greek for current patrons and future generations. Furthermore, the two proposals significantly differ in terms of their long-term commitment to the upkeep ofthe Greek Theatre. After its initial contribution of roughly $18 million towards capital improvements over the first two years, Nederlander's proposal makes no mention of any future capital improvement expenditures. In contrast, following the first 10-year term ofthe concession award, Live Nation will commit to the expenditure of another $15 million towards capital improvements at the Greek in order to ensure that the venue is kept in first-class condition and continues to offer a superior entertainment experience for its patrons. This expenditure, coupled with Live Nation's initial $25 million capital improvement expenditure, will result in a total capital improvement investment of$40 million over 20 years. The Greek Theatre has never benefited from this level of funding, but it is only with this sort of commitment that consistent revenue gains can be realized in the future. As the panel of experts which recommended Live Nation concluded, "rapid developments in the entertainment industry will create a need for ongoing capital investment to maintain and increase market share .... the likelihood of continued revenue

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October 8, 2014 Page 5 growth and overall asset value is better supported through long term capital investment."2 The Greek Theatre is a treasured iconic venue — and always will be by virtue of its natural setting. However, as the Live Nation proposal demonstrates, Live Nation is committed to making it truly spectacular — and keeping it that way. Finally, we believe it's important to point out that key elements of Nederlander's current capital improvement proposal — such us its plan to bring back the old Greek columns and remove the 1950s roof (which Live Nation is also proposing to do)— were also key elements of Nederlander's proposal in 2001 which were never implemented. In other words, Nederlander failed to follow-through on the commitments it made in 2001, and now is seeking to get credit for the same commitments a second time. We have attached an overview of this history, the applicable page of Nederlander's 2001 proposal, and the waiver it received to walk away from its commitment to restore the venue. (See Exhibit C.) D.

Live Nation's Architectural, Historic Preservation, and Structural Engineering Team Has Formulated a Comprehensive Rehabilitation Plan For the Greek Theatre.

Live Nation, by far, delivered the superior rehabilitation plan for the Greek Theatre. Guided by Rios Clementi Hale Studios, which has designed and renovated many ofthe City's great public spaces — from Grand Park to Nokia Plaza at L.A. Live to the Mark Taper Forum to the Hollywood Bowl — Live Nation's plan preserves the historic significance of the Greek Theatre while updating it to current industry standards. Furthermore, as discussed below, Live Nation's $40 million commitment — more than twice that of Nederlander's — will ensure that the improvements are actually constructed. One key difference between the Live Nation and Nederlander proposals is the approach to the Greek's terraces — which were deemed a "required" improvement by the RFP. As noted in the RFP,RAP is particularly concerned about the deteriorating quality ofthe Greek's terraces. Live Nation's structural engineer, Miyamoto International, studied the terraces and informed Live Nation that they might not withstand an earthquake. Accordingly, Live Nation chose to replace the terrace stands altogether and will be constructing poured-in-place concrete seating that will feel like a natural extension ofthe surrounding hillside, as would a theatre in ancient Greece. Live Nation will also create new concession spaces where the terraces used to be located, and will also renovate the stage house, dressing rooms, basement facilities, community room, and even the landscaping in the hills above the venue — a signature characteristic ofthe Greek Theatre setting that has, unfortunately, been allowed to significantly deteriorate. Under the guidance of John Lesak ofPage & Turnbull, and informed by Live Nation's stewardship of local historic venues such as the Wiltern Theatre and the Hollywood Palladium (and a number of other venues across the world), these renovations will result in a sensitive design that honors the Strategic Advisory Group,"Greek Theatre RFP - Evaluation Panel Analysis and Recommendation for Award", Sept. 25, 2014, pg. 7.

2

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October 8, 2014 Page 6 historic past ofthe Greek, and also clearly differentiates new additions as required by the Secretary of the Interior's Standards for Historic Rehabilitation. In contrast, Nederlander-AEG's proposal only contemplates minor repairs ofthe structurally deficient terraces, which feel like the stands of a high school football stadium and are not befitting of a world class venue. Simple repairs will not permit the improved sight lines offered by Live Nation's replacement strategy and, most importantly, fail to provide a long-term solution to the existing structural problems. Furthermore, as the Evaluation Panel noted, Nederlander's proposed improvements would eliminate parking in order to provide expanded concessions instead of pursuing Live Nation's superior strategy of repurposing the venue's existing spaces to create additional concession areas. E.

Live Nation's Preventative Maintenance Program Enhances and Extends the Guaranteed Capital Improvements, Further Distinguishing It From NederlanderAEG's Proposal.

In addition to the Greek Theatre's capital improvement needs, the venue also requires a well-funded and well-conceived preventative maintenance program. Live Nation's proposal recognizes this need, and lays out a comprehensive plan for preventative maintenance at the Greek. Specifically, Live Nation will commit approximately $300,000 in the first year towards preventative maintenance, and will then commit over $215,000 per year for the remainder ofthe maximum 20-year concession term. In contrast, Nederlander-AEG only commits $140,000 towards preventative maintenance in the first year — and even with its projected annual increase in this expense category, would spend only approximately 87 percent of Live Nation's proposed contribution on ongoing maintenance. Furthermore, Live Nation's proposal provides a detailed description ofexactly how this preventative maintenance would be achieved, including weekly, monthly, annual, bi-annual, and five year inspection and maintenance schedules; inspection and maintenance checklists showing the time, cost, and responsible party for each inspection and maintenance task; and the timing and content of annual reports to RAP regarding planned and completed maintenance activities. In contrast, Nederlander's preventative maintenance plan focuses to a great extent on the costs associated with anticipated repairs, and lacks certain details provided by Live Nation, including when and how often inspections are to occur, and who specifically is responsible for conducting the necessary inspections and repairs. Coupled with Live Nation's unprecedented investment in capital improvements at the Greek, its proposed preventative maintenance program will ensure that the venue is maintained in world-class condition, and remains a shining example of a well-cared-for City treasure. To implement an underfunded and vague preventative maintenance program such as the one proposed by Nederlander, on top of only minimally contributing towards capital improvements, would exacerbate the maintenance challenges that the Greek currently faces.

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October 8, 2014 Page 7 F.

Only Live Nation's Food and Beverage Culinary Partner Has a Proven Track Record.

The Patina Group,together with such other Los Angeles icons as Chef Nobu Matsuhisa and Café Gratitude, is Live Nation's selected food and beverage provider. Patina currently operates 19 venues/restaurants/cafes in the greater Los Angeles area, most notably including the Hollywood Bowl, where they are renowned for bringing restaurant-quality food and beverage to an outdoor amphitheater. Other notable Los Angeles cultural institutions where Patina provides food and beverage services include Walt Disney Concert Hall and the Los Angeles County Museum of Art. In contrast, Nederlander has selected Sprout as its food and beverage provider. Sprout is helmed by a successful local restaurateur, but it is a new company with no experience operating a food and beverage operation at a performing arts venue or other cultural institution. The Greek Theatre's limited offerings of items like hot dogs and funnel cake today underscore why it is important that a known operator with a proven track-record is selected to take the Greek Theatre's concessions to a new level. Live Nation's plan is truly comprehensive, and even includes a 200-seat restaurant that our client believes will be the number one amphitheater restaurant in North America. G.

Live Nation's Proposed Community Partnership Plan Reflects its Commitment to the Greek Theatre and to the City.

Understandably, the community surrounding the Greek Theatre is apprehensive that a new relationship with Live Nation may be plagued by the years of conflict that the community initially had with Nederlander. However, Live Nation is committed to getting it right on day one, as it has at its multiple other venues throughout North America. For example, Live Nation, recognizing the impacts traffic can have on the surrounding neighborhood and overall patron satisfaction, developed a detailed Traffic Plan that includes specific measures designed to mitigate impacts. Live Nation retained Kimley-Horn, a premiere traffic engineering and design consulting firm, to examine current parking and traffic conditions, and to make recommendations for proposed improvements. Kimley-Horn's thorough analysis was based upon field review and traffic counts in July 2014, during which Nederlander's Traffic Operations 2014 plan was implemented. The Traffic Operations 2014 plan is the same plan upon which Nederlander-AEG's proposal relies, save for a small number of proposed improvements that are far less robust than those proposed by Live Nation. As with other aspects of its proposal, Nederlander's annual traffic management plan and traffic control measures highlight its lack of vision and overall complacency with operations ofthe Greek. Kimley-Horn's analysis identified a number of problems with existing traffic and parking operations, including, among other things, inadequate traffic signage and staff for guiding patrons, no staff monitoring of parking lots after they reach capacity, and limited public transit options. Live Nation's Traffic Plan incorporates measures designed to alleviate these problems, and others. An enhanced shuttle system that serves as an extension to the current LA Metro and

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October 8, 2014 Page 8 LADOT bus lines, for instance, would promote the use of public transportation. Likewise, measures designed to mitigate traffic impacts include incorporating the parking fee within the ticket price to facilitate parking times, increased guide signs and more thoughtful placement to inform drivers at problematic intersections, and the creation of regional off-site parking lots based on zip code information from ticket purchases. In addition to continuing and expanding upon its outreach to the community surrounding the Greek, Live Nation will also look to bring the Greek Theatre's benefits to communities that are farther away. Specifically, Live Nation will implement and fund a Greek Theatre Community Trust, which will notjust be used to fund improvements requested by the immediate community, but will also reach into underserved communities to foster greater exposure to arts and cultural events on a Citywide basis. The Community Trust will be funded annually with $300,00 contributed by Live Nation, for a total commitment of$6 million over the maximum 20year agreement. In addition, Live Nation has also committed itself to starting a Cultural Arts Council to work with local arts organizations and leaders to bring local artists and performers to the Greek. In short, Live Nation will pursue a robust community plan because that's simply what it does in all its amphitheaters and venues throughout North America. The proposal drew on Live Nation's experience at these venues, and Live Nation's planned community program for the Greek, such as a dedicated fulltime community liaison, an annual series oftown hall meetings, a dedicated website, and a hotline for the community before, during, and after concerts. Live Nation's success depends on its relationship with its neighbors, and it will be uncompromising in its commitment to earning the trust and support ofthe Los Feliz community. II.

NEDERLANDER'S OBJECTIONS TO THE NEXT STAGES OF THE PROCESS ARE DESIGNED TO CONFUSE AND DELAY.

At the Board's October 1, 2014 meeting, Nederlander objected to the awarding ofthe concession to Live Nation by stating that an award of the concession cannot occur unless the final negotiated contract between RAP and Live Nation is before the Board. That is false. The Board is being asked to award the concession to Live Nation. Following the awarding of the concession, RAP staff and Live Nation will reduce the terms of Live Nation's proposal to the concession agreement that both parties will enter into. Once this agreement is approved as to form and legality, the Board will be asked to approve the concession agreement, and because the agreement is for longer than three years, the City Council's approval will also be required. As Nederlander well knows, the path that has been established by RAP and the Office of the City Attorney is the exact process that Nederlander went through in 2001. Specifically, on November 7, 2001, the Board awarded a ten-year concession agreement to Nederlander. (Board Minutes, November 7, 2001.) Then, as detailed above, Nederlander and RAP began reducing the terms of Nederlander's 2001 Proposal to a concession agreement. Discussions took place between Nederlander and RAP, and on December 13, 2001, RAP staff presented to the Board

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October 8, 2014 Page 9 Nederlander's requested changes to the terms of its 2001 Proposal(which were denied). (Board Minutes, December 13, 2001.) Then on February 20, 2002, RAP staff presented Nederlander's modified request for changes to its 2001 Proposal, and this time, Nederlander's changes, and the entire proposed concession agreement, were approved by the Board. (Board Minutes, February 20, 2002.) In April, 2002,following review and approval as to form and legality by the City Attorney, the City Council approved the concession agreement. (Council File 99-1424-S2, April 30, 2002.) The same overall process would be followed here. III.

CONCLUSION.

The RFP process was designed with four objectives to ensure RAP identified the best qualified operator for the Greek Theatre for the next 20 years. Live Nation, due to the unquestionable superiority of its proposal, was overwhelmingly chosen by a panel of experts to be the operator best qualified to carry out RAP's objectives. For the sake ofthe Greek Theatre and the City, we respectfully request this Board to follow the staff recommendation tomorrow, and unanimously award the concession to Live Nation so that RAP may immediately proceed to prepare the necessary contracts allowing Live Nation to lead the Greek forward.

Very truly yours,

Victor De la Cruz Manatt, Phelps & Phillips, LLP

cc:

Mr. Michael Shull, General Manager Ms. Agnes H. Ko, Concessions Unit Anthony P. Diaz, Esq., Office ofthe City Attorney Hon. Mitch O'Farrell Hon. Tom LaBonge Hon. Joe Buscaino Hon. Gil Cedillo Hon. Curren Price, Jr.

From: The Greek Theatre [mailto:info(agreektheatrela.corn] Sent: Monday, October 06, 2014 3:51 PM To: Subject: Our operation of The Greek is in jeopardy The Greek needs your voice! To view this email in a browser dick here

GREEK

EINFSIAR tAttEiR

CON-CER TS

Our operation of The Greek is in jeopardy.

#WeAreTheGreek Nederlander Concerts, a family-owned company, would like to continue its 39-year tradition of putting YOU — fans, artists, & Angelinos — FIRST when it comes to The Greek Theatre. We stand challenged by Live Nation / Ticketmaster, a publicly traded Wall Street conglomerate. We invite everyone to sign our Chanpe.ora petition & let our City officials know how you feel!

Sign the Petition Now For more information, go to WeAreTheGreek.com

The Greek Theatre] 2700 North Vermont Ave I Los Angeles CA 90027 You are receiving this email because you signed up at GreekTheatreLA com or your address was used in a Ticketmaster purchase. Unsubscribel Forward To A Friend

Concept and Design by I __lesc n.net

change.org

1E, Start a petition

_Browse

,

Search

L Log in

Sign this petition ,..Ath 16,841 supporters 3 too :4EZDED First Name ast Name Email . _ Street Address Cite State

Outside u.5.?

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Petitioning City of LA •-• Why is tnis important to you")

Support our proposal to continue operating The Greek Theatre #WeAreTheGreek N%Id 4rrialLer Concerts

Nederlander Concerts, a family-owned company. would like to continua its 39-year tradition of putting YOU fans, artists & Angelenos - FIRST when it comes to The Greek Theatre.

Sign 2 Display my signature on Change.org :ESL a*. updated on tiY5 canvaln and other tern Ne..6artmlarGencert$ sig1,9 you actapt 000000 se,,te and pyatr,cp,cy

Recent signatures William Pommering a;.: •

We stand challenged by Live Nation!Ticketmaster,a publicly traded Wail Street conglomerate.

Freada Jaeger •I.Fast

We invite everyone to let our City officials know how you feel.

Lost Havilend

At a time when the Los Angeles Department. of Recreation and Parks is trying to solve a furdin° C:113iS. our joint venture proposal with AEG Live guarantees at least

Janet Cowell, , S,C

S77,500,000 In rent to the City, Which is 317,500.000 more than our opponent's offer Just think what over 517 million can do to support local community needs]

C,

Margaret. Glenn Karen Duprey

At the same time our proposal takes great care of The Greek, including Shawn Alvira -3,Rr - A complete historic renovation revealing The Greeks original 1930's stage columns. while adding modern amenities - A complete re-landScaping of the plaza and hillside - A new restaurant and upgraded concession offerings - A 385 day a year cafe to service people who enjoy Griffith Park - A comprehensive environmental plan to minimize the Greek's impact on the environment - An increased and continued support of the local community and its arts programs - And our continued commitment to be Los Angeles' best music venue!

For additional information, go to WeArerneGreek,com

To: City of LA, :apartment of Recraatio. a Parks I support the proposal from ',7ederlender Concerto to cont-Lnue operating The Greah Theatre. 5L.carely, [Your mama]

Sandra Prather Joe Luger° elvia Nunes

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House of Blues Wins Round on Greek Theatre - Los Angeles Times

Ito Angeles Time$ I

http://articles.latimes.com/print/2000/dee/07/local/me-623

ARTICLE COLLECTIONS

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House of Blues Wins Round on Greek Theatre December 07,2000 I TINA DAUNT I TIMES STAFF WRITER A review panel is recommending that Los Angeles award the city's lucrative Greek Theatre contract to House of Blues instead of the politically connected family that has run the Greek for more than 25 years. In a move that is expected to set off a battle at City Hall, a seven-member panel appointed by the Department of Recreation and Parks found that House of Blues outscored the Nederlander family on four out offive criteria. House of Blues projected that it would pay the city about $23.5 million in rent during the 10-year contract, compared with $18.5 million offered by the Nederlanders, according to a report that will be reviewed by the Board of Recreation and Parks Commissioners next week House of Blues proposes about $11.1 million in improvements to the historic theater, compared with the $5.5 million offered by the Nederlanders. About a year ago, House of Blues sued Los Angeles, alleging that the City Council acted illegally when it voted 8 to 5 to grant the Nederlander family a five-year contract extension without a competitive bid. In January,the council voted 13-1 to rescind the agreement after learning that a House of Blues-sponsored referendum was going to be placed on the November ballot, asking voters to overturn the agreement and force the city to seek other offers. The Nederlander deal also was clouded by the fact that council President John Ferraro was a personal friend of the family and their attorney, Neil Papiano. According to the panel's memo,released late Tuesday, House of Blues also outscored the Nederlanders in "experience and qualifications" and "proposed services and community outreach." If approved by the parks commissioners, the deal would go to the council for final review. "We think the council will do the right thing," said Rick Taylor, a spokesman for House of Blues."Now we can see what competitive bidding really meant. It meant that the city and the community got a better deal." However, Nederlander attorney Adam Burke questioned whether House of Blues could make good on its promises without drastically raising prices. "They want to turn the venue into an elitist-only venue," Burke said.

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Avoiding a Greek Tragedy - Los Angeles Times

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Avoiding a Greek Tragedy December 13, 2000 Forget for a moment that the Nederlander family, which has run the city-owned Greek Theatre for 25 years, has close personal ties to Councilman John Ferraro,so close that last year Ferraro pushed through a five-year extension ofthe Nederlanders' contract without competitive bidding. Under threat of a ballot referendum and a lawsuit by the House of Blues, the Nederlanders' major competitor for the Greek concessions contract, the council later rescinded the deal and put the contract out for bid. Forget also that Ferraro and Councilman Hal Bernson are personal friends of Neil Papiano,the Nederlanders' lawyer/lobbyist and that in October Bernson agreed to pay a $3,000 fine to the city Ethics Commission for accepting free legal services from Papiano. Forget all that. The important facts are these: The Department of Recreation and Parks, which manages the Greek Theatre, has compared bids and concluded that the House of Blues outscored the Nederlander proposal in four offive categories. The city will earn $5 million more in rent from the Greek Theatre over a 10-year period if the House of Blues operates the venue and almost $6 million more in improvements to the aging facility. Those numbers should be determinative,but in the world of city politics, connections and contributors can trump the public's interest. The Recreation and Parks Commission is scheduled to vote on the Greek Theatre contract at its meeting today. Last year, even though the department's staff opposed extending the Nederlanders' contract, the commission backed the deal. The resulting hue and cry prompted the City Council to step in, putting its stamp of approval on the deal in a futile effort to calm the political waters. A second vote rescinding the contract came a month later, in January. The venerable Griffith Park amphitheater,opened in 1929,badly needs upgrading. The city wants the concessionaire under the new contract to improve the sound system,stage technology, eating facilities and landscaping, along with making structural improvements to the theater's roof and floor. When it votes today on the two bids,the commission will be acting under the new city charter, which limits the City Council's ability to revisit commission decisions. This time,the commission needs to do the right thing. City taxpayers'interests are the only interests that should count.

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10/7/2014 10:11 2

Greek Theatre: a Simple Choice - Los Angeles Times

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Greek Theatre: a Simple Choice January 12,2001 The contract to operate the Greek Theatre for the next io years comes before the Recreation and Parks Commission Tuesdayfor a second time.Even though a bid offered by the House of Blues organization offers more benefits to taxpayers on nearly all objective criteria,the panel might well reward the politically connected Nederlander family once more. The Nederlanders,who have run the theater for the past 25 years, have a cozy relationship with Councilmen John Ferraro and Hal Bernson—the family's lawyer/lobbyist is a personalfriend of both. These deep ties at City Hall have allowed the Nederlanders a long, undisturbed run at the Greek. The I'll-scratch-your-back,you-scratch-mine relationship prompted the commission and the council in 1999 to extend their contract without competitive bidding. Only after a public hue and cry did a chagrined council rescind the deal and order competitive bidding. Meanwhile,the facilities of the Greek--whose revenues have declined somewhat lately--are badly in need of an upgrade. That's why the Recreation and Parks Department decreed that the next operator must make extensive repairs to the 1929 theater. Both companies promise to make the minimum improvements the city wants. But the House of Blues proposal goes much further: almost $6 million more in improvements than Nederlander and $1.5 million more in rent that would go to city coffers. That the House of Blues offers taxpayers the better deal couldn't be clearer. Indeed,that's what the department's staff said in a thorough analysis. Yet last month, when the commissioners first took up the two proposals,several seemed to grab on to any argument,no matter how foolish, to justify tapping Nederlander. They challenged the department's scoring system,for example, arguing that ifthe Nederlander proposal meets the city's minimum requirements it should get the same point score as the House of Blues even though the House of Blues offered the city more revenue and improvements. And while residents from neighborhoods near the Greek turned out in overwhelming support of the House of Blues,some commissioners claim they're still not sure which bidder the community prefers. The House of Blues offers taxpayers--and theatergoers--the superior proposal. Let's see Tuesday whether commissioners actfor the city's best interests.

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10/7/2014 10:14 ,

wdown Close on Pact to Run the Greek Theatre - Los Angeles Times

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Showdown Close on Pact to Run the Greek Theatre City Hall: L.A.parks commission will vote in contract battle thatpits the Nederlanderfamily,House ofBlues. January 15, 2001 TINA DAUNT I TIMES STAFF WRITER Acontroversy that has divided City Council members and tested long-standing friendships comes to a head Tuesday as the Los Angeles Recreation and Parks Commission votes on whether to award the Greek Theatre's multimillion-dollar operating contract to House of Blues Concerts Inc., after more than 25 years of exclusive operation by the politically connected Nederlanderfamily. At stake are millions of dollars in concessions at the historic but threadbare theater, and some city heavyweights are trying hard to cut deals to steer the contract to the bidder they favor. The council already acted once on the lucrative 10-year contract--voting 8-5 in 1999 to give the deal to the Nederlanderfamily without a competitive bid. They took the action at the request of Council President John Ferraro, who is a longtime friend of the New York family and its powerful attorney, Neil Papiano. But public outcry over that vote forced it back to the council, where under pressure from House of Blues and others,it agreed to rescind the agreement and solicit other bids. Last month,the park commission's special review panel recommended that the city award the contract to House of Blues, which outscored the Nederlanders in four of the five criteria used to evaluate which firm should get the deal. Ellen Oppenheim, head ofthe Department of Recreation and Parks, told parks commissioners that House of Blues projected paying the city about $23.5 million in rent over the period of the contract, compared with $18.5 million offered by Nederlander. House of Blues also proposed maldng about $11.1 million in improvements—including renovating the theater and putting in a special sound system that would buffer the surrounding neighborhood from noise. By comparison, Nederlander proposed making $5.5 million in capital improvements to the theater. Oppenheim also noted that House of Blues outscored Nederlander in "experience and qualifications" and "proposed services and community outreach." Nederlander beat House of Blues in only one category: "financial capability and stability," Oppenheim said. Despite the strong recommendation from their staff, however, Recreation and Parks commissioners seemed reluctant to give the contract to House of Blues at their Dec. 14 meeting. They decided instead to put the matter off until Tuesday,saying they needed more information. If the commission acts on the issue this week,it will then go to the City Councilfor review. Although Ferraro, who has been undergoing cancer treatment, has been awayfrom City Hall, council insiders say he's still pushing hard behind the scenes for the commission to grant the contract to Nederlander. Behind the scenes,City Hall insiders say that deals are being cut over everything from personnel matters to commission appointments in an effort to keep the Greek contract with the Nederlanders. Several sources said that Mayor Richard Riordan--who initially wanted an open bid process--has opted to stay out ofthe battle at Ferraro's request. Riordan's retidence is surprising in some respects, but not others. He is a fierce advocate of negotiating hard for city benefits,but he also is a close friend ofthe ailing Ferraro. As officials stake out their positions and barter for the best deal they can cut,some observers have been troubled by suggestions that relationships will decide the outcome of the debate. "Watching inside politics is a lot like watching sausage being made," said one city official who asked not to be named."It's one ofthose things you really don't want to see." A spokesperson for Ferraro said all the talk about her boss amounts to nothing more than "gossip." "It's true that John is bestfriends with Mr. Papiano," said Gayle Johnson, Ferraro's spokeswoman."But behind-the-scenes deals never have been made or discussed." Johnson said Ferraro is simply interested in the outcome ofthe bid because the theater is in his district. "We have to look at what is best for the city and the Greek Theatre," Johnson said."These proposals are complex, and comparing them is not easy." She added, however:"We think there are some good points on the Nederlander side that have not been brought out to date." Indeed, officials for Nederlander have accused House of Blues of exaggerating its rent estimates.

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Showdown Close on Pact to Run the Greek Theatre - Los Angeles Times

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They also question the company's financial stability, noting that House of Blues last year filed a notice with the Securities and Exchange Commission stating that it "has a history of losses and negative cash flows" and anticipates that losses will continue "for the foreseeable future." "They've admitted that they have negative cash flows," said Adam Burke, an attorney who works with Papiano. "I hope the commission sees that they can't live up to their promises." Officials for House of Blues, however, scoffed at Burke's allegations. "The city talked to our bank and reviewed our financial condition and concluded that the House of Blues has the ability to do this deal," said Adam Friedman, senior vice president of House of Blues Concerts. "I remain optimistic that the better proposal will be the winner."

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10/7/2014 10:17

Greek Theatre--Where's the Mayor? - Los Angeles Times

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Greek Theatre--Where's the Mayor? February 07,2001 Two years ago, Los Angeles Mayor Richard Riordan pushed hard for the city's new charter, arguing convincingly that it would bring accountability to City Hall and streamline decision-making. Under the revamped regulations,the mayor now has far greater leverage over city commissioners and can even dismiss them at will, something Riordan hasn't been shy about doing. Why then has he been so hesitant regarding the Recreation and Parks Commission, which today will try for a third time to decide who should operate the city-owned Greek Theatre for the next io years? Last month,the board deadlocked,2to 2,over whether the contract should go to the Nederlander family, which has run the aging outdoor amphitheater for the last 25 years, or the House of Blues, which presented a far superior proposal,guaranteeing the city more revenue and promising more upgrades. The choice should have been a no-brainer,but the Nederlanders' political campaign generosity and deep connections at City Hall led the appointed commissioners,insiders themselves,to bungle it. Riordan needs to step in and remind the panel to do what's in the taxpayers' best interests--in this case,back the House of Blues. Instead,there has been growing pressure on the parks commission to stall some more by ordering the contract rebid,letting the Nederlanders operate the Greek at leastfor another year. That would be capitulation, and the city would lose millions in the meantime.The person who can prevent it is Riordan. Voters gave him more power over city commissions; he should use it wisely.

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10/7/2014 10:15

Panel to Seek New Bids for Greek Theatre Operation - Los Angeles Times

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Panel to Seek New Bids for Greek Theatre.Operation February 22,2001 I From a Times Staff Writer Writing the latest chapter in one of City Hall's most protracted political feuds,the Los Angeles Recreation and Parks Commission voted Wednesday to reject bids from both Nederlander and House of Blues for a to-year Greek Theatre operating contract, and to seek new proposals. The commission--which has deadlocked three times on who should run the theater--voted 3to t to reopen the bidding process. Commissioner Lisa Specht, who had supported the House of Blues effort, cast the dissenting vote,saying she felt that rebidding would take too long and cost the applicants too much money. The Recreation and Parks Department staff expects to spend as long as nine months compiling new proposals. Although the commission staff had previously touted the House of Blues bid as the best deal for the city, many officials disagreed over who should get the contract. Local labor leaders backed the existing operator of the theater, as has City Council President John Ferraro--a longtime ally of the family that runs the Greek. House of Blues supporters argued that the city could earn millions of dollars more by picking a new operator for the historic theater in the hills of Griffith Park. House of Blues officials reacted with anger to the commission's decision Wednesday,saying the city will notfind a better bid from another contractor. Meanwhile, Nederlander officials--who questioned the House of Blues'financial strength--welcomed the rebid because they say it will force their competitors to prove that they can make good on their financial promises to the city.

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10/7/2014 10:15

Back to the Drawing Board for Bids to Run Greek Theatre - Los Angeles...

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Back to the Drawing Board for Bids to Run Greek Theatre Venues: More companies aren'tfighting over the amphitheater because the city waited too long, many say. February 23,2001 I JEFF LEEDS TIMES STAFF WRITER When the Los Angeles Recreation and Parks board next meets to pick a promoter to run the city-owned Greek Theatre, it might not like the choices any more than the ones it rejected this week. In fact, there might be no new bids to even consider. Blame consolidation in the concert industry. Only two bidders came forward to compete for the potentially lucrative contract to host shows at the 70-year-old amphitheater. And Wednesday,after deadlocking,the commission voted 3to 1 to throw out both proposals and start over. One bidder was House of Blues,the nation's No.2 promoter that last year reported a cumulative deficit of$124 million and withdrew its plan for an initial public offering. The other is the Nederlander Organization, a family-run firm that has been widely criticized for neglecting the Greek during its 25-year administration ofthe facility and for bidding in partnership with a debt-laden conglomerate. "I was hoping there would be[more]," said City Councilman Joel Wachs."I'm a believer in competition.I think it forces people to do their best." With Wednesday's vote,the city faces the prospect that it won't have an operator for the venue when the Nederlanders' current contract expires Oct. 31. And House of Blues might walk away from the bidding process altogether. "Do not assume we will be back," said House of Blues Senior Vice President Adam Friedman. More companies aren't fighting over the Greek, promoters say, because the city waited years too long to put it out for competitive bidding. The renovation costs a new promoter would need to pay are rising, and that limits the field of competition to those with the deepest pockets. And while the politically connected Nederlander family kept a tight grip on the facility in recent years, the region's other major firms,such as Bill Graham Presents, were gobbled up by industry consolidator SFX Entertainment. "There just aren't that many big players now," said Gary Bongiovanni, editor of Pollstar,the concert trade publication. Local promoters Wolf& Rissmiller went into decline after the 1977 death of one ofthe firm's partners and eventually dissolved. Nationwide, many small promoters have been sputtering since the early 199os because of the recession,rising artist fees and other operating costs, and an ongoing consolidation. Others,such as local promoter Avalon Attractions, were scooped up by SFX. SFX became the world's biggest concert promoter in just three years beginning in 1997 after spending more than $2billion to buy up promotion companies and venues around the world. But that's left it burdened with debt. Aside from House of Blues and SFX, most ofthe nation's promoters today are regionalfirms. Only about 10 ofthem have the finances to payfor the required renovations at the Greek,and most are leery of venturing outside their home turf. "It's still about having the right media relationships,the right radio relationships,knowing when to put it on sale and how to put it on sale," said veteran promoter John Scher, who runs New York's Metropolitan Entertainment Group."Not having the local expertise that I think House of Blues has, and that I think SFX has,it just didn't make sense for us." SFX-owned Avalon Attractions initially planned to bid on the Greek contract,but the parent company instead decided to join Nederlander, promising to provide 50% of the money needed for improvements. Concerts West, a new firm backed by Denver billionaire Philip Anschutz, also has the resources to commit to the Greek,but its business plan is to book indoor arenas, not amphitheaters. Under its proposal, House of Blues is offering the city 8% of the gross revenue generated by the facility with a minimum of $1.2 million per year for 10 years; and $11.1 million in renovations,including improvements to the stage,sound system and food concessions. House of Blues also offered to pay penalties ifit didn't make its attendance projections or increase the number ofshows. Nederlander is offering the city 8% ofticket revenue;6% of all other revenue sources,such as merchandise with a minimum of $1.25 million a year for the first half ofthe term; and pledged $5.5 million for improvements, with SFX picking up half the bill.(SFX isn't an official bidder but would assist Nederlander in booking acts into the amphitheater.) Even ifthe operators pay only the minimum rent, it's a step up from the old contract, under which the city received 4% to 5% ofticket sales and had to pay for

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Back to the Drawing Board for Bids to Run Greek Theatre - Los Angeles...

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renovation work out of its share. Revenue made under the new deal is expected to go to other parks and recreation programs. The promoters are making projections far in excess of the minimum guarantees. Each side says that if they are awarded the contract, the Greek will generate more than $21 million in its first year. Such a sum would mean a 42% jump in revenue over this year, an increase competitors say is outrageously unrealistic given that attendance industry-wide appears to be slipping. Average concert attendance dropped an estimated 7% last year,industry sources say. Each of the promoters says it would make the leap by booking more shows at the Greek,increasing attendance with the renovations and--to the dismay of music fans--raise ticket prices at least 3% a year. And while they make similar projections about the venue's performance,the two promoters each say the opponent's plan is rife with problems. Nederlander attorney Adam Burke said House of Blues, which owns the 6,poo-seat Universal Amphitheatre, would divert the hottest shows there, away from the Greek,to avoid sharing proceeds with the city. Friedman said that rather than divert moneyfrom the amphitheater, the company's control of Universal would allow it to book more shows at the Greek by attracting acts who in the past had been bumped in the competition to keep dates open for bigger stars. He said Nederlander is on the defensive after losing the vote of a special panel selected to review the competing plans. For its part, Nederlander's bid offered less rent money and fewer improvements. Critics suggest that the privately held company, which sold six of its concert venues to SFX in the last several years, is on the verge ofleaving the concert industry, a charge it denies. Critics also say the Nederlanders have remained in control of the Greek solely because their longtime lobbyist, Neil Papiano,is a close friend of City Council President John Ferraro. Nederlander officials note that House of Blues has hired high-powered lobbyists of its own.

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10/7/2014 10:15 .

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Hr le ofBlues to Sue Over Greek Theatre Bid - Los Angeles Times

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House of Blues to Sue Over Greek Theatre Bid March 22,2001 I JEFF LEEDS TIMES STAFF WRITER House of Blues Concerts plans to file a lawsuit claiming the city improperly tossed out its bid for the contract to book concerts at the city-owned Greek Theatre, sources said. The lawsuit,to be announced today, alleges the city Recreation and Parks board violated city regulations by ignoring an analysis in which House of Blues scored higher than the other bidder--the theater's current operator, Nederlander Organization Inc. House of Blues is seeking to have a judge award it the contract and $io million in damages. Board members voted Feb.21 to reject proposals by both bidders and to seek new offers. The parks board had twice deadlocked 2-2 after commissioner Steve Soboroff, who had accepted campaign contributions from proposed theater vendors, recused himself. The company contends throwing out both bids would unfairly allow Nederlander to enhance its proposal and rebid. No other firms are expected to enter the fray because industry consolidation has cut the number of viable competitors. House of Blues outscored Nederlander by offering the city higher rent and promising more renovation work. House of Blues proposed making $11.1 million in improvements,compared with Nederlander's $5.5 million. House of Blues officials also say the city illegally awarded a five-year extension ofthe Nederlander contract in 1999 without seeking competitive bids. That extension was rescinded by the City Council after a House of Blues-sponsored petition drive that would have placed the issue on last November's ballot. Board members say they reopened the bidding process because there were questions about both proposals and their deadlock could not be broken.

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Greek Theatres 2 Suitors Agree to Act Together - Los Angeles Times

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Greek Theatre's 2 Suitors Agree to Act Together September 05,2001 I JEFF LEEDS I TIMES STAFF WRITER The bitter rivalry between the two concert promoters competing for a contract to operate the city of Los Angeles-owned Greek Theatre took another twist Tuesday when the two firms announced they will jointly market shows at the historic venue. Under an usual pact, the two competitors--Nederlander Organization and House of Blues--agreed to lump together the revenue and expenses ofthe Greek and a second facility, Universal Amphitheater, during the summer concert season. House of Blues holds exclusive promotional rights at Universal. Under the accord, Nederlander, a family-owned company that has had the exclusive right to book concerts at the Greek for 25 years, will submit the sole bid for the city contract. But the two companies would share the expense of producing and advertising concerts at the two facilities. The pact follows a seething two-year war over the Los Feliz theater in which the promoters exchanged accusations ofineptitude and corruption. House of Blues mounted an unprecedented effort to force open the bidding process, noting that the Nederlander family had won a series of extensions on its contract without having to compete. Ironically,the deal places the city squarely in the position it was in two years ago--with a single offer on the table from the Nederlanders. Butthe terms are far different and could result in higher revenue for the city. Requirements adopted this year after the city threw out two promoters'bids, however, mean that Nederlander must pay the city at least $1.2 million a year in rent and must guarantee the facility will generate at least $15 million a year in total revenues or pay financial penalties. The Nederlanders'1999 request for an extension offered only $500,000 a year in rent, at arninimum, and did not include penalties. City officials had not reviewed the Nederlander bid filed late Tuesday. But some criticized the effect'ofthe promoters'agreement on the selection process. "I certainly haven't evaluated it[the bid]yet," said Lisa Specht, a member ofthe city Recreation and Parks Board who had favored House of Blues'proposal in the bid review earlier this year. "I can say that any time you get only one bid, it's a disappointmentfor any city department. I think competition is good for the city." Executives at the two concert companies said the competition to offer the city ever-higher revenue,however, had driven up the cost of operating the facility so far that it would not be profitable to run it alone. "Under this agreement,the contract makes sense,from a business perspective,for Nederlander and allows us to meet the city's requests," said Nederlander attorney Adam Burke. That was also the reason cited by the nation's biggest promoter, Clear Channel Entertainment,for backing out of a plan to jointly operate the facility with Nederlander. "We've chosen not to participate in the Greek Theater bid process because of economics caused by the minimum bid requirements," said Rachel Gary,a Clear Channel Entertainment spokeswoman. As part of the deal between Nederlander and House of Blues, Nederlander will pay the expense of renovating the Greek, which will cost a minimum of $8 million. The two companies would begin marketing each other's concerts,sharing ticket-club membership lists and other resources in an attempt to bolster sales. Beginning next year, the two companies will pool the revenue and expenses associated with their respective facilities during the Greek's concert season, which runs from April through October. The companies would share the profits based on their facilities' past performance(with the more profitable building recouping a greater portion). Profits above the two facilities' base would be split 50-5o, according to executives at the two companies. If the Greek falls short ofthe guaranteed minimum to the city,the two companies also would split the expense ofthe penalties. Jay Marciano,president and chief executive of House ofBlues'concert division, said "These are two of the premier indoor and outdoor amphitheaters in the world and [the pact] will result in substantial benefits for the fans and the city of Los Angeles." •

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10/7/2014 10:16 .

Nederlander Backed for Greek Theatre Contract - Los Angeles Times

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Nederlander Backed for Greek Theatre Contract November 02,2001 I From Times Staff Reports Hoping to finally settle the fate of the Greek Theatre, Los Angeles Recreation and Parks officials recommended Thursday that the city award the theater's lucrative operating contract to the lone bidder--the Nederlander family. With House of Blues pulling out of a lengthy battle for the contract, parks official said they have little choice but to give the contract to Nederlander, which has operated the landmark theater for nearly three decades. The company is offering to make $6 million in capital improvements while paying the city at least $in million in rent over the next io years. The Recreation and Parks Commission is set to act on the matter next week.

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Nederlander's 2001 Proposal to Restore the Greek Nederlander stated in its 2001 Proposal that "the restoration of the remaining historic features of the theater is one of the primary tasks undertaken by the Nederlander team." Specifically, the 2001 Proposal promised that Nederlander would:(1)remove the 1950s additions to the Greek Theatre that concealed the original park façade and Doric Greek columns, (2) restore the historical park façade, and (3)replace the original green glazed clay tile roof (2001 Proposal, p. C12)(Exhibit Cl.) The 2001 Proposal went on to say: "Nederlander will reveal the original stage and Greek Theater inspired plan and elevations which define the performance area to the audience. . . . [f]or the first time in 45 years, the original 1929 structure of the Greek Theater will be revealed to the audience." (Id.) Nederlander estimated the cost of these improvements to total nearly $2.5 million, or approximately 40 percent of the $6 million total hard capital improvement costs it had committed to peiform. (2001 Proposal, p. C6.) However, this restoration was never performed. In April, 2003 (the same month that the Greek's façade restoration was supposed to be completed), Nederlander requested significant changes to the capital improvements promised in its 2001 Proposal, including the elimination of the restoration of the original façade and Greek columns.' (Board Report 03-100, April 2, 2003)(Exhibit C2.) Instead of performing this promised restoration work, Nederlander just proposed relocating the Greek's box office to the top of the north plaza instead. (Id.)

I Other revised or eliminated capital improvements proposed by Nederlander included: elimination ofthe 40-foot barrier soundwall, reduction in number of new points of sale, elimination of basement dressing room HVAC upgrades, and elimination of second freight elevator. (Board Report 03-100, April 2, 2003.)

EXHIBIT Cl

treat( Theatm Nedeviander proposal Improvements

replaced as appropriate to accommodate the expansion of the Concession kitchen area and the new office layout. • Dedicated Ventilation Fan and Exhaust Fan for Service Tunnel, Our construction plan provides for the additional ventilation fan for the basement service Minna

Stage Building and Facade The restoration of the remaining historic features of the theater is one of the primary tasks undertaken by the Nederlander team. Additions dating back as far as 1956 which conceal the original park facade and Doric Greek design of the original stage will be removed. The park facade, facing the newly created forecourt will be restored. Replacement of the original green glazed clay tile roof will be integrated with the construction of the new stagehouse facility. As part of its historical restoration of the Greek, Nederlander will reveal the original stage and Greek Theater inspired plan and elevations which define the performance area to the audience. The existing wing extensions, box office, and the roof over the stage will be removed. For the first time in 45 years, the original 1929 structure of the Greek Theater will be revealed to the audience. Technical and production functions will be relocated behind the columns of the existing portico facades, or moved to the front apron of the stage and screened with a temporal treatment that allows the temple facade beyond to once again be seen by the audience. The original poured-inplace concrete structure will be repaired and restored to meet the Secretary of the interiors Standards for the Rehabilitation of Historic Structures. Research will be undertaken to determine original colors and finishes to be reestablished as part of the final design. The Nederlander team recognizes the need to incorporate the

C12

EXHIBIT C2

REPORT OF GENERAL MANAGER PAGE 3

NO

03- 1 00

The required improvements in the currentagreement are incorporated from the Nederlander proposal of2001,in the form ofan Exhibit ofpages from the;proposal. Any Change in the capital investment program or dates for completion ofPhase 1 and Ohase 2 require a4 amendment to the agreement. Attached for consideration is a prOposed amendme1it which capturee the proposed modifications to the capital investment program, which modificatiCks are in summery: •



• •



• •

The location ofthe Box Office is changed from the Hospitality Room to a location offthe Theatre facade and in a location more conenient to the path oftravel of patrons, and will feature sufficient windows to offer improved service to patrens and safety to staffmembers. The 40-foot high barrier wall on the south sideofthe Theatreabove the administrative office and south Concessions building,originally included to reduce sound,will be eliminated from the project because the visual unattractiveness outweighs die possible reduction ofsound propagatidn ofonly up to 3 decibels. Additional points ofsale will be added,but:;0 may not be pOssible within the constraints of the Theatre premises and such obstacles as Coastal Live 00c.s. Box Seats will be constructed, and the net result will be approximately 250 fewer seats in the Theatre,but the final count ofnet seats liest(regular seati lost less box seats gained)will not be determined until final Building and Safety approval ofreplacement disabled access seating. The 1950s roof will not be removed from the audience side of the stagehouse to reveal the 1930 original Greek Theatre columns and stage. Instead,the 1950s roofwill remain,and the interior ofthe stage will be completely remodeled and re-equi'efeed,to accommodate counterweight or motor rigging systems,trusses for'better stage lighting, and a rigging structure as needed to accommodate use of advanced'sound transmission systems, such as an array speaker system. The basentent dressing room remodeling work will not require HVAC upgrades, and the enlarged Commissary will be located in a lOcation other than the Women's Chorus room. A second freight elevator will not be added Oo as to preserve dressing room and other space required by touring acts.

Plans for many of these elements have been ceinpleted and actual bids have received from contractors on some portions, so Nederlander hasbeen able to hone their cost estimates for the various elements. The largest change in finding alliication due to the proposed modifications is that the stage work will cost about$1,116,000 less than - original propOsal estimate,butrelocating the box office and attendantchanges Will cost$1,104;I It more. Nederlarider will be required to expend $6,052,000 and their budget clearly still requires this amount to execute the revised program. In any event,ifthe project costs are less than $6,052,060,the remaining amount must still be spent on improvements at the Greek Theatre, as approved by the General Manager, during the term ofthe agreement. Other provisions have been included in the proposed Amendment,in light ofthe necessity ofthe delay to insure the most beneficial plan for thel Greek Theatre, and review of the plan by stakeholders, and to provide for timely decisions as construction begins.

'•



manatt

Victor De la Cruz Manatt, Phelps & Phillips, LLP Direct Dial: (310) 312-4305 E-mail: [email protected]

October 21,2014

Client-Matter: 45860-031

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BY MESSENGER AND E-MAIL President Patsaouras and Honorable Commissioners Board of Recreation and Parks Commissioners City of Los Angeles 221 N. Figueroa Street, Room 1510 Los Angeles, CA 90012 Re:

The Greek Theatre Concession Award — Response to Mayer Brown Letters of October 8, 2014 and October 20, 2014

Dear President Patsaouras and Honorable Commissioners: On behalf of Live Nation Worldwide, Inc.("Live Nation"), we write in response to the October 8, 2014 and October 20,2014 letters from Nederlander-AEG's legal counsel. Unfortunately, these letters are nothing more than additional attempts to confuse and delay the process after your staff and a five person independent panel of experts (the "Evaluation Panel") unanimously found that Live Nation by far delivered the superior proposal to operate the Greek Theatre for the next 20 years. Live Nation scored a total of 455 points out of a possible 500, whereas Nederlander-AEG only scored 396. Live Nation delivered a vastly superior proposal — it is that simple. This letter will demonstrate, and even the most cursory review of the two proposals will confirm, that Nederlander-AEG's proposal — like Nederlander's current operation of the Greek Theatre — leaves much to be desired. Whether it's the Nederlander-AEG proposal's inappropriate use of Patina Group venue photographs (Patina Group is not Nederlander's, but Live Nation's food and beverage partner), a capital improvement contribution that isn't even half of Live Nation's, or a misleading pro forma projecting revenue from up to 80 shows when the proposal guarantees 50 shows elsewhere, the 40-year incumbent's proposal was so flawed that it could only have come from a company with a self-entitled belief that it, and not the people of Los Angeles, own the Greek Theatre. Los Angeles deserves better. After Nederlander derailed the last request for proposals("RFP") process in 2001, the Department of Recreation and Parks("RAP" or the "Department"), with the oversight of the Board of Recreation and Parks Commissioners("Board"), worked extremely hard to prevent a repeat of what the Editorial Board of the Los Angeles Times then called a "Greek Tragedy" — Nederlander's disruption of the City's contracting process by politics and campaigns of misinformation. For that reason, RAP and the Board went through an exhaustive, lengthy, and transparent process to create an independent panel of experts from throughout the country — the Evaluation Panel — and received community, professional, and proposer input on the RFP 11355 West Olympic Boulevard, Los Angeles, California 90064-1614 Telephone: 310.312.4000 Fax: 310.312.4224 Albany Los Angeles I New York j Orange County I Palo Alto I Sacramento San Francisco I Washington, D.C.

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October 21, 2014 Page 2 components, point allocations, and the evaluation process, even asking potential proposers to comment on a draft RFP. In that vein, on May 15, 2014, Nederlander-AEG submitted minor technical comments on the RFP, making no major objection to the evaluation process, the RFP scoring categories, or the planned point allocations. (See Exhibit A.) True to form, however, as soon as the independent Evaluation Panel unanimously recommended Live Nation for the award this year — Nederlander was "shocked," attacked the integrity of the entire process, and questioned the structure and scoring allocations of the RFP. Nederlander-AEG's October 8, 2014 letter fails to address the actual scoring of the proposals. As the letter jumps from one part of the RFP to another without attempting to make any meaningful connection to the Evaluation Panel scores, it becomes apparent that the letter is not geared at shedding light on any scoring discrepancies, but rather, creating confusion by omitting key elements of the proposals and the scoring that was given to each section. This is because all five members of the Evaluation Panel were consistent in their scoring, and the 59 point differential between the proposals is simply insurmountable. For example, so great is the point differential that even if Live Nation had scored zero points out of 50 on "Revenue Sharing" — the one area that the overwhelming majority of Nederlander-AEG's letter focuses on — Live Nation would still come out ahead. Moreover, Nederlander-AEG's allegations are even more bizarre when one realizes that Nederlander-AEG actually outscored Live Nation by 6 points on this section, which only begs the question: If Nederlander-AEG is so adamant that it delivers better revenue sharing, then doesn't this indicate that the scoring worked? The process leading to Live Nation's selection as the recommended proposer was a model of transparency and careful review. As this letter will demonstrate, Nederlander-AEG's allegations are unfounded and based on gross misrepresentations of both proposals. Live Nation has assembled an award-winning team of architects and preservationists — backed by Live Nation capital — that will put an end to the Nederlander legacy of deferred maintenance and elevate the Greek Theatre experience to one every Angeleno will be proud of. We respectfully urge the Commission to adopt the staff recommendation and move this item forward to the City Council as soon as possible. As detailed in the discussion below, Nederlander-AEG's contentions should be rejected for the following reasons: • Live Nation offered the superior financial proposal. • Live Nation proposes a vision for the Greek Theatre unmatched by Nederlander-AEG. • Live Nation's Greek Theatre Community Trust is a benefit above and beyond Live Nation's required Community Partnership Plan.

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October 21,2014 Page 3

• Nederlander-AEG's food and beverage proposal relied on photographs from Live Nation's culinary partner, Patina Group; only Live Nation's team has the experience and capability to transform the Greek's existing concessions. • Live Nation's preventative maintenance plan met all RFP requirements, and after a valid "apples-to-apples" comparison, was appropriately found to be superior by the Evaluation Panel based on multiple factors. • The Evaluation Panel correctly read, and evaluated, Nederlander-AEG's proposed landscaping plan. • RAP and the RFP process are fully complying with the requirements of the California Environmental Quality Act("CEQA"). • Nederlander-AEG's insinuation that providing tickets to Greek Theatre Advisory Committee Members would be illegal is not supported by any evidence. • Nederlander-AEG's myriad other objections are all completely unfounded, and represent desperate attempts to discredit Live Nation's superior proposal. A.

Live Nation Offered the Superior Financial Proposal. 1.

Nederlander-AEG Continues to Misrepresent the Total Guaranteed Revenue.

Nederlander-AEG has mounted most of its protest around the argument that its proposal provides more guaranteed revenue share. Never mind that Live Nation's proposal provides approximately $30 million more guaranteed revenue overall. Never mind that the Financial Proposal section of the RFP is actually comprised of three components:(1)"Strategic Plan and Direction"(50 points);"Level of Revenue Sharing"(50 points); and "Level of Capital Investment"(50 points) and never mind that Live Nation's proposal was so superior across the board — including in all the other financial categories — that even if Live Nation had scored zero points out of 50 for "Level of Revenue Sharing," it still would have outscored NederlanderAEG's proposal. Live Nation's minimum guarantees are in fact overwhelmingly higher, which explains, in part, why Live Nation received higher scores for Strategic Plan and Direction and Level of Capital Investment. Nederlander-AEG conveniently ignores the additional guaranteed revenue offered by Live Nation in the form of:(1)the Guaranteed Community Trust;(2) the Guaranteed Capital Improvements; and (3)the Guaranteed Penalties for every show below 70. As the matrix below demonstrates, whether one treats the concession as a 10-year or 20-year contract, Live Nation's minimum guarantees are consistently higher — and not just by a small margin. Live

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October 21,2014 Page 4 Nation's proposal guarantees approximately $13 million more total revenue to the City at the 10year mark and $30 million more total revenue to the City at the 20-year mark. MINIMUM GUARANTEES — THE FULL PICTURE

Minimum Revenue Share Guaranteed Capital Improvements Nederlander Total Minimum Revenue Share Guaranteed Community Trust Guaranteed Capital Improvements Guaranteed Penalty Payments Live Nation Total

Years 1-10 Years 11-20 NEDERLANDER-AEG $36,250,000 $41,250,000 $0 $18,746,000

Total $77,500,000 $18,746,000

$54,996,000 $41,250,000 NATION LIVE $30,000,000 $30,000,000 $3,000,000 $3,000,000 $15,000,000 $25,000,000

$96,246,000

$10,000,000

$10,000,000

$20,000,000

$68,000,000

$58,000,000

$126,000,000

$60,000,000 $6,000,000 $40,000,000

The above numbers are the reason that Nederlander-AEG has tried so hard to focus only on the minimum revenue share, and not all the other guaranteed revenue streams in Live Nation's proposal. Likewise, it is the reason Nederlander-AEG's correspondence on the financials has been so intentionally jumbled; placing all the guaranteed revenue in one easy-to-read matrix demonstrates the true contrast between the proposals. Importantly, Live Nation's proposal also guarantees more total revenue at the 10- and 20-year marks even if one does not include the last row of Live Nation revenue from penalty payments — by approximately $3 million and $20 million, respectively. While Live Nation does not need to include the penalty payments to come out ahead, it is important that the full revenue picture be provided — something that. Nederlander-AEG has consistently failed to do. Accordingly, we provide an explanation here as to why the penalty payments should be included in evaluating the total minimum guarantee. As you know, both proposals offer to pay the guaranteed minimum revenue share or a certain percentage of total revenue, whichever is higher. The percentage of total revenue share is estimated based on the pro forma submitted by Nederlander-AEG and Live Nation. A careful review of the two proposals indicates that while Nederlander's pro forma projections are based on an unrealistic, never-achieved, and non-guaranteed total of up to 80 shows a year. Live Nation's pro forma Per its proposal, Live Nation will pay the City an additional $1 million per year if it programs only 50 shows per year, which is Nederlander-AEG's guaranteed amount of shows per year ($50,000 x 20 41,000,000). If Live Nation produced 56 shows per year (the historic average at the Greek Theatre for the past 10 years), it would pay the City $700,000 per year($50,000 x 14 = $700,000)in addition to the minimum rent.

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October 21,2014 Page 5 projections are based on a total of 70 guaranteed shows a year.2 What this means is that the pro forma projections in Live Nation's proposal are conservative, rather than aspirational, because they are based on 70 shows that Live Nation has guaranteed. In other words,it is extremely likely that, under Live Nation, RAP will receive the higher percentage of total revenue — not the minimum. Nederlander-AEG, whose pro forma is based on up to 80 shows a year, on the other hand, has only guaranteed 50 shows in its proposal, and has produced an average of56 shows a year over the last 10 years. If Nederlander was confident in its projections, it would have guaranteed more than 50 events. The fact that it has partnered with AEG, which has two similarly sized competing venues(Nokia Theatre and the Shrine Auditorium), also make it more likely than not that Nederlander-AEG would pay the minimum revenue share over the life of the contract — not the higher revenue share — because AEG would produce its best shows at these venues where it would not have to share revenue with the City. Having explained the pro forma, it then becomes easier to understand that Live Nation would most likely only be in a minimum revenue share situation if it were to put on less than the 70 shows in its pro forma. Because Live Nation's proposal offers the City a penalty payment of $50,000 per show for every show below 70, Live Nation's minimum revenue share cannot be viewed in a vacuum,but rather in conjunction with those penalties. Thus, if Live Nation were to produce the 50 shows per year that Nederlander-AEG is guaranteeing, then Live Nation would pay the City an extra $1 million every year on top of the guaranteed revenue share. Alternatively, if Live Nation produced 56 shows per year (the historic average at the Greek Theatre), it would pay the City $700,000 per year in addition to the minimum revenue share. Again, Live Nation's proposal provides more guaranteed revenue even without taking the penalties into account. However, once the penalties are accounted for, the differences between the two proposals are actually quite astounding. 2.

Live Nation's Proposal Also Delivered the Higher Pro Forma Revenue Share.

Interestingly enough,the one non-technical comment Nederlander-AEG made on the draft RFP in its letter to RAP dated May 15, 2014, had to do with its then-concern that "to allow for a more objective review and to protect the Department against an award based on artificiallyinflated revenue projections, financial scores should reflect the amount of money that a proposer guarantees it will pay to the City." (See Exhibit A.) RAP ultimately struck a middle ground by evaluating both the minimum guarantees and the pro forma revenue share. Ironically, however, now that the evaluations have been completed and Live Nation and Nederlander-AEG proposed to share 8 percent and 10 percent of revenue, respectively, Nederlander no longer has any concerns about inflated revenue projections and takes the position that its proposal is "objectively" superior merely because of the higher percentage revenue share. In reality, nothing could be further from the truth. Live Nation has a proven track record of delivering this number of shows as evidenced by its operation of the Gibson Amphitheater (a venue of almost the same exact size as the Greek Theatre) before its closing in 2013.

2

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October 21,2014 Page 6 As a threshold matter, Live Nation offered 8 percent to strike a balance with its whopping $40 million capital investment in the Greek Theatre(more than twice as much as NederlanderAEG). That alone tips the scales in favor of Live Nation's total contribution. Furthermore, as the number one concert promoter in the world,Live Nation also has little doubt that an 8 percent revenue share, coupled with Live Nation's capital and programming improvements, will result in greater total dollars for RAP than a higher percentage of lower revenue from a company with a much smaller local, regional, and national amphitheater portfolio such as Nederlander. As the world's Number One Promoter on Pollstar's annual Top 100 Worldwide Promoter List, Live Nation has unparalleled access to top-tier talent that will drive attendance and improve the quality of shows in ways that have not been possible in the past. Moreover, unlike Nederlander's partner, AEG,Live Nation does not operate competing similarly-sized facilities in the Los Angeles market. This fact alone allows Live Nation to focus all its attention and resources on maximizing the programming and revenue of the Greek Theatre, rather than divert the most profitable shows to Nokia Theatre and Shrine Auditorium where revenue does not have to be shared with the City. Live Nation's global stature and its lack of competing facilities are two common sense reasons why Live Nation would deliver higher total revenue than Nederlander-AEG. However, upon carefully reviewing Nederlander-AEG's pro forma,one truly sees how inflated the Nederlander-AEG proposal revenue projections are. As previously stated, Nederlander-AEG bases its revenue projections on producing up to 80 shows a year, despite only guaranteeing 50 and having a historic average of 56 shows a year, These unguaranteed and completely unrealistic numbers render Nederlander-AEG's pro forma completely useless as a realistic forecasting model. PRO FORMA REVENUE SHARE — THE FULL PICTURE Capital Improvements

Total

Netlerlander-AEG $42,488,158 $55,284,808

$18,746,000

$116,518,966

$41,282,582

$18,746,000

$91.912,883

Live Nation, $36,488,570 $47,290,595

$40,000,000

$123,779,165

Years I- 10

Nederlander-AEG Pro Forma(Up to 80 Shows/Year) . Nederlander-AEG Adjusted Pro Forma(56 Show Historic Average) Live Nation Pro Forma(70 Shows/Year Guaranteed)3 .

$31,884,301

Years 11-20

1 Includes $6 million of guaranteed funding over 20 years for the Greek Theatre Community Trust.

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October 21,2014 Page 7 As the above matrix indicates, and as the Evaluation Panel and RAP found, Live Nation delivers higher total revenue based on the pro forma projections even if Nederlander-AEG's pro forma is taken at face value. Once Nederlander-AEG's pro forma is adjusted to account for Nederlander's 10-year historic average of 56 shows a year, however, the delta between the two proposals becomes much more stark — Live Nation delivers approximately $32 million more revenue over the life of the contract. 3.

Live Nation Has Committed to Paying the Minimum Revenue Share; It is Nederlander That Has Continuously Sought to Avoid Paying RAP the Minimum Rent and Contractual Penalties Under its Existing Contract.

Nederlander-AEG seeks to cast aspersions on Live Nation's financial proposal by arguing that the company's minimum revenue share is not,in fact, guaranteed. This argument finds no support in Live Nation's proposal. Yesterday, Nederlander-AEG attorneys submitted yet another letter on this topic, this time asserting for the first time that staff should have rejected Live Nation's bid altogether. These claims are complete fabrications. In its Financial Projections and Planning submittal, Live Nation identified both the RFP's required minimum revenue share of $1,750,000 and Live Nation's minimum revenue share of $3,000,000 starting in 2016. (Live Nation proposal, p. 333.) In a separate section of its response that did not change the Financial Proposal — under the Concession Improvement Plan section (Live Nation proposal, p. 378)— Live Nation included boilerplate language4 that could serve as the basis for future discussions with the Board on components of the rent, such as the minimum show penalties, should there be construction delays; in no way did this language change the revenue share component spelled out in another section of the Financial Proposal, especially since the RFP stated that revenue share had to remain constant: Apart from the fact that the revenue share section in the Financial Proposal remained unmodified,the cited language

4

Nederlander-AEG points to the following boilerplate language in Live Nation's proposal: If, after using good faith commercially reasonable efforts, Live Nation is unable either to commence proposed operations with the Required Projects in place or otherwise commence operations contemplated by this response because of any legal challenges or lack of permits and approvals being issued that materially impact Live Nation's proposal, then Live Nation will require a rent abatement commensurate with the estimated loss of revenue resulting from such matters and the inability to complete the Required Projects or operate at the contemplated operation level.

Nowhere does the above paragraph state that Live Nation will not pay the minimum revenue share. This language was placed into Live Nation's proposal to signal that Live Nation would confer with RAP about rent components — just as Nederlander has for decades — if there were significant delays due to matters outside of Live Nation's control. Any reduction would ultimately be at the discretion of the Board, and as the General Manager of RAP told the Board at the last hearing, none of this language will be inserted into the Concession Agreement.

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October 21, 2014 Page 8 could not modify Live Nation's proposal in any meaningful way since any potential abatements would have to be approved by the Board. Interestingly, the reason Nederlander-AEG may have conceived the idea that Live Nation may not pay the minimum revenue share is that Nederlander consistently sought to avoid its contractual obligations to RAP throughout the life of its contract at the Greek Theatre. What is particularly remarkable about Nederlander's requests is that it has asked for abatements for reasons completely of its own doing. For example, only five weeks after being awarded the Greek Theatre concession in 2001, Nederlander requested that its annual minimum revenue share guarantee of $1.2 million, and its performance guarantee of $15 million, be subject to a pro rata reduction based on the number of days that Nederlander was prevented from putting on shows due to construction of the required capital improvements. (See Exhibit B.) RAP staff recommended denial of these specific requests, and the Board concurred. (Board Minutes, December 13, 2001.) Two months later, however, Nederlander brought a similar request back to the Board, proposing to add qualifying language to the agreement's performance guarantee and liquidated damages provisions that would require RAP to meet and confer with Nederlander if construction of the capital improvements was delayed. (See Exhibit C.) This time the Board approved Nederlander's requested changes. Indeed, throughout the course of its operation of the Greek Theatre, Nederlander's continued failure has caused it to request and receive one rent abatement after another.5 As the saying goes, those that live in glass houses shouldn't throw stones. The only reason that Nederlander-AEG could think of such an absurd argument — that Live Nation's proposal does not guarantee the minimum revenue share — is that seeking to avoid minimum rent and penalties has been part of Nederlander's playbook at the Greek Theatre for decades. It is also important to note that in its interview with Live Nation, the independent Evaluation Panel addressed the rent abatement language in order to clarify any potential inconsistency, and the General Manager informed the Board that the contract would enforce the terms of the RFP. Live Nation also clarified at the interview that it would pay the minimum revenue share irrespective of any construction delays. These clarifications made it clear that Live Nation's response was fully consistent with the RFP. Moreover, even if there had been an From 2009 to 2011, when Nederlander's revenues fell short of the required performance guarantee, Nederlander requested that the Board completely, or partially, waive its contractual penalty payments, claiming that the revenue shortfalls were attributed to the arrival of the Nokia Theatre, the current economic environment, and the downturn in the concert touring industry. (See Exhibit N.) In justifying its request for this significantly reduced penalty payment, Nederlander argued that it had made significant contributions of in-kind services to RAP and the City, including assumption of costs for traffic operations originally provided at no cost by the City's transportation department, and non-required capital improvements such as a new bar, and a sound monitoring system to ensure compliance with applicable noise regulations. (Id.) However, these expenditures by Nederlander either directly benefit Nederlander (e.g., the traffic operation costs are necessary in order to ensure that patrons can easily arrive at, and spend money at, the venue; and a new bar provides additional concession revenue to Nederlander) or, in the case of the sound monitoring system, are required to comply with the terms of the concession agreement.

5

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October 21, 2014 Page 9 inconsistency, the City Charter, as quoted in the RFP(RFP, p. 37), reserves to the City the right to "waive any informality in the bid or proposal when to do so would be to the advantage of the City." Having clarified what Live Nation meant by that language, and understanding that RAP would not allow such language to be inserted into the Concession Agreement anyway, the Evaluation Panel rightfully disposed of the'matter as a non-issue. Finally, the fact that Nederlander-AEG's counsel would quote and attach Live Nation's statement accepting the terms and conditions of the RFP points to extreme desperation. Mr. Rapino's Acknowledgment and Acceptance states that "[o]n behalf of Live Nation, I acknowledge and accept the terms and conditions set forth in Request for Proposals(CON-M14001)for the Operations and Maintenance of the Greek Theatre Concession." Only a desperate bidder could see such straightforward language and jump to the conclusion that Live Nation was taking exceptions to the RFP. The language says the exact opposite. 4.

RAP Properly Considered the Superior Value of Live Nation's 20-Year Capital Improvement Program.

Nederlander-AEG failed to offer any capital expenditures beyond the first two years of the Concession Agreement in its proposal. In contrast, Live Nation's proposal was extensive, covering $40 million worth ofimprovements over a 20-year timeframe. Now that Live Nation's proposed improvement plan has been judged superior, Nederlander-AEG is trying to have Live Nation penalized for presenting a long-term, thoughtful vision for the Greek Theatre, while simultaneously trying to modify its own proposal to assume future theoretical improvements it could have, but failed to propose. Nederlander-AEG was free to propose an improvement program that went beyond the first two years, but consciously chose not to. It's too late for it to do so now. The RFP covers a 20-year period, with an initial 10-year term and two 5-year options, and the two proposals were appropriately evaluated based on the vision Live Nation and Nederlander-AEG presented for this 20-year period. As pointed out by staff at the October 9, 2014 hearing: All the pro forma, all of the capital investment, the strategic approach, and all of the objectives were set for the 20 year period. So the pro forma numbers that you see in front of you is for 20 years, and that was scored that way. So the capital investment is for 20 years, and it was scored that way as well. So it's very consistent. (Agnes Ko, October 9, 2014 hearing) Nederlander-AEG's claim that they weren't expected to consider a 20-year improvement plan makes little sense in light of the 20-year pro forma that was required by the RFP and provided by Nederlander-AEG. Nederlander-AEG, on the one hand, presents a pro forma that is supposed to accurately describe expected revenues, costs, and expenses over a 20-year period, yet simultaneously claims that it wasn't reasonably expected to consider improvements from

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October 21,2014 Page 10 years 11 to 20. Nederlander-AEG necessarily had to consider improvements over the full 20year term in order to produce an accurate pro forma. In fact, that Nederlander would not put any capital into the Greek Theatre after two years, essentially allowing the facility to deteriorate for the next 18 years, is captured quite accurately in its pro forma — by its plans to spend $655,000 on "deferred maintenance." (See Exhibit D.) Even if Nederlander-AEG thought the RFP only expected improvements over the first 10 years, it is clear that all proposals were free to go above and beyond the minimum requirements presented in the RFP, and that the Evaluation Panel could score proposals higher based on a more expansive vision. The RFP states that the chosen bid would have "the greatest ability to implement a concession program that will meet or exceed the[RFP]objectives," and that proposers were "encouraged to present sound, practical, innovative and sustainable ideas to provide a first class, high-quality venue[.]" (RFP, pp. 1,14)(emphasis added.) NederlanderAEG's proposed capital improvement ideas for the Greek Theatre were not limited by the RFP as they suggest, and they were free to present a capital improvement program as expansive as their vision. They did not, and now they are asking RAP to penalize Live Nation for its forwardthinking proposal. At the same time, Nederlander-AEG appears to be trying to modify its own proposal by adding potential improvements after year 10. Counsel for Nederlander-AEG implies that the Evaluation Panel and the Board Report misunderstood Nederlander-AEG's capital expenditure commitment over the life of the Concession Agreement because Nederlander-AEG "never said that it would not commit additional capital expenditures in order to obtain the option." (Letter from Andrew Kugler, to Sylvia Patsaouras, President, Board of Recreation and Park Commissioners, October 8,2014, p. 10.) However, in contrast to Nederlander-AEG's theoretical future improvements, Live Nation's commitment is clear and unambiguous — $25 million in capital improvements in the first two years, with $15 million to follow over the last 10 years. Additionally, based on its history at the Greek Theatre, it is doubtful that Nederlander would actually offer any additional improvements after the initial term. As noted in our prior letter, key elements of Nederlander-AEG's current capital improvement proposal — such as its plan to bring back the old Greek columns and remove the 1950s roof — were also key elements of Nederlander's proposal in 2001, but were never implemented. Instead of renovations and upgrades that Nederlander could have implemented over its tenure, the Greek Theatre has been left in a slow state of steady disrepair. While Nederlander now claims that it would "of course" do additional capital improvements not required by the base contract of 10 years, today the facility is non-ADA compliant and Live Nation's structural engineer, Miyamoto International, the structural engineer for the LAX Theme Building reinforcement project, the Hollywood Bowl, and the Griffith Observatory(among others), has warned that the Greek's terraces are in danger of collapsing in an earthquake. Nederlander's track record provides no assurances that voluntary improvements would be forthcoming. It has profited from, and taken credit for, the Greek Theatre's amazing natural setting and facility, without significant capital investment for decades.

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October 21,2014 Page 11 The accolades that have gone to the Greek Theatre belong to the citizens of Los Angeles. They own the Greek Theatre, not a company that has failed to provide basic stewardship of a City jewel. Finally, while Nederlander-AEG claims a misunderstanding regarding the improvement program time frame requested in the RFP, they had ample opportunity to get clarity from RAP staff. Before the RFP release date, RAP staff presented the draft RFP on May 2, 2014, and held public comment on May 16, 2014 to gather input and address questions or concerns on the draft RFP. After the RFP release date, proposers were required to attend a mandatory pre-proposal conference and had the opportunity to submit questions to staff regarding the RFP process and contents, and staff provided readily available responses to questions on the Department website. (See RFP Proposer Conference Presentation, June 17, 2014.) No less than four series of "Questions & Answers" covering 72 submitted questions were published by staff from June 16, 2014 to August 7, 2014, clarifying doubts and answering a wide variety of questions regarding the RFP requirements. Any Nederlander-AEG questions regarding the term for proposed improvements could have been raised during that time. Even looking at just the initial 10-year term, as Nederlander-AEG requests, Live Nation's proposal beats Nederlander-AEG's proposal by $7 million in capital improvements. This does not even account for a slew of questionable components in their capital improvement budget, such as the inclusion of assets that they own and that are already at the Greek Theatre. There is no question that Live Nation's proposal on this subject is superior. B.

Live Nation Proposes a Vision for the Greek Theatre Unmatched by NederlanderAEG.

The two proposal concepts for "Approach to Concession Improvements" come down to one key difference. Live Nation, together with Rios Clementi Hale, is proposing a transformative vision for the Greek Theatre that would restore its historic glory while allowing it to flourish as a modern concert venue. Nederlander-AEG is proposing a continuation of the same kind of minor repairs and superficial refurbishments that have resulted in today's degraded conditions. Live Nation's investment would allow for the thoughtful restoration of the Greek Theatre, headed by the internationally renowned design team of Rios Clementi Hale Studios, with the historic preservation expertise and consultation of Page & Turnbull. Rios Clementi Hale was responsible for the $56 million redesign of Grand Park, which resurrected a dormant, underutilized plaza and transformed it into a truly extraordinary, urban gathering space that now serves as the heart of civic activity in downtown Los Angeles. Rios Clementi Hale proposes the same type of transformative experience for the Greek Theatre, as shown in the renderings enclosed as Exhibit E.

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October 21,2014 Page 12 In addition to its incredible work on Grand Park, Rios Clementi Hale also led the $30 million redesign of the historic Mark Taper Forum, and extensive improvements to the Hollywood Bowl's facilities, which allowed the Bowl to feature the world-class culinary artistry provided by Joachim Splichal of the Patina Group — artistry which Live Nation also proposes to feature at the Greek Theatre. We have enclosed as Exhibit F a letter from Rios Clementi Hale which details the firm's extensive experience revitalizing public spaces and historic venues, and its vision for the Greek Theatre. Live Nation's capital investment strategy also underscores its commitment to responsible stewardship and care for the Greek Theatre, including its thoughtful preservation approach and collaboration with Page & Turnbull in order to restore the long-hidden historic features of the Greek Theatre. Of particular note, should the floating canopy design be approved, it will allow the entire historic building to be seen and experienced for the first time since the mid-1940s. Not only does the floating canopy design, with its minimal connection to the historic structure, provide a true homage to the historic structure, the overall design aesthetic is intended to clearly differentiate the historic portion of the Greek Theatre from the new addition as required by the Secretary of the Interior's Standards for the Treatment of Historic Properties. Attached as Exhibit G is a letter from Page & Turnbull discussing the conceptual improvements in greater detail, as well as their consistency with the Secretary of the Interior's Standards for the Treatment of Historic Properties. The Greek Theatre is a vital cultural, historic, and architectural landmark that belongs to the public and has been neglected by Nederlander for too long. The venue has never benefitted from significant renovation or rehabilitation under the management of Nederlander, and in contrast to Live Nation's vision for the future of the Greek Theatre, Nederlander-AEG proposes improvements that would merely prolong the need for substantive repairs and rehabilitation. Nederlander-AEG has even acknowledged its lackluster approach, characterizing its proposal as a superficial "facelift" of the facilities. Nederlander's General Manager of the Greek Theatre said this about its proposal on National Public Radio recently: "You know it's funny — the Greek Theatre is kind of like your favorite grandmother...she is 85 years old she — maybe she needs a facelift...[Nut at the end of the day, you still want to know and recognize your grandma." (Rena Wasserman,Interview with Larry Mantle, AirTalk, October 15,2014.) Indeed, NederlanderAEG's proposal contemplates temporary fixes to the glaring disrepair and neglect that has long been evident throughout the facilities. We believe the Greek Theatre deserves more. History and experience have shown that the type of investment proposed by Live Nation can produce transformative results, turning previously underperforming public spaces into true jewels of the community. Live Nation's proposed $40 million capital investment strategy not only outspends Nederlander-AEG and exceeds the minimum qualifications under the RFP, but also presents a grand vision for the Greek Theatre that is worthy of this iconic venue.

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October 21, 2014 Page 13 C.

Live Nation's Greek Theatre Community Trust Is a Benefit Above and Beyond Live Nation's Required Community Partnership Plan.

Nederlander-AEG contends that Live Nation's proposed Greek Theatre Community Trust ("Community Trust") was improperly credited as a financial commitment to RAP. In making this claim, Nederlander-AEG argues that it is proposing to spend money for its required Community Partnership Plan and that it should have been counted when determining Nederlander-AEG's financial commitments. Nederlander-AEG's argument is premised on a fundamental misrepresentation of Live Nation's Community Trust. The Community Trust, to which Live Nation will allocate a minimum of $300,000 dollars annually, is a financial commitment to fund a newly created trust to create new programs and improvements to benefit the Greek Theatre and the greater community. (Live Nation proposal, p. 624.) This trust will be comprised of funds contributed by Live Nation to be spent by the trust — not spent by Live Nation. This is an important distinction, and is what separates the Community Trust from the other expenditures incurred by Live Nation in relation to the remainder of its Community Partnership Plan. In addition, the Community Trust will be established in conjunction with the Department, will be organized as a business trust, and will be governed by a written trust agreement. (Live Nation proposal, p. 624.) Live Nation's proposal specifically outlines the functions of the trust, including(1)to create special programming at the Greek Theatre for underserved and culturally diverse communities, and (2)to improve community outreach and response. Moreover, as was stated at the Commission's October 9, 2014 meeting, the Concession Agreement between RAP and Live Nation, should one be finalized, will specifically define the parameters of the Community Trust and the type and level of RAP oversight and control. Nederlander-AEG claims that if Live Nation received scoring credit for the guaranteed financial component of the Community Trust, then Nederlander-AEG should have received credit from the Evaluation Panel for its commitment to fund various ongoing community programs which, it claims, will be equivalent to approximately $9 million over 20 years.6 However, this claim ignores the fact that Live Nation,just like Nederlander-AEG, has proposed its own specific community programs as part of its Community Partnership Plan, and will not only continue the same community outreach and benefit programs that Nederlander has been doing for years, but will also develop significant new programs intended to facilitate greater community involvement. The Community Trust is in addition to Live Nation's Community Partnership Plan.

6

Again, Nederlander-AEG conveniently understands the concession agreement to run for 20 years when it might be of benefit (i.e., in relation to the total estimated valuation of its Community Partnership Plan expenditures), but then insists that the concession only runs for 10 years when it wishes to attack the Evaluation Panel's scoring of its capital improvements plan.

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October 21, 2014 Page 14 For instance, apart from the Community Trust, Live Nation will develop an enhanced communications plan regarding the Greek for the surrounding Griffith Park community, as well as other City communities; establish enhanced transportation options for residents within five miles of the venue; create a ticket pre-sale program for neighborhood residents; establish a stateof-the-art sound level reporting and monitoring program; create a new trash pickup program; and provide a new shuttle to alleviate traffic problems. (Live Nation proposal, pp. 613-620.) Live Nation also proposes to establish the Greek Theatre.Community.Engagement Council, the purpose of which is to gain a greater and more detailed understanding of the surrounding community and its cultural interests. (Live Nation proposal, p. 624.) In addition, Live Nation will provide an extensive complimentary ticket program for low-income community members, undertake additional outreach opportunities to the disabled community, develop an educational outreach program to introduce at-risk and school-aged children to the performing arts, and work with Hollywood Cinema Production Resources to enable underserved individuals to start their entertainment careers. (Live Nation proposal, p. 625.) The above components of Live Nation's Community Partnership Plan will not be paid for by the Community Trust, which is separately funded, but rather will be borne by Live Nation. The Community Trust is separate from,and in addition to, all of the above components of Live Nation's Community Partnership Plan. If one looks at the wide array of community programs to be implemented by Live Nation, excluding the Community Trust, the dollar value of those programs would amount to $10.5 million dollars over 20 years. Thus, Live Nation's Community Partnership Plan, exclusive of the new Community Trust, is worth more than NederlanderAEG's($10.5 million for Live Nation,$9 million for Nederlander-AEG). When one accounts for Live Nation's new Community Trust, that difference becomes even more stark ($16.5 million for Live Nation,$9 million for Nederlander-AEG). Finally, Nederlander-AEG also takes issue with the fact that the Community Trust is to be funded by premium ticket purchases. This is curious given that all revenue derived from programming at the Greek Theatre comes from ticket sales. AEG's AXS Premium ticketing service, for instance, conducts market research to price premium inventory to capture more revenue. (Nederlander-AEG proposal, p. 395.) Does Nederlander-AEG likewise take offense to the sale of premium seats for purposes of generating revenue for Nederlander-AEG? Here, at least, a portion of Live Nation's premium ticket revenue is allocated to a trust intended to provide underprivileged children access to the arts. D.

Nederlander's Food and Beverage Proposal Relied on Photographs from Live Nation's Culinary Partner,Patina Group,Demonstrating that Nederlander Lacks the Experience and Capability to Deliver any Meaningful Change to the Greek's Existing Concessions.

Live Nation and its culinary partner, Patina Group, were recently surprised to learn that the Nederlander-AEG proposal relied on at least six photographs of Patina Group operations to demonstrate Nederlander's proposed concept for food and beverage operations at the Greek

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October 21, 2014 Page 15 Theatre. (See Exhibit H.) Specifically, the Nederlander-AEG proposal used six photographs from the Los Angeles Music Center, Hollywood Bowl Market Café, and AT&T Market Café — all of them Patina Group operations. (Live Nation's partner, Patina Group, provides food and beverage service at Walt Disney Concert Hall, the Los Angeles County Museum of Art, the Hollywood Bowl, and a number of other cultural institutions.) Nederlander-AEG did not seek permission to use Patina Group facilities, nor did it disclose that it was using photographs of concepts from Live Nation's partner for the Greek Theatre. Nederlander-AEG's usurping of food and beverage concepts from Live Nation's partner for its proposal demonstrates that it has no concepts of its own that it can turn to, and calls into question whether Nederlander-AEG could actually revamp food and beverage offerings at the Greek. For its proposal, Nederlander-AEG selected "Sprout" as its food and beverage provider, a company that, although helmed by a successful restaurateur, has no experience operating a food and beverage operation at a performing arts venue. Obviously, if Sprout had any experience in this area, then Nederlander-AEG would not have had to use photographs from operations of Live Nation's concessionaire. Just as Nederlander promised a historic rehabilitation of the facility when it bid in 2001 and subsequently reneged, Nederlander has had forty years to improve the food and beverage offerings at the Greek Theatre, yet the menu continues to be dominated by carnival food, with offerings limited to items such as hot dogs, chicken tenders and funnel cake. Through Live Nation's partner, Patina Group,the Hollywood Bowl has raised the standard for food and beverage concessions at music venues(with items such as salads, wine and cheese, sushi, steak, salmon bowls, artisan burgers and sandwiches, risotto fritters, pastas, etc.).(See Exhibit I.) All of this was done without an RFP for a new operator, which begs the question: What has Nederlander been waiting for? Ultimately, had the Evaluation Panel known that Nederlander-AEG was actually copying facilities designed and operated by Live Nation's concessionaire, there is no way that Nederlander would have received 45 out of 60 available points for "Approach to Potential Concession Improvements" and 34 out of 35 points for "Food and Beverage Plan." Without question, Live Nation's proposal, with Patina Group at the helm, together with such other Los Angeles icons as Chef Nobu Matsuhisa and Café Gratitude, was the only proposal that was honest and can truly transform the Greek Theatre's current lackluster offerings. E.

Live Nation's Preventative Maintenance Plan Met All RFP Requirements, and After a Valid Apples-to-Apples Comparison, Was Appropriately Found to be Superior by the Evaluation Panel Based on Multiple Factors.

In yet another attempt to undermine the Evaluation Panel's conclusions, NederlanderAEG contends that the scores issued for the RFP's "Approach to Preventative Maintenance" category were improperly determined. Raising this particular claim at the last minute was simply another delaying tactic without merit. Nederlander-AEG contends that Live Nation's preventative maintenance expenditure was higher because it improperly included costs that are, in the opinion of Nederlander-AEG, appropriately categorized as routine maintenance, not

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October 21,2014 Page 16 preventative maintenance. This argument is erroneous, and not supported by any evidence in Live Nation's proposal. First, it is important to note that the total preventative maintenance expenditure was not the sole factor considered by the Evaluation Panel when scoring the "Approach to Preventative Maintenance" category. Instead, the Evaluation Panel assessed the quality and comprehensiveness of the proposer's individual Preventative Maintenance Plan, as well as the proposer's overall approach to preventative maintenance at the Greek — it did not simply look at the dollar amount each proposer allocated to preventative maintenance as a pro forma line item. Specifically, RFP Section 2.2.3 states that the proposers shall provide "a specific plan with supporting report forms to provide andfund any necessary repairs and maintenance, preventative maintenance, improvements, replacement of useful life, or upgrades...." (RFP, p. 24)(emphasis added.) The Evaluation Panel found Live Nation's approach to preventative maintenance to be far superior to Nederlander-AEG's due in large part to the comprehensive detail it contained, not just the higher expenditure amount. In fact,four of the Evaluation Panel's five summary comments regarding preventative maintenance discussed the superior detail and quality of Live Nation's Preventative Maintenance Plan, finding that it "was extremely comprehensive,""provided details on how improvements would be handled following construction and how the venue would be maintained in and out of season,""included delineating clear responsibilities as to roles for maintaining the facility," and that its "approach to landscaping and maintaining the grounds was significantly stronger [than Nederlander-AEG's]." (Evaluation Panel Summary, pp. 1-2.) Only one of these five summary comments focused on Live Nation's higher preventative maintenance expenditure, but that is the one comment that Nederlander-AEG is now attacking, claiming that a higher dollar figure is the sole reason that Live Nation was awarded 13 more points in this category. In making this argument, Nederlander-AEG is willfully ignoring the wealth of information indicating that it prepared a less detailed, less comprehensive Preventative Maintenance Plan. In making its allegation regarding routine versus preventative maintenance expenditures, Nederlander-AEG claims that the RFP somehow prohibits routine maintenance activities from being discussed or included within a proposer's Preventative Maintenance Plan. To support this argument, Nederlander-AEG simply references four pages from the Sample Concession Agreement attached to the RFP,apparently as evidence that these pages somehow indicate that preventative maintenance is to be thought of as completely distinct from routine maintenance. However, a simple reading of those pages from the Sample Concession Agreement tells another story. Specifically, these pages from the Sample Concessions Agreement explicitly state that the "CONCESSIONAIRE shall be responsible for all necessaryjanitorial duties and damage/maintenance repairs" and that such maintenance shall lollow the Preventative Maintenance Plan shown in CONCESSIONAIRE'S Proposal(Exhibit B)." (Sample Concession Agreement, p. 25)(emphasis added.) The Sample Concession Agreement further provides that the "CONCESSIONAIRE shall, at its own expense in conjunction with the

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October 21,2014 Page 17 Preventative Maintenance Plan section of the CONCESSIONAIRE'S Proposal ... keep and maintain all the interior walls and surfaces of PREMISES" and that "CONCESSIONAIRE'S maintenance duties shall include all sweeping, washing, servicing, repairing, replacing, cleaning, and interior painting that may be required to properly maintain the premises in a safe, clean, operable, and attractive condition." (Sample Concession Agreement, p. 26)(emphasis added.) Clearly, as contemplated by the RFP and Sample Concession Agreement, the required Preventative Maintenance Plan must demonstrate a proposer's commitment to perform both routine and preventative maintenance tasks at the Greek Theatre — it certainly does not require that "routine" maintenance be omitted from a Preventative Maintenance Plan.' However, despite the language in the RFP and Sample Concession Agreement demonstrating the expansive nature of the Preventative Maintenance Plan, Nederlander-AEG is attempting to apply its own exceedingly narrow, and unsupported, interpretation of that language. Furthermore, Nederlander-AEG completely misrepresents the content of Live Nation's Preventative Maintenance Plan, claiming that it contains "improper" maintenance costs such as landscaping supplies and theatre and office cleaning. This allegation is completely baseless; Live Nation's Preventative Maintenance Plan contains no such items. (Live Nation proposal, Preventative Maintenance Plan, pp. 383-384.) Instead, Live Nation allocated landscaping supply costs to its "Supplies" pro forma line, and theatre and office cleaning costs to its "Other Expenses" pro forma line. In fact, Nederlander-AEG's accusation becomes even more specious when one learns that Nederlander-AEG allocated these exact same landscaping supply and theatre and office cleaning costs to its own "Other Expenses" pro forma line item. In addition, all show day cleaning and property maintenance in Live Nation's proposal is allocated to show operating expenses, not the maintenance allocation. As a result of Nederlander-AEG and Live Nation allocating these specific "routine" maintenance costs in the exact same manner,the Evaluation Panel's comparison of the respective Preventative Maintenance Plans was an apples-to-apples comparison. Nederlander-AEG's argument that it should be credited for maintenance-related expenditures that it claims Live Nation received credit for, despite evidence to the contrary, is completely improper, and nothing but a last-minute effort to create doubt as to the validity of the Evaluation Panel's decision, which, again, resoundingly determined that Live Nation's approach to preventative maintenance was superior.

7 This is

a particularly strange argument for Nederlander-AEG to be making because if its interpretation of the RFP and Sample Concession Agreement were correct, and the Preventative Maintenance Plan must exclude those maintenance items that are identified in the Sample Concession Agreement,then Nederlander-AEG failed to comply with the RFP because its Preventative Maintenance Plan specifically includes painting, as well as a number of other maintenance items which could be considered "routine," including finishes, drapery, and site work. (NederlanderAEG proposal, Preventative Maintenance Plan, p. 340). Moreover, Nederlander-AEG's proposal specifically describes its Preventative Maintenance Plan as including "repairs." (Id., p. 284.)

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October 21, 2014 Page 18 Finally, Nederlander-AEG makes an additional unsupported argument that the Evaluation Panel failed to credit Nederlander-AEG for certain "capitalized preventative maintenance" expenditures. Nowhere in Nederlander-AEG's proposal is there any evidence that such expenditures, to the extent that Nederlander-AEG actually intends to make them, are to be treated as annual preventative maintenance costs. To illustrate this fact, one need only look at Nederlander-AEG's pro forma line item "Repairs and Preventative Maintenance," which states: "These expenses are those expenses contained in the requested 'Preventative Maintenance Plan."' (Nederlander-AEG proposal, p. 267.) Consistent with this statement, NederlanderAEG's annual entries for its "Repairs and Preventative Maintenance" pro forma line item exactly match the dollar amounts shown on the first two pages of Nederlander-AEG's Exhibit 2.2.3, which are titled "Preventative Maintenance — Year by Year." However, Nederlander-AEG then provides two additional pages for Exhibit 2.3.3, consisting of a schedule titled "CAP EX," which includes the same preventative maintenance categories and depicts various expenditures being made under these categories over the 20-year pro forma term. But these "CAP EX"expenditures are not reflected anywhere in Nederlander-AEG's proforma. They certainly aren't included in the "Repairs and Preventative Maintenance" pro forma line item, as noted above. Nor does the Nederlander-AEG proposal's financial assumptions section describe these "CAP EX"expenditures as being allocated to any other pro forma line item. That leaves Nederlander-AEG's capital improvements budget as the only other place where these "CAP EX" expenditures could possibly be allocated, but then of course they could not also be credited towards preventative maintenance expenditures. In short, there does not appear to be any credible evidence indicating that these "capitalized preventative maintenance" costs are in fact legitimate expenditures that Nederlander-AEG accounted for in its pro forma, nor is there any evidence supporting Nederlander-AEG's claim that these costs should somehow be counted towards its overall preventative maintenance expenditures. F.

The Evaluation Panel Did Not Err in Evaluating Nederlander-AEG's Proposed Landscaping Plan.

The Evaluation Panel appropriately characterized Nederlander-AEG's landscaping plans, which explicitly identifies recommended trees "to be planted by the City of Los Angeles Forestry Division." (Nederlander-AEG proposal, p. 339.) With such an express proclamation, it is disingenuous for Nederlander-AEG to now argue that the clear language of its own proposal did not explicitly assign this responsibility to the City. Furthermore, the Evaluation Panel's scoring was not solely based on Nederlander-AEG's delegation of tree-planting responsibilities and associated costs to the City. As noted by the Evaluation Panel, Live Nation's "approach to landscaping and maintaining the grounds was significantly stronger and agreed to take responsibility including planting major landscaping and improvements including all grounds and the hillside...." (Evaluation Panel Summary,p. 2)(emphasis added.) This determination regarding the quality of Live Nation's landscaping plan is important given that a substantial portion of the Greek Theatre's existing landscaping and trees

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October 21, 2014 Page 19 is either dead or rapidly dying. To remedy these problems, Live Nation's plan includes removing dozens of dead trees and aggressively replanting the adjacent hillsides with mature California-native trees. (Live Nation proposal, p. 369.) In addition to the hillside re-plantings, Live Nation proposes to plant two new Coast Live Oaks at the south end of the plaza to complement the existing oaks at the north end,thereby creating a majestic stand of trees framing the plaza entrance, and welcoming guests to the Greek. (Id.) Again, this detailed and aesthetically well-conceived landscaping plan was recognized by the Evaluation Panel to be far superior to Nederlander-AEG's, because of many reasons separate and apart from NederlanderAEG's delegation of certain landscaping responsibilities to the City. G.

RAP and the RFP Process Are Fully Complying with the Requirements of CEQA.

Nederlander-AEG claims that an action to award the concession somehow constitutes impermissible "pre-approval" of Live Nation's proposed capital improvement program, in violation of CEQA. This is simply not the case. CEQA provides that "approval" is "the decision by a public agency which commits the agency to a definite course of action in regard to a project intended to be carried out by any person." (Cal. Code Regs. tit. 14, § 15352.) CEQA prohibits an agency from committing itself to a particular project in a way that would effectively preclude consideration of any alternatives or mitigation measures under CEQA,including the alternative of not going forward with the project. (Save Tara v. City of West Hollywood(2008)45 Cal. 4th 116, 132, 138 [quoting Cal. Code Regs., tit. 14, § 15004, subd.(b)(2)(B).].) As a threshold matter, it is disingenuous for Nederlander-AEG to now claim that CEQA analysis is required in advance of an award to Live Nation, as its very own proposal presumed that all CEQA review would occur after execution of the concession agreement. Specifically, in its proposed capital improvements timeline on page 306 of its proposal, Nederlander-AEG shows the contract execution occurring in November, 2014, and then shows"CEQA compliance" commencing in November, 2014 and lasting until November,2015. (Exhibit J.) The disingenuousness of Nederlander-AEG's arguments is remarkable — when it assumes that it will win the concession, it proposes that CEQA review will occur in the future, with absolutely no "pre-approval" concerns at all. However, when Nederlander-AEG is at risk of losing the concession, and realizes that there is no way to bridge the remarkable scoring gap, suddenly it is clamoring for CEQA review and hinting at the possibility of a CEQA lawsuit. This, like all of Nederlander-AEG's other objections, is a blatant attempt to derail the entire RFP process. To be clear, no impermissible "pre-approval" of a project prior to CEQA review has or is proposed to occur here. RAP staff and the RFP have been absolutely clear throughout this process — no capital improvements will be approved or implemented prior to required CEQA review and appropriate approvals from the necessary City agencies. From the RFP: • The Greek Theater is considered historically significant for CEQA purposes and any substantial alteration must "[c]ompl[y] with the California Environmental Quality Act,Public Resources Code Section 21000 et seq." (RFP, p. 5)

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October 21,2014 Page 20

• "...the Greek Theatre is a historically significant contributing element to Griffith Park (HCM LA-942). As such, the selected proposer must obtain the written approval of the Cultural Heritage Commission for any substantial alternations as well as the other agencies mentioned in Section V of this RFP." (RFP, p. 21) • "Award of the contract shall not be deemed approval of the proposed improvements, and all laws, including, but not limited to, those requiring environmental review of projects, must be complied with before the successful proposer will be permitted to make any improvements to the Concession. Proposers will be responsible for securing all permits, insurance, licenses, and other approvals required for the contractually oblig,d improvements." (RFP, p. 23) • "All structural or other improvements,equipment and interior design and decor constructed or installed by CONCESSIONAIRE in the facility areas, including the plans and specifications therefore, shall in all respects conform to and comply with the applicable statutes (including the California Environmental Quality Act), ordinances, building codes, rules and regulations of CITY and such other authorities that may have jurisdiction over the facility areas or CONCESSIONAIRE'S operations therein. The written approval by GENERAL MANAGER of any improvements as provided above shall not constitute a representation or warranty as to such conformity or compliance, but responsibility therefore shall at all times remain in CONCESSIONAIRE." (RFP Exhibit C, p. 31.) Additionally,from General Manager, Mike Shull, at the last public hearing on October 9, 2014: There was a lot of comment at the previous meeting about the fact that [the Greek Theatre] is a historic cultural monument. We know that. We put language in the RFP, very good language about recognizing that fact. Regardless of what happens with whatever proposer, there are substantial improvements that both want to do. Both[are]require[d]to go through the process which includes the California Environmental Quality Act, making sure it meets the Standards of the Secretary ofInterior Guidelinesfor Historic Restoration.... Those improvements will be presented to the Commission, this Commission as well as Cultural Heritage Commission... None ofthat is being bypassed.(emphasis added) RAP could not be more clear that all required CEQA review will be undertaken prior to approval of a capital improvement plan for the Greek Theatre. Furthermore, CEQA review at the appropriate time would be required for either chosen proposal — Nederlander-AEG or Live Nation. Nederlander-AEG's other assertion that the capital improvement program should not be scored unless it is finalized now is also unavailing. As the Evaluation Panel Scoring matrix indicates — unlike other sections of the proposal — this section was not scored as if the plans were

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October 21, 2014 Page 21 final, but rather, was scored based on the proposed vision (i.e.,"Approach to Required Concession Improvements."(Emphasis added.)(See Exhibit K.) The capital improvement program would still need to undergo CEQA review, and based on the findings of that review, the City could choose to approve the proposed improvements, approve the improvements with mitigation, reject the improvements entirely, or in some instances, select other alternatives. In sum,the City would have total discretion to approve, modify, or reject the conceptual improvement plan contemplated in the final Concession Agreement. This would apply equally to Nederlander-AEG's capital improvement proposal should RAP enter into a final Concession Agreement with them. The only difference is that Nederlander-AEG's opinion of when CEQA review may legally be performed depends on whether it is the winning or losing proposer. H.

Nederlander-AEG's Insinuation that Providing Tickets to Greek Theatre Advisory Committee Members Would Be Illegal Is Not Supported By Any Evidence.

Nederlander-AEG also questions whether the allocation of tickets to the Greek Theatre Advisory Committee("GTAC") violates City gift laws. To make this argument, NederlanderAEG mis-cites the RFP, claiming that it "describes the GTAC 'as an arm of the Department. . .'" What the RFP actually says is that the GTAC lunctions as an arm of the Department"(RFP, p. 3)(emphasis added), which is quite different — only RAP retains all City-derived authority regarding the operation and control of the Greek, and the GTAC acts solely as an advisory body to the Department. The notion that GTAC members cannot be provided with tickets to events at the Greek makes little sense. It is beneficial for GTAC,which is comprised of community members and serves as a liaison between the concessionaire, the community, and the Department, to have open access to the Greek Theatre. As it serves in an advisory capacity to the Department, making recommendations(not decisions) regarding programming, operations, maintenance,food concessions, merchandising, traffic control, security, and community relations, providing GTAC members access to the Greek Theatre during the events and cultural programs serves an important purpose. I.

Nederlander-AEG's Other Objections Are All Completely Unfounded.

Near the end of its October 8,2014 letter, Nederlander-AEG's counsel presents a list of other "objective questions" that allegedly represent problems with the RFP process. Each of these "questions" are red herrings, designed to create the impression that inconsistencies and unresolved issues in the RFP process exist. As explained below,each of these "objective questions" are simply unsupported allegations, designed to confuse and delay. 1.

Live Nation Clearly Proposes a Separates Full-Time Community Liaison Position.

Nederlander-AEG contends that Live Nation has combined the positions of General Manager and Community Liaison. The explicit language of Live Nation's proposal could not

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October 21,2014 Page 22 refute this claim any more clearly. First, Live Nation's proposal makes clear in the section titled Community Liaison — in the first sentence of that section no less — that it will "employ a full-time staff member to serve as the Community Liaison" and outlines the specific responsibilities of the position.(Live Nation proposal, p. 623.)(See Exhibit L). The proposal also clearly states that the Community Liaison "will be a dedicated position."(Id.) Nederlander-AEG saw this language because it cited to this page in its letter of October 8, 2014. Instead, and despite multiple other references throughout Live Nation's proposal referring to the Community Liaison as a separate position, Nederlander-AEG chose to fixate on a very small notation of the organizational chart — from a completely separate portion of the proposal — where Rick Merrill is listed as the Greek Theatre's General Manager/Neighborhood Liaison.(See Exhibit M.) Live Nation identified Mr. Merrill's position as both General Manager and Neighborhood Liaison because it believes strongly that all of its venues' general managers are partners and stewards of the surrounding neighborhood. Indeed, as shown on page 425 of Live Nation's proposal, Mr. Merrill's current job title is General Manager/Neighborhood Liaison of the San Manuel Amphitheatre, demonstrating Live Nation's consistent practice of identifying its venue general managers in this fashion. Mr. Merrill is not the full-time Community Liaison for the Greek. Nederlander-AEG jumped to focus on this needle in a haystack even though numerous areas of the proposal made clear that the General Manager was not the same person as the Community Liaison. For instance, Live Nation's proposal explicitly states the following: • "Results should be shared by the General Manager and/or Community Liaison...."(Live Nation proposal, p. 615 (emphasis added).) • "Finally, the Greek Theatre General Manager or Community Liaison will send out electronic updates ...."(Live Nation proposal, p. 616(emphasis added).) • "Live Nation's Community Liaison, General Manager ... and Traffic/Parking Manager will attend each Open House...." (Live Nation proposal, p. 617(emphasis added).) Clearly, this manufactured claim by Nederlander-AEG that Live Nation has somehow combined the positions of General Manager and Community Liaison has no merit. 2.

Live Nation's Proposal Clearly Describes the Parking and Traffic Improvements That Will Be Implemented,Including a Sufficient Number of Parking Attendants.

Nederlander-AEG contends that Live Nation's proposal is somehow inconsistent because its proposed traffic plan recommends employing additional parking attendants and assistants, and the proposal's "Event Activity" section includes a breakdown of required staff, which states that 20"Parking/Traffic(non-police)" staff are required on event nights. Nederlander-AEG alleges that this number is "less than half" the current number of parking attendants provided at shows.

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October 21, 2014 Page 23 As a threshold matter, Nederlander-AEG's letter provides no credible support for its claim that at least 40 parking attendants actually work at the Greek during shows. While Nederlander-AEG's proposal includes a traffic plan for the Greek that purports to show approximately 40 parking attendants working each show (Nederlander-AEG proposal, pp. 156970), during its observation of current event conditions at the Greek, Kimley Horn observed significantly fewer parking attendants at work than Nederlander-AEG's traffic plan represents. (Live Nation proposal, p. 530.) Nederlander-AEG also conveniently ignores the fact that the Kimley-Horn Technical Memorandum prepared for Live Nation clearly states that additional parking attendants should be employed "based upon ticket sale numbers." (Live Nation proposal, p. 542.) Live Nation's breakdown of required staff on event nights is just that — the minimum number of staff that are required to provide event-related services at the Greek. At any venue, as the number of ticket sales for an event increases, the number of venue staff will directly rise as well. Furthermore, the estimated number of parking attendants at each show cannot be considered in isolation, but rather as part of Live Nation's comprehensively updated traffic plan for the Greek that includes numerous traffic improvements to facilitate parking, such as enhanced signage, improved staffing deployment, and greater traffic plan coordination with Griffith Observatory. Finally, Live Nation proposes including the parking fee with the event ticket charge, thus reducing traffic congestion and backup caused by patrons waiting to pay for parking, and also greatly minimizing the number of attendants required to collect fees. Again, one of Nederlander-AEG's "objective questions" proves to be a baseless objection premised on a selective and prejudiced reading of Live Nation's proposal. 3.

Contrary to Nederlander-AEG's Claim, Live Nation's Proposal Never Indicates That Managerial or Community Liaison Staff Would be Off Site.

Nederlander-AEG absurdly questions whether there will be any office space for managerial or community liaison staff present at the Greek during non-show times, because Live Nation is proposing to relocate and reconfigure some of the Greek's existing office areas. The simple answer is yes — of course Live Nation's plans include office space for on-site staff. The Community Liaison, for example, will "establish regular office hours," will be available to GTAC members "on an as-needed basis," and will have a "direct office line" to ensure an open line of-communication with the community. (Live Nation proposal, p. 623.) One need only look at the "Preventative Maintenance" section of Nederlander-AEG's own letter to answer their claim that Live Nation will not have office space at the Greek Theatre: "Live Nation's preventative maintenance spend was higher only because Live Nation improperly included routine maintenance costs in violation of the RFP,including costs associated with pest control, landscaping supplies and theatre and office cleaning."(Letter from Andrew T. Kugler, to Sylvia Patsaouras, President, Board of Recreation and Park Commissioners, October 8, 2014, p. 9.) That Nederlander-AEG's legal counsel can't even keep the arguments consistent is a tell-tale

manatt manatt I phelps I phillips

October 21, 2014 Page 24 indication of what is going on here: Nederlander-AEG's attempt to mischaracterize Live Nation's proposal reflect sheer desperation and willingness to mislead on practically everything. J.

Conclusion.

The Greek Theatre deserves a faithful steward and this Board should not condone the false allegations of a 40-year incumbent who seeks to undermine the integrity of the City's contracting process. For the reasons set forth above, we respectfully request you move forward and award the Concession Agreement to Live Nation.

Very truly yours,

Victor De la Cruz Manatt, Phelps & Phillips, LLP cc:

Mr. Michael Shull, General Manager Ms. Agnes H. Ko, Concessions Unit Anthony P. Diaz, Esq., Office of the City Attorney Hon. Mitch O'Farrell Hon. Tom LaBonge Hon. Joe Buscaino Hon. Gil Cedillo Hon. Curren Price, Jr. Hon. Herb Wesson

NEDERLANDER

Via Fax & Email

May 15, 2014 Mr. Michael A. Shull, General Manager City 9f Los Angeles Department of Recreation & Parks 221 N. Figueroa St. Suite 1550 Los Angeles, CA 90012

Re:

Draft RFP for the Operation

of e Greek Theatre Concession

Dear Mr. Shull: On behalf of the entire Nederlander Organization, we look forward to submitting a proposal in response to the Greek Theatre RFP that will retain its status as a world-renowned, award-winning amphitheatre. After reviewing the current draft RFP,though, we identified a few items which may require further clarification and/or correction before the RFP is finalized: 1. Page 5(Section IV)— The RFP requires"proposing entities" io demonstrate compliance with minimum acceptable qualifications,including experience managing/operating at least three comparable concert venues. While we have no issue with the substance of these minimum qualifications, companies often create separate affiliates for each, venue, or in some cases to provide services to a range ofvenues. To avoid any confusion, we respectfully recommend that Section IV be clarified so that minimum qualifications can be demonstrated by the proposing entity and its related affiliates. 2. Page 6(Seetion•VLA)— How does the Department want proposers to substantiate how the market will support their financial projections? For example,does the Department want proposers to address how their gross receipt projections will be affected by competing concert venues in the Los Angeles market, including other venues that proposers program in the market? Ifso, we recommend that be stated specifically in the RFP. 3. Page 15(1.1.4) — What does "size ofcompany" mean? Does the Department want a proposer to state the number ofemployees, gross revenues, etc.? 4. Page 15 (1.3) — What types of contracts should be included in the history information? Should program concert venues?

responses be limited to contracts to operate and

NEDERLANDER CONCERTS 6233 HOLLYWOOD BOULEVARD • LOS ANGELES, CA 90028-5310 (323) 468-1710 F: (323) 468-1722 * www:nederlonderconcerts.corn

5. Pages 19-20(2.1.2) — The RFP does not clearly explain how financial proposals will be scored. Will scores be based on the MAGs proposed? Or will points be allocated to the overall revenue-sharing projections, which necessarily involve subjective assumptions about gross receipts? We respectfully submit that to allow for a more objective review and to protect the Department against an award based on artificially-inflated revenue projections,financial scores should reflect the amount of money that a proposer guarantees it will pay to the City. 6. Page 23 (2.2.2) — It appears that the reference to Exhibit I should be changed to Exhibit J. Thank you for the opportunity to submit these brief questions and comments. We would be happy to follow up with further clarifications if necessary. Sincerely

cc:

Ms. Desiree Guzzette, Contract Coordinator Ms. Sylvia Patsaouras, Chair, Commission Task Force on Concessions Ms. Iris ZuCiga, Vice President, Commission Task Force on Concessions David Green, Nederlander Alex Hodges, Nederlander Rena Wasserman,Nederlander

REPORT OF GENERAL MANAGER

NO.

01-478

DATE: December 13, 2001

CD

4

BOARD OF RECREATION AND PARK COMMISSIONERS SUBJECT: GREEK THEATRE - REQUEST TO AMEND CONTRACT J. Combs A. Coroalles J. Duggan* H. Fujita

J.Kolb M. Matthews M.Tamuri

General Manager Approved

Disapproved

Withdrawn

RECOMMENDATION: 1)

That the Board approve revisions to the Greek Theatre Concession Agreement proposed by Nederlander-Greek,Inc.(NGI), as indicated in the body ofthis report; and,

2)

That staff be directed to make the Board approved revisions to said agreement and to transmit the revised agreement to the Mayor and the City Attorney for review prior to submission to the City Council for approval.

3)

That the Board request the City Council to disapprove the version of the agreement previously approved by the Board on November 7,2001,and to approve the agreement as revised by this action.

SUMMARY The Board approved a ten-year agreement with NGI for the operation ofthe Greek Theatre at its meeting ofNovember 7,2001.Subsequent to the meeting,NGI's legal representative(Adam Burke of Iverson, Yoakum, Papiano, and Hatch) submitted a package of proposed revisions to the Departmentfor consideration. Staffdiscussed the matter with the City Attorney and was advised that any revisions to the proposed agreement must be approved by the Board. The majority ofthe suggested revisions are relatively minor changes to clarify certain provisions or to provide more precise language to further define the responsibilities ofthe parties. However,two of proposed revisions are substantive, not in the best interests of the City, and cannot be

r-

REPORT OF GENERAL MANAGER PG. 2

NO. 01-478

recommended for approval. The following revisions are recommended for approval. Additions are highlighted,removals are in strilteaut4m. A full version ofthe revised contract is on file in the Board Office. Pg. 2:

The CONCESSIONAIRE shall be solely and:1::#xclusylY: responsible for the management, operation, maintenance, and promotion of the facility.

Pg.6:

CONCESSIONAIRE shall also furnish to CITY,as specified in SEC.15 Business Records, an annual audited statement of gross receipts and expenses for the CONCESSION-,E bylygc),11:,fied-P Yblif.Ac;cotinta4t.

Pg.7:

Failure of CONCESSIONAIRE to pay any of the rental payments required herein on time is a breach of this AGREEMENT for which CITY may terminate same or take such other legal action as it deems necessary kliffey5tirgeartiWat11400 . tatatilEMIRS101•

Pg.8:

CONCESSIONAIRE shall use its 011:slilabIgAgaligpartbest efforts to permit no intoxicated person or persons, profane or indecent language, or boisterous or `,Itifflaloud conduct in or about the PREMISES and will call upon the aid of Park Rangers or other peace officers to assist in maintaining peaceful conditions as may be necessary.

Pg.8:

Each year, the City will invoice CONCESSIONAIRE at the conclusion of the season for the total costs ofsalary, benefits, overhead, and materials ofthe Traffic Control Program, which must be paid no later than 12:00 noon on December 31" of that year. aghataissl,W1114GcqhstsIM21gyo 1lltkataily tapmatO E 0=g94 ....L419VL82911511ML70'10trASATME4001 o gasivsptses;-',

Pg. 10:

CONCESSIONAIRE shall select and appoint a CONCESSION MANAGER with whom the GENERAL MANAGER may communicate with on a daily basis regarding the CONCESSION. In all cases the CONCESSION MANAGER shall be subject to th approval of the GENERAL MANAGER, yhigsmamt,1:?c

Pg. 10:

The CONCESSION MANAGER shall devote, as necessary to fully comply with the terms and conditions ofthis AGREEMENT,his or her time and attention to the operation of the CONCESSION and shall promote, increase and develop the business and render every passible appropriate and convenience to the

REPORT OF GENERAL MANAGER PG. 3

NO. 01-478

public. Pg. 11:

CONCESSIONAIRE shall minimize the paper items(straw covers,serving cartons, etc.)distributed with take-out CONCESSION products. CONCESSIONAIREshall be-prehibitecl-frein itsydoninpiterallyigeasOMble,Xst.efforts to selling merchandise in next-returnable bottles, and shall not dispense take-out food or beverage items in glass or Styrofoam containers.

Pg. 11:

Ranges ofticket prices, ticket fees and parking fees shall be submitted for approval by the GENERAL MANAGER at least 30 days prior to the start of the season annually. Evaluation of requests for changes to said rates from prior seasons or request for mid-season adjustments shall include consideration of the rates and fees charged for comparable services provided at similar and/or competing SSIMAIRE' glaKeyfflJeVOIliatiair:Cti#JPATLargiCt

Pg. 13:

CONCESSIONAIRE shall not permit vendors to display wares inside or outside the building or on said property unless written permission is secured from the GENERAL MANAGER in advance of installation, and such permission shall be subject to revocation at any time biffigilltknEiRenraggaitiPitt

Pg. 17: IDRIaSM2 endgVa: MEEUMgEEfiraKet r11:9:L

SUETEZES ME

M4,9A1P, Pg. 18:

Upon approval by GENERAL MANAGER of the detailed plans, specifications, equipment, cost estimates and the interior design and decor of.the CONCESSION improvements, CONCESSIONAIRE shall forthwith cause the work called for as approved by said GENERAL MANAGER to be forthwith commenced and completed with reasonable dispatch. No change, addition or alteration shall be made in the scope of the work so approved without first obtaining GENERAL MANAGER's approval in writing. TheCityleketleligttinEMOVit MA:IV=Erlfg;Safit rater .§.%of the qtyh

Pg. 20:

Allow any sale by auction upon the PREMISES pttgattati00 SPAUfah:e gOTMAITOPY;

REPORT OF GENERAL MANAGER PG. 4 Pg. 27:

Na 01-478

Notwithstanding the expiration of the Agreement on October 31, 2001 2011, the Profit and Loss Statement provisions shall survive the expiration of the Agreement and the final Profit and Loss Statement shall be filed on or prior to December 31, 2004. 2()11. The Profit and Lose Statement shall set forth an expense account entitled "Compensation to Officers" or an account having some similar title. The amount shown opposite this item shall include all salaries or other compensation lligW,411104:44telg9NCPTRIF.POPOWAtt#qt$;;WAXPOI4d# '.1140*OYZItACIPIliga) 01.0ALIOR09),T4,,i:AY.

coNWsIfingvullamens,thaRlalkiVoliftRAM9N.VEVI. IIME4 40)RiemrdValtOPPINAgrPIONIVRLMVforMPgW services derived from the CONCESSION operations by CONCESSIONAIREI#

.These salaries or other compensation shall not be indicated in any other expense category. Pg. 35:

CITY shall have the right to terminate this AGREEMENT in its entirety and all rights ensuing therefrom as provided by applicable law or upon giving a-thirty-(-30) day-prier; written notice to CONCESSIONAIRE',.:nkaMliaaggar zaLVart), eja# if any one or more of the following events occur:

Pg.35:

The levy ofany attachment or execution, or the appointment ofany receiver, or the execution of any other process of any court of competentjurisdiction which is not vacated, dismissed,alreditesitiya*.r.stlEyibbifid, or set aside within a period of ninety (90) days and which does, or as a direct consequence of such process will, interfere with CONCESSIONAIRE's use of the PREMISES or with its operations under this AGREEMENT;

Pg. 37& 38: In the event this AGREEMENT is terminated by CITY mfogtougasmititiil, or in the event CITY reenters, regains or resumes possession of the PREMISES figslerraffrgtrelM,all ofthe obligations ofCONCESSIONAIRE hereunder shall survive and shall remain in full force and effect for the full term of this AGREEMENT and,subject to CITY'S obligation to mitigate damages,the amount of the fees and charges shall become due and payable to CITY to the same extent, at the same time and in the same manner as if no termination, reentry, regaining or resumption of possession had taken place. CITY may maintain separate actions to recover any monies then due, or at its option and at any time, may sue to recover the full deficiency. The amount of damages for non-payment of amounts due during the period of time subsequent to such termination, reentry, regaining or resumption of possession,

REPORT OF GENERAL MANAGER PG. 5

NO. 01-478

subject to an offset for any fees and charges received by CITY from a succeeding CONCESSIONAIRE, shall be the greater of: 1.

On account ofCONCESSIONAIRE's minimum annualfee rent obligation, the cumulative total thereof less the amount paid prior to the effective date of termination; or

2.

On account of CONCESSIONAIRE's percentage of annual gross receipts, the appropriate amount if in excess of said minimum annual fee, which gross receipts would have been received by CONCESSIONAIRE during the balance of the term hereof if there had been no termination, reentry, regaining or resumption of possession. For the purpose of calculation hereunder, the amount of gross receipts shall be derived—by—taking

ten-atasmovitospommemmitiotetrivess Pg. 39:

Ifthe damages as described above in paragraph A,are so extensive as to render the PREMISES or a portion thereof uninhabitable gEnatlargirsabitt Efffillaggli, but are capable of being repaired within a reasonable time not to exceed sixty (60) days, the same shall be repaired with due diligence by CITY at its own cost and expense and a negotiated portion of the fees and charges payable hereunder shall abate from the time of such damage until such time as the PREMISES are fully restored and certified by GENERAL MANAGER as again ready for use; provided, however, that if such damage is caused by the negligent acts or omissions of CONCESSIONAIRE, its agents, officers or employees, said fees and charges will not abate and CONCESSIONAIRE shall be responsible for the cost and expenses incurred in making such repairs.

Pg. 39:

In the event all or a substantial portion ofthe PREMISES are completely destroyed by fire, explosion,the elements, public enemy or other casualty, or are so damaged that they are uninhabitable KAptrgbrovecoAcwitglitatir)iis_ and cannot be replaced except after more than sixty(60)days, CITY shall be under no obligation to repair, replace or reconstruct said PREMISES,and an appropriate portion ofthe fees and charges payable hereunder shall abate as of the time of such damage or destruction and shall henceforth cease until such time as the said PREMISES are fully restored.

Pg. 42:

Should Concessionaire or Department, during construction and/or operations be

REPORT OF GENERAL MANAGER PG. 6

NO.01 -478

delayedl in itiategialMintprrtip!ec1 or prevented, in whole or in part,-fer-a-peried of-rtfteen-(45)-days-er-mere; from performing any obligations or conditions hereunder or from exercising its rights by reason of or as a result of any force majeure, it shall be excused from performing such obligations or conditions during such period of delayigate'::#AtinterConi or prevention. Should either party be delayed ialtrrruptedor prevented from performing any obligation or exercising any right hereunder for a period exceeding six (6) months by a force majeure event, the delayed party shall meet and confer with the other party on plans and schedule to resolve delay or commence performance. If the Department, for any reason outside of its control, cannot deliver possession ofthe concession premises to the Concessionaire at the commencement ofthe term ofthis agreement, Concessionaire shall have the option to terminate the agreement, but Department shall not be liable to Concessionaire for any loss or damage resulting therefrom. Should national or international events such as`terrorism or the threat of terrorism have a material impact on the ability of CONCESSIONAIRE to present concert performances on the premises, CITY and CONCESSIONAIRE shall meet and remedies may-beMr. confer NISPOOKWIto review K - 5aarhat 4sw..or-AteptouljitattetkappropriatestAtr

MUM The proposed revisions that cannot be recommended for approval are as follows: Pg.4:

be POSIONNO. h " -r? • or . atnagligEMIP_c_11K4BErIEMEINEMSEMnitkr.174as tWAIRMS614202ii I 11 14%.,' 1%1F.) I ; nt y °0 1 /1- ;;" ESSEEMIIMPC Foirs.W ,--PRIKEMMIMEME 0

This is a substantive change that could affect the 2002 and 2003 seasons and was not incorporated in the NGI proposal. Additionally, NGI representatives have expressed the desire to apply these reductions to the 2002 season for causes related to the events ofSeptember 11,2001. This too is not recommended, as there is an applicable force majeure provision in the agreement and the Department has an existing Board approved rent relief policy for concessionaires which address these concerns. Pg. 17:

CONCESSIONAIRE shall use its best efforts to complete all capital improvements on or before April 15,2003. In the event CONCESSIONAIRE fails to substantially complete all capital improvements on or before June 1, 2003, such that the CONCESSIONAIRE cannot present concerts, CONCESSIONAIRE shall pay

REPORT OF GENERAL MANAGER PG. 7

NO, 01-478

CITY the sum of $1,000 liquidated damages per day that all capital improvements are not completed; This change is not recommended because it limits the obligation of NGI to pay liquidated damages. Liquidated damages are an important motivator to the concessionaire to complete the improvements in a timely manner. Prompt completion of the improvements is an advantage to the concessionaire in increasing revenues and benefits the Department by improving customer satisfaction, Based on NM's successful completion of major restroom improvements at the Greek Theatre recently, we believe that they should be successful in completing these additional improvements on time.

r-

REPORT OF GENERAL MANAGER

NO.

02-80

DOLIEFebruary 20, 2002

CD

4

BOARD OF RECREATION AND PARK COMMISSIONERS SUBJECT: GREEK THEATRE CONCESSION AGREEMENT REVISIONS J. Combs A.Coroalles J. Duggan' H.Fujita

Approved

J. Kolb M.Matthews M.Tamuri

Disapproved

Withdrawn

RECOMMENDATION: 1.

That the Board approve revisions to the Greek Theatre Concession Agreement as indicated in the body ofthis report; and,

2.

That staff be directed to make the revisions to said agreement and to transmit revised copies ofthe agreement to the Mayor and the City Attorney for review prior to submission to the City Council for approval.

SUMMARY: The Board approved a 10-year agreement with Nederlander-Greek, Inc.,(NGI)at its meeting of November 7, 2001, for the operation and improvement ofthe Greek Theatre. Subsequent to that meeting,NGIrepresentatives expressed concerns regarding severalprovisions ofthe agreement.The Board considered these concerns at its meeting ofDecember 13,2001,and approved a number of the revisions requested by NGI. In addition, the Board directed the General Manager to include language in the agreement which would allow the Board to consider appropriate actions to deal with potential construction impacts on the 2003 Greek Theatre season that could be incorporated without further Board action. The General Manager and staff met with NGI representatives on several occasions to resolve this issue and other concerns raised by NGI after the December 13th meeting. Since resolution ofone of

REPORT OF GENERAL MANAGER PG.2

NO.02-80

these issues involves a substantive change to the agreement(change in construction schedule), it is necessary for the Board to consider the proposed revisions.

Change in Construction Schedule Tie fovt tr

piitie,4iiiNt

t:all capital i

rav 45ratilD However, due to the delay in the execution of the agreement, NGI's construction management consultant(Wexco International Corporation)has determined that it will not be feasible to complete the canopy structure improvement in time for the 2003 season and that it will take an accelerated effort to finish the other improvements prior to the start ofthe 2003 season. COn

(*PPOV

To verify thisinformation,staffretained one ofthe Department's as-needed consultants(Swinerton Management and Consulting)to review Wexco's construction timeline. Swinerton concurred that completion ofall improvements(except the canopy structure)could be accomplished in 2003 and stated that the project schedule is "difficult, but attainable."Accordingly,the following language has been added to the section ofthe agreement(Section 10)dealing with the construction schedule: CONCESSIONAIRE guarantees that $6,052,000 is sufficient to complete all proposed improvements. CITY shall hold CONCESSIONAIRE responsible for guaranteeing the completion ofall required improvements, according to approved plans,regardless ofcost. CONCESSIONAIRE shall use its best efforts to complete all capital improvements on or before April 15,2003.In the event CONCESSIONAIRE fails to substantially complete all capital improvements as scheduled, CONCESSIONAIRE shall pay CITY the additional sum of$1,000 liquidated damages per day that all capital improvements are not completed. iu

Consideration ofPayment Reductions Related to Construction Impacts To address the Board's action at the December 13th meeting to include language in the agreement which would allow the Board to consider appropriate mechanismsto deal with potential construction impacts on the 2003 Greek Theatre season,staffconsulted with the City Attorney and recommends that the following be added to Section 6(B)ofthe agreement:

REPORT OF GENERAL MANAGER PG.3

NO, 02-80

Consideration ofPayment Redactions In the event that after using its best efforts CONCESSIONAIRE is unable to complete the construction as required in Section 10ofthis AGREEMENT by April 15, 2003, as a result of causes beyond CONCESSIONAIRE'S control, and that circumstance directly and materially impacts CONCESSIONAIRE'S ability to meet the performance guarantee and/or annual minimum rental guarantee applicable under the terms of this AGREEMENT, CONCESSIONAIRE may submit a request for a reduction of the performance guarantee and/or annual minimum rental guarantee as it applies to the 2003 season only, and/or a waiver of the liquidated damages specified in Section 10 of this AGREEMENT.The Board will consider the request in good faith in light of applicable Board policies.

Addition to Force Majeure Clause MI requested, and staff agrees, that the following addition Majeure clause ofthe agreement(Section 27):

be made to the Force

Should national or international events such as terrorism or the threat ofterrorism have a material impact on the ability ofCONCESSIONAIRE to present concert performances on the premises MMMiMMi=NVMMMIIMMMSCITY and CONCESSIONAIRE shalt meet and confer in good faithlto review and determine what remedies, relief, or abatement is equitable or appropriate as a resultofor response to such events or terrorism.

Report prepared by Ron Kraus

gitEEKTHBATRE CAPITAL IMPItOVIMENTSWOCBIANOtti/AIG LIVE

*MEM See Below SZ.3E. J.:if) S T A

Fri(limn)IMPROVEMENTS Re

. " IfI7

ii

ir / Replace the North and South Terraces and Stairs (Terrace Metal Deck Refurbishment. Painting. and Waterproofing

.

$520,000

efurbish I Replace the Roof of the Historic Portion of the Stage Structure lie Replace and Reinstallation with rooting S ht Refurbishment furbish I Replace theatre Seating Replace Theatre Seating with aisle lighting and code compkam *taprootMaki bowl Supplemental ADA Improvements

$500,000 $35,000

$950,000 1210,000 S150,000

1111VS11111 ST AcA N.:MOVEMENT

36.000,000 R. V. I. P

Roof Struetbre fe,Basement renovation Chain motors, truss,fall wrest

$4,75'.000 $750,000 $500,000

ME

IN ....Aon FODD AND BEVERAGE AND IMPROVE VIP ExPEPIEN-.1 $2,245,000 P.C. v. i r. i e Product • . lit and Reduce Transaction Time _• nd South Concession Plaza and Refurbish all Concession Standiln . ti 4ImproveINMMIMIIMIIIOIIMIMIIIIIBM E i -nd and renovate redwood deck .l aw( 000 North and South Concessions - Grab n Go concept y3M NON Sale System 1,000 Digital Menu Boards ME i ..:ivr orteble bar lasgraides ,

Pointof

$100,000

wo Plaza Bars in i

VIDEO CAPABILITY Internal LED Screen 10' x 18'6 mm LEO Screen 4' K 30 10 nim

ailinEMPIMMIIMIIMINIIIIIIIIIIIIIII

INIM111111111111

IIIM , AND %,‘,ori SYSTEM $300.000

infrattructure

.,. 1300,000

System and Equipment ail ORISSiNG ROOM IMPP01, i r': !:-Ir 11111111 CONTRIBUTION 01 ClIPPI ,„'14.01R-ANDER THEATPr EQUIPMENT

S 1 aD.Doo V, B .

11111111111111111111 $431.0)0 P. 5, r. I' I i S?Sf..0ro0 R.

.F. LANDSCAPING

S'.750.000 P,

CONING(

$'.5

5011 C0%1

52,150.:1.+3

V r, A 1.1

MOM tilrt it• revenue Pninnine S•safety eabsweenwrit C•Community benefit V./1suallsesthetit improvement I.needed Infrastructure A•ADA Improvement Pepreductioawmaty E•erntircenseetal/sustainabany improvement Fehr/patron amenity II•back of house Improvement

GREEK THE AIRE i RFP RESPONSE

195

2.2 ASSET MANAGEMENT/CONCESSION IMPROVEMENT PLAN

360

PROPDIAt FOR Tin UTTER THEATRE MICESGI011

LIVE naTton•

icvu 2

363

2.2 ASSET MANAGEMENT/CONCESSION IMPROVEMENT PLAN

364

PROPOSAL FOG TOO FREER THEATRE COL/SESSION

MARK- RIOS JULIE

SMITH-CLEMENTI FRANK

CLEMENTI

ROBERT

HALE

JONATHAN

BLACK

JENNIFER

SCHAB

FRITZ

SAMANTHA ANTHONY

HARRIS

PARADOWSKI MIKE CHENG

MATT

RICHMOND

CHIAKI SEBASTIAN

KANDA

SALVAD6

DANIEL

TORRES

CLAUDIA MORELLO JOHN FISHBACK CAROLYN

SWEENEY

JESSA

CHISARI

NASEEMA ERVIN JENIFER JAKUB

ASIF

SIMMONS HUM

LAURA AIMEE RYAN

WEE KOS LESS

VASQUEZ

KOCHANOWSKI

ALISSA

HISOIRE

ANTHONY

ANDERSON

AMANDA

SIGAFOOS

LEILANI

LACUSONG

CLANCY

PEARSON OUYANG

TRAMUTOLA

BROOKS ROSENBERG TOM

MYERS

JULIEN

HARCC

MARIBETH

GALLION

ELISA

READ

ASAF

DALI

MICHAEL TROY SABRINA

Rios Clementi Hale Studios has decades of experience in revitalizing some of the most iconic public spaces in Los Angeles while preserving their historic character. We act as Urban Designers, Architects, Landscape Architects, Graphic Designers and Furniture Designers to see projects completed with a coherent ethos. Our thoughtful design celebrates the past while embracing the future, and we hope to bring our vision to the Greek Theatre in concert with Live Nation. The Greek Theatre is an important historic landmark for our City that deserves to be brought gracefully into the next century, but which unfortunately is not living up'to its enormous potential.

MOTONAGA

FANGFANG MIKE

Dear Commissioners,

LEVENT

TEJCHMAN

MARK

Commissioner Sylvia Patsaouras, President Board of Recreation and Park Commissioners Los Angeles City Recreation and Parks Department Office of Board of Commissioners. 221 N. Figueroa Street Suite 1510 Los Angeles, CA 90012

SUMIDA

MICHAEL

GREG

October 16, 2014

CONNOLLY

BOUCHER

SHOWERMAN

SCHMIDT-WETEKAM RUSSELL

DYKANN

BRENT JACOBSEN BEN

The finest example of our work in the public space, and the type of transformative vision we plan to bring to the Greek Theater is Grand Park. We took a neglected parcel of land and turned it into a true centerpiece for all of Los Angeles. Our re-design of this 12-acre civic center plaza restored the historic Arthur J. Will Memorial Fountain to a place of prominence, while adding fountain components that were much more usable to the public. The space went from a forgotten plaza to a place that stitches many parts of the City back together including an ADA accessible path that connects City Hall to the subway and on up to the Music Center, 80 feet above City Hall.

STOUGH

ANDY ADAM

LANTZ PIERCE

HAORAN

LIU

CHRIS TORRES DEREK

SLOANE

KRYSTAL SCOTT

We planted Grand Park with flora from every corner of the globe—all six of the world's floristic kingdoms are represented. An equally diverse and intriguing group of Angelenos have populated the park since its opening in 2012, making Grand Park truly "The Park for Everyone."

BOB

FREDERICK JASON NEUFELD CLAY

TAYLOR

JULIET

FLORES

ALEX

WHITTEY

JOSEPH

SCHERER

JUSTIN ABIGAIL

CUA

FELDMAN

SUZAN ELWYN JOHN ROSENTHAL PATRICK

KEEGAN

HANNAH

BLOCK

ERIC

MEADOWS ANNE CLARK

CAMERON

STEWART BEN

BEN MARJIA

TOAM

TAMUNO-KOKO

RADISAVLJEVIC KWONSOO MARIAM

We also have a wealth of experience revitalizing historic venues like the Greek Theatre. Just up the hill from Grand Park is Welton Becket's 1967 Mark Taper Forum, which we renovated in 2008. We showcased the historic Jacques Overhoff sculptural mural that wraps the building's exterior, and highlighted the gorgeous curved wall of abalone shell mosaic tiles in the lobby by Tony Duquette. We were able to expand the Taper's formerly cramped public lobbies, yet still keep the intimacy of its signature thrust stage. We also brought the theater into the 21st century, with state-of-the-art building and theatrical systems, a comfortable downstairs lounge, and expanded ADAaccessible restrooms. We're also proud of our long relationship with the Hollywood Bowl and the LA Philharmonic. Over the past decade, we've renovated George Stanley's Streamline

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BRITTANY MILLER THERESA ZUNIGA - FORTUN

639 N LARCHMONT BLVD, SUITE 100

LOS ANGELES, CA 90004 323.785.1800 PH

323.785.1801 FAX

WWW.RCHSTUDIDS.COM

RIOS CLEMENTI HALE STUDIOS

PAGE 2

Moderne-style fountain (a historic landmark) at the Bowl entrance, updated the site furnishings to allow more people to picnic comfortably, modernized the restrooms, making them more efficient and environmentally sustainable and added lighting throughout the park to highlight the natural beauty at night. We're currently working with the Bowl team to create an oasis-like artists lounge for the members of the L.A. Philharmonic before performances. At Temple Emanuel of Beverly Hills, we spent four years restoring and enhancing some of the original features of Sidney Eisenshtat's historic sanctuary. But we also brought new life to the temple by welcoming in light (in the form of a central, circular oculus) and flexible organization of space, eschewing fixed pews in favor of moveable chairs that can be arranged according to the dynamics of various services. We have worked very closely with LiveNation and our team to create a vision for the Greek Theatre that will bring it up to the 21st century in terms of technology while refreshing and restoring the beauty of the historic theater. Not only will we provide a project that lets the historic building take center stage, we will create a wonderful public plaza along North Vermont Avenue, replace the existing seating with safe seating terraces that provide much better sight lines, address the hillside landscape that is currently uncared for, and upgrade concessions with Patina Group. Our team is uniquely qualified to breathe new life into this neglected icon to create a jewel for the City of Los Angeles and all of its residents. We're constantly exploring the connections between architecture, landscape, interiors, product design, and urban planning. But even after nearly 30 years, we continue to find new ways to integrate these disciplines, allowing them to inform and complement one another. We hope we can do just this for the Greek Theater, the City of Los Angeles, and most importantly, the people who live in and visit our city. Sincerely, RIOS CLEMENTI HALE STUDIOS

,cp Julie Smith-Clementi, RA Principal

-Ptak G.1 Frank Clementi, AIA Principal

PAGE & TURNBULL imagining change in historic environments through design, research, and technology

October 20, 2014 Commissioner Sylvia Patsaouras, President Board of Recreation and Park Commissioners Los Angeles City Recreation and Parks Department Office of Board of Commissioners 221 N. Figueroa St., Suite 1510 Los Angeles, CA 90012 Re: Consistency of Live Nation's Greek Theatre Proposal with Historic Preservation Standards Dear President Patsaouras and Members of the Board: Page & Turnbull is the historic preservation architecture and planning firm on the Live Nation team for the Greek Theatre concession. We are collaborating with the design team to develop an approach that returns to view long-hidden historic features of the Greek Theatre that is consistent with the nationally recognized Secretary of the Interior's Standards for the Treatment of Historic Properties (the Standards), while addressing its functional needs as a twenty-first century performance venue. Of the four Standards treatments, Preservation, Restoration, Rehabilitation, and Reconstruction, the most applicable for Live Nation's proposed improvements are the ten (10) Rehabilitation Standards (see attached) that recognize the need to alter or add to a historic property to meet continuing or changing uses while retaining the property's historic character. Greek Theatre History and Historic Status The Greek Theatre is a contributing element to the locally designed Griffith Park Historic Cultural Monument(HCM)and considered a historic resource. The HCM nomination lists the Park's overall period of significance as from 1896, when Griffith J. Griffith donated the parkland, to 1958 with the introduction of the Toyon Landfill. Individual contributing elements, such as the Greek Theatre, have their own period of significance related to their construction within Griffith Park, reasons for their historic significance, and the alterations that have occurred. Constructed in 1930 in reinforced concrete, the Greek Theatre was a relatively literal interpretation of an ancient Grecian amphitheater (Figure 1). The stage house surrounding the open-air stage is a notable example of the Second Greek Revival style with fluted pilasters, Greek key detailing, and flanking porticos at the side wings. To allow for a greater variety of performances, the open-air stage was enclosed in 1948 (Figure 2)and the porticos at the ends of the U-shaped plan hidden. These additions and alterations also added "wing walls" to the sides of the stage. The 1948 alterations were removed and further enlarged in 1957(Figure 3). The 1957 additions remain, and while well done by local architect William J. Woollett, do not appear to have architectural merit or gained significance despite being long-standing. ARCHITECTURE PLANNING & RESEARCH PRESERVATION TECHNOLOGY 417 South Hill Street, Suite 211, Los Angeles, California 90013

T 213.221.1200 F 213.221.1209

www.piage-turnbull.corn

Greek Theatre [P14159] Page 2

As one of a handful of open-air theatres in Los Angeles, the Greek Theatre has hosted a mix of performances since it opened, from the New Deal's Federal Theater Project and Federal Music Project in the 1930s, to operettas and ballet in the postwar years after the initial 1948 roof was installed. Popular music acts were added in the 1970s and continue to today. Although the Greek Theatre has a rich cultural history, it is not associated specifically with the 1957 additions as much as with the initial roof enclosure in 1948 that allowed for a greater variety of performances. Based on its architectural significance and as an example of an open-air theatre from the Progressive era, the Greek Theatre's period of significance is its original 1930 construction in Griffith Park. The HCM nomination stated,"Though various additions were added to the primary building between 1959 and 1984, because of the durability of the reinforced concrete original building, these features are considered reversible." It is Page & Turnbull's professional opinion that the 1957 additions have not gained architectural or historic significance and do not need to be retained (refer to Standard 4). Both Live Nation and Nederlander/AGE's proposals have proposed replacing the 1957 additions with improvements that better meet the Greek Theatre's current functional needs. Live Nation's Proposal and the Standards Live Nation's proposed improvements will retain (Standards 2 and 5) and appropriately repair and treat (Standards 6, and 7) the Greek Theatre's existing character-defining elements from the original, 1930 construction. Live Nation's proposal includes revealing the Greek Theatre's long-hidden porticos, green tile roof, and skylights. Additionally, a new canopy is proposed to replace the existing, non-original 1957 roof, which will allow the entire historic building to be seen and experienced for the first time since the mid-1940s. While the canopy is taller than the existing roof to allow for the height requirements of contemporary productions, its streamlined, lightweight design is compatible in massing, scale, and proportion with the Greek Theatre, and protects the historic integrity of the 1930 Greek Theatre stage house (Standard 9). It does not create a false sense of the theater's historic development (Standard 3)and can be removed easily in the future without impacting the historic building or environment(Standard 10). In addition, the canopy will be open and not touch the stage house; its supports are in locations where the existing roof supports are located, or are outside the building. By placing the canopy over the stage, the stage house's primary, public facade facing Vermont Avenue is clearly visible and not overshadowed. The proposed new canopy will not impact any historic materials and will be differentiated but compatible with the Greek Theatre stage house as per Standard 9. The National Park Service's Preservation Brief 14 - New Exterior Additions to Historic Buildings: Preservation Concerns, states,

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Greek Theatre[P14159) Page 3

A new addition to a historic building should preserve the building's historic character. To accomplish this and meet the Secretary of the Interior's Standards for Rehabilitation, a new addition should: • Preserve significant historic materials, features and form; • Be compatible; and • Be differentiated from the historic building. The Live Nation proposal meets these criteria. Our proposal is conceptual at this time, and once a concession agreement for operation of the Greek Theatre is entered into with Live Nation, we look forward to working with the city's Office of Historic Resources, the Cultural Heritage Commission, and the Department of Recreation and Parks, as well as community groups like the Los Angeles Conservancy, to arrive at the best possible design solution for the Greek Theatre. We also have significant experience working closely with a wide variety of agencies on comprehensive CEQA review that fully analyzes and mitigates any potential impacts arising from our projects. We anticipate doing the same here when our client is in a position to finalize the proposed improvements based on the input of the Department and the Office of Historic Resources. About Page & Turnbull Page & Turnbull has over 40 years of experience providing historic preservation consulting services in cities and communities throughout California. We have extensive experience with rehabilitating and adapting existing and historic structures as well as designing new, compatible construction in historic districts. Page & Turnbull is currently working on historic buildings at Yosemite National Park, Grand Canyon National Park, Asilomar State Park, and San Simeon State Park (Hearst Castle). Thank you for your consideration of Live Nation's proposal for the Greek Theatre Sincerely,

Johna. LeLak,A A, FAPT, LEED AP / Fyincipal

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Greek Theatre [P14159] Page 4

Original nnPn-air configuration of the Greek Theatre staae from the 1930s. Source: Los Angeles Public Library Photo Collection.

Figure 1

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Greek Theatre [P141591 Page 5

Figure 2. Stage configuration following the 1948 alterations. Note the infilled stage area, enclosed porticos, and side/wing-walls. Source: Los Angeles Public Library Photo Collection.

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Figure 3. Stage configuration following the 1957 alterations. Note larger gable above the stage area and side wing walls. Source: Los Angeles Public Library Photo Collection.

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Greek Theatre [P14159) Page 7

APPENDIX A The Secretary of the Interior's Standards for Rehabilitation: 1.

A property will be used as it was historically or be given a new use that requires minimal change to its distinctive materials, features, spaces, and spatial relationships.

2.

The historic character of a property will be retained and preserved. The removal of distinctive materials or alteration of features, spaces, and spatial relationships that characterize a property will be avoided.

3.

Each property will be recognized as a physical record of its time, place, and use. Changes that create a false sense of historical development, such as adding conjectural features or elements from other historic properties, will not be undertaken.

4.

Changes to a property that have acquired historic significance in their own right will be retained and preserved.

5.

Distinctive materials, features, finishes, and construction techniques or examples of craftsmanship that characterize a property will be preserved.

6.

Deteriorated historic features will be repaired rather than replaced. Where the severity of deterioration requires replacement of a distinctive feature, the new feature will match the old in design, color, texture, and, where possible, materials. Replacement of missing features will be substantiated by documentary and physical evidence.

7.

Chemical or physical treatments, if appropriate, will be undertaken using the gentlest means possible. Treatments that cause damage to historic materials will not be used.

8.

Archeological resources will be protected and preserved in place. If such resources must be disturbed, mitigation measures will be undertaken.

9.

New additions, exterior alterations, or related new construction will not destroy historic materials, features, and spatial relationships that characterize the property. The new work will be differentiated from the old and will be compatible with the historic materials, features, size, scale and proportion, and massing to protect the integrity of the property and its environment.

10. New additions and adjacent or related new construction will be undertaken in such a manner that, if removed in the future, the essential form and integrity of the historic property and its environment would be unimpaired.

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Tke Vincent Valenzona Executive Chef Hollywood Bowl

Ernesto Hernandez Chef de Cuisine Hollywood Bowl

Fernando Darin Chef de Cuisine The Wine Bar

"Welcome to another delicious season at the Bowl! The 2014 season menus capture the essence and excitement of the Los Angeles culinary landscape with new offerings at all outposts, We are proud supporters of the Los Angeles Philharmonic and look forward to sharing one of the premier Los Angeles summer traditions with you. As always, we take pride in serving you seasonal, market fresh cuisine that showcases all that California has to offer."

Joachim SpDoh& Chef and Founder I Patina Restaurant Group

PAT]

STORAii* GROUP

iollywood Bowl

D \HT T BNIL As the sun goes down and the lights go up, one of LA's most beloved summer traditions begins the pre-concert dinner. We offer an array of dining options to make your evening more magical!

DINE IN YOUR BOX SEATS Savor three-course meals, a la carte options, sushi and family style dinners delivered to your box.

THE WINE BAR

10

Our full service al fresco wine bar and lounge features small and large plates, and a curated wine, craft beer and soju cocktail list.

ROOFTOP GRILL

12

Our al fresco restaurant serves mesquite grilled steaks, fresh seafood and farmers market fare.

NISHI SUSHI BAR

14

Visit Market West for authentic sushi. Choose from our made to order specialty rolls, jubako boxes and sushi platters.

STACCATO

16

Pick up burgers, locally made sausages and fresh salads on the way to your seats.

PICNIC BASKETS Pre-order your picnic. It will be ready when you arrive. Enjoy no wait, no hassle gourmet picnics for two.

18

HOW TO ORDER 3 easy steps. Save time and pre-order your dinner online in just Select concert date and time at patinagroup.com/ bowl.

4

If you have a bench seat, select your picnic basket.

Reserve order with a credit card.

If you have a box seat, select an a la carte appetizer, entree, or dessert; picnic basket; three-course dinner; dining for two; or sushi.

`Must bring a form of payment the day of.

Box Service. - Hawaiian Ahi Tina with Udon Noodle Salad

Order by 4pm the day before your concert at www.patinagroup.com/ bowl or call 323 850 1885. Menu and pricing subject to change due to seasonal availability.

Dining for Two - Mediterranean Kabob Plate

Dine In Your Box Seats Enjoy full-service dining in your box seats from three-course, dining for two, and a la carte options; to family style dinners and freshly prepared sushi. Picnic baskets, on page 18, are also available for delivery to your box.

6

Box. Service. - Pan Roasted Atlantic Salmon

THREE COURSE MENUS 39

ets, toasted almonds, er Vinaigrette

Diapiert Sic Graham Cracker Cheesecake - summer stone ornpote

- Roasted Pork Belly - grilled Fitzgerald peaches, Cheddar white grits and cherry tomato Marmalade

Entrée Selectit joose one> - Honey Stung Golden Fried Chicken - kale-carro slaw and warm cinnamon roll '

First Course Purple Kale - raw rat goat cheese and ap

SIGNATURE

Dessert Organic Summer Strawberries - vanilla Chantilly cream

- Penne Pasta Puttanesca - summer squash, blistered cherry tomatoes, Pecorino Romano cheese and crispy basil

Entrée Selection (choose one) - Pinot Rotisserie Half-Chicken - crispy roasted potatoes and lemon-thyme carrots

First Course Caesar Salad - crisp Romaine hearts, shaved Parmesan and olive oil toasted croutons

CLASSIC

Serves 1 - Includes coffee, tea or bottled water.

Dining for Two - Smokey Joe's BEM Rif) plate

Dessert Chocolate Cheesecake - vanilla cream sauce

California Cheeses - a soft, a hard, a blue and goat served with grapes

Cheese

- Hawaiian Ahi Tuna Steil< - udon noodle salad, charred green onion and soy-ginger vinaigrette

Entrée Selection (choose one) - Grilled Flat Iron Steak - fingerling potatoes, roasted plantains, grilled asparagus red wine chimichurri

First Course Windrose heirloom tomatoes, compressed watermelon, basil and broken balsamic vinaigrette

PREMIERE

Dessert Melon Ratatouille - heirloom melon and mint coulis

- Grilled Baja Seabass - Brentwood c nd black bean"PicoIsand lime ernalsart

Entrée Selection (choose one) - Pan Roasted Atlantic Salmon - baby kale, red quinoa and red pepper vinaigrette

First Course Organic Baby Greens - raw farmers market vegetables and Meyer lemon vinaigrette

8

A LA CARTE

AM

Desserts - Chocolate "Moon Pie"

Chocolate "Moon Pie" - caramel dipping sauce 9

Melon Ratatouille - heirloom melon and mint coulis 9

Organic Summer Strawberries - vanilla Chantilly cream 9

Classic Graham Cracker Cheesecake - summer stone fruit compote 9

DESSERTS

Hawaiian Ahi Tuna Steak - udon noodle salad, charred gree onion and soy-ginger vinaigrette 39

Thai Noodle Salad pineapple marinated beef, mango, cherry tomatoes arid roasted peanuts 25

Grilled Flat Iron Steak - fingerling potatoes, roasted plantains, grilled asparagus red wine chimichurri 37

Pan Roasted Atlantic Salmon - baby kale, red quinoa and red pepper vinaigrette 34

Roasted Pork Belly - grilled Fitzgerald peaches, Cheddar white grits and cherry tomato marmalade 34

Honey Stung Golden Fried Chicken - kale-carrot slaw and warm cinnamon roll 29

Penne alla Puttanesca - summer squash , blistered cherry tomatoes, Pecorino Romano cheese and crispy basil 2S

Pinot RotissiONO Half-Chicken - crispy roasted potatoes and lemon-thyme carrots 26

EN

Windrose Heirloom Tomatoes - compressed watermelon, basil and broken balsamic vinaigrette 16

Organic Baby Greens - raw farmers market vegetables and Meyer lemon vinaigrette 14

Purple Kale - raw rainbow beets, toasted almonds, goat cheese and apple cider vinaigrette 14

Caesar Salad - crisp Romaine hearts, shaved Parmesan and olive oil toasted croutons 12

STARTERS

Serves 1

FAMILY STYLE DINING

r - pineapple, raspbe awberries 25

market berries, angel food cake,

rved with duo of dipping sugars

with

Family Style Dining - Summer Berry Shortcake

Mediterranean Kabob Plate - herb marinated beef kabobs and grilled pineapple served with lemon scented quinoa, cucumber salad and tzatziki sauce 55

Roasted Rib-Eye - grilled aver our ine.sMilie gig! Serve heirloom tomato salad and chimichurri sauce 65

"Smokey Joes" BBQ Rib Plate - slow cooked baby back ribs served with our house made BBQ sauce and whole roasted corn on the cob 55

Cedar Plank Atlantic Salmon - Cajun spiced over our mesquite grill. Served with grilled ciabatta, jerk-spiced iicama and old bay aioli 60

sheet With sides.

FOR TWO

Served on a b

DINI

Summer St and va

SWEETS

Bucket 0'Chicken - our famous honey stungliied *chicken with warm cinnamon rolls(8 pcs) 28

Gravlax Cured Salmon - shaved red o
Jumbo Shrimp Cocktail - 1 pound (21-25) of poached jumbo shrimp served with citrus wedges, garlic aioli and house made cocktail sauce 48

Bouquet of Grilled Vegetables - fresh from the farmers market, served with chickpea hummus and red pepper Romesco 26 -

California Farm House Cheeses - a soft, a hard, a goat and a blue served with toasted almonds, red seedless grapes and crackers 31

PLATTERS

Serves 3-4

Menu and pricing subject to change due to seasonal availability.

Order by 4pm the day before your concert at wwwpatinagroup.com/bowl or call 323 850 7885.

THE WINE BAR he al fresco wine bar and lounge, perched above the main entrance to the box seats, features an array of small and large plates; and curated wine, craft beer and soju cocktail list. New this year is our aperitif menu that features quina wines, vermouths, Port, and Sherry bar. Our dinner menu offers items that are meant to be shared with the table. Your selections will be brought to your party as they are ready in the kitchen. For reservations, please call 323 850 1885.

10

Small Plates - Charred Brussels Sprouts

We strive to use the freshest ingredients at their peak of ripeness and maximum flavor profile, continually adjusting the menu to take advantage of the season's bounty. Here are a few menu highlights.

SMALL PLATES

LARGE PLATES

Kusshi Oysters (half dozen) Verius mignotte, lemon 18

Braised Pork Cheeks - Beluga lentils, buna-shimeji mushrooms, caramelized apples 21

Spring Vegetable Salad - snap peas, heirloom tomato, hearts of palm, grapes, goat cheese 16

Jidori Natural Chicken - Lebni, chickpeas, green za'atar 19

Selection of Artisan Cheeses - apricot mustard, Marcona almonds, grissinis 16

Beef Short Ribs - crispy fingerling potatoes, roasted onion pur6e., beef jus 28

Steak Tartare - English peas, avocado, rye bread, frozen béarnaise 16

Hanger Steak - Yucca fries, gremolata 28

White Gazpacho - Dungeness crab, almonds, green grapes 14 Charred Brussells Sprouts - Manchego, crusted hazelnuts, green goddess 12

DESSERT Orange Buttermilk Panna Cotta

red wine tapioca, almond tuille 10

Chocolate Semifreddo - smoked whipped cream, sea salt 10

Fried Smelts - hand cut Idaho fries, nori, Sriracha aioli 14 Menu and pricing subject to change due (.4f seasonal availability. Seafood Bowl - mussels, clams, Spanish chorizo, romesco, grilled bread 18 Grilled Cheese - Fromagger d' affinois, fig jam, creme fraich,fried sage 14 Banh Sliders - pork belly, jalaperio mayo, pickle cucumber, cilantro 15 Macaroni and Cheese - tomato confit, c Japanese breadcrumbs 13 Risotto Fritters - Pecorino, fres Crispy Jidori Chicken Wings shishito peppers, ponzu dip

ROOFTOP GRILL Rooftop Grill is an al fresco twist on the classic steakhouse offering mesquite grilled steaks, fresh seafood and farmers market fare. Reservations are recommended. Please call 323 850 1885.

12

ri •-)ncql-3fiJ

STARTERS

SEAFOOD, CHICKEN AND PORK

Soup of the Day

Mesquite Grilled Atlantic Salmon - cherry tomato relish 26

Simple Baby Greens - baby carrots, hot house cucumbers, Toy Box tomatoes and Meyer lemon vinaigrette 11

Hawaiian Ahi Tuna Steak - smoked pineapple relish and crispy lotus root 38

Caesar Salad- hearts of Romaine, aged Parmesan, garlic ciabatta croutons 12

Roasted Pork Belly - hoison-ginger glaze and pickled cucumber 31

Brussels Sprout Salad - marcona almonds, Manchego cheese and honey mustard dressing 15

Citrus and Garlic Marinated Half-Chicken - charred heirloom tomato compote 27

Panzanella Salag- heirloom tomatoes, wild arugula, shaved red onionea utons and red wine vinegar 16 Wedge Sala smoked bacon, grilled

c.e, vine ripe tomato, applewood n and creamy blue cheese 13

DESSERTS Summer Berry Shortcake - vanilla cream sauce 9

Crab Stack - lump crab, cu biers, pea shoots,,tomato, avocado, mango and ginger-Ihne dressing 17

Organic Summer Strawberries - vanilla Chantilly cream 9

BB() Shrimp Cocktail - grilled jtdribo shrimp, spicy slaw, stale ale BBQ cocktail sauce IS

Classic Graham Cracker Cheesecake - summer berries and vanilla bean sauce 10

Hawaiian Ahi Poke - diced marinated tuna with avocado, cucumber and crispy wonton chips 15

ChoColate Cheesecake - vanilla cream sauce 9

SIDES JBS Mashed Potatoes 9 Tillamook "Mac-n-Cheese" 9 Roasted Curry Cauliflower 9 Fingerling Potatoes with Applewood Smoked Bacon 9 Wild Mushroom Ragout 11 Grilled Summer Asparagus 11

MESQUITE GRILLED Rib-Eye (16 oz) 39 Filet Mignon(8 oz) 40 Flat Iron Steak (10 oz) 32

California Cheeses - four cheeses served with dried fruit, gra nd grilled bread 18

Master sushi chef Travis Karniyamo prepares fresh sushi and Japanese dekcacies daily from-our onsite'sushi kitchen "Wish; Sushi bar"-located on the west side of•the bow shell Savor made-toorder sushi platters and Jubako boxes delivereli to your box seats..

SUSHI PLATTERS

JUBAKO BOXES Serves 1

An exquisite assortment of sushi delivered to

Our Jubako boxes are a complete light and

your box.

refreshing Asian inspired meal, masterfully prepared and packaged in a three tiered jubako

SUSHI PLATTER FOR TWO

40

California roll (4 pcs), spicy tuna roll(4 pcs), shrimp ebi nigiri (2 pcs), salmon nigiri (2pcs) albacore (2pcs), edamame soy sauce, wasabi and gari

SUSHI PLATTER FOR FOUR

75

California roll (8 pcs), spicy tuna roll(8 pcs), shrimp krunch roll (8 pcs), salmon nigiri (4 pcs), tuna nigiri (4 pcs), yellowtail nigiri (4pcs), soy sauce, wasabi and gari

box. Jubako boxes can be dropped off at your box up to two hours before show time. ICHI

NI ASSORTED SASHIMI PLATTER

95

Tuna (5 pcs), yellowtail(5 pcs), salmon (5 pcs), albacore (5 pcs), octopus (5 pcs), seaweed wakame salad, soy sauce, wasabi and gari

KAMIYAMA PREMIER PLATTER Rainbow roll (8 pcs), salmon lovers roll(8 pcs), dragon roll (8 pcs), spicy tuna roll (8 pcs), California roll pcs), spicy crispy shrimp(8 pcs), tuna tataki (8 pcs), veggie roll (8 pcs)

47

Seaweed salad and assortment of Japanese side dishes California roll with wasabi and gari pcs assorted sashimi with tsuma and shiso leaf Grilled Jidori yakitori chicken skewers (2pcs) with Japanese rice and sesame seed Summer strawberries and lychee 57

Seaweed salad and assortment of Japanese side dishes Spicy tuna roll with wasabi and gari 5 pcs assorted sashimi with tsuma and shiso leaf Broiled miso black cod with Japanese rice and sesame seed Summer strawberries and lychee SAN

67

Seaweed salad and assortment of Japanese side dishes Albacore tataki salad with yuzu wasabi dressing 5 pcs. assorted sashimi with tsuma and shiso leaf Salmon lovers roll with wasabi and gari Sushi chefs seliction of sushi nigiri (6 pcs) Summer strawberries and lychee Sushi chef's selection of sushi niglri (6 pcs) Summer strawberries

rder by 4pm the day before your concert at .patinagroup.corn/bowl or calf 323 8.501885. and pricing sublect to change due to geagorial 15

STACCATO

GOURMET BURGERS,SAUSAGES AND BEER Pick u• a

16

delicious, freshly prepared meal on the way to your seats, tom specialty burgers artisan sausages to our new signature 'Hollywood Bowls' aril JBS chili fries.

Grilled Chicken BLT

THE BURGERS Staccato - aged Cheddar, beefsteak tomato, leaf lettuce, dill pickle, red onion and Thousand Island Bistro - caramelized red wine onions, bacon, blue & Gruyere cheeses, baby arugula and garlic aioli The "Pool" Burger - one pound angus burger stuffed with braised short rib, candied bacon, GruSie cheese, baby arugula and black-truffle aioli Tree Hugger - "nut & grain" patty with soy cheese, beefsteak tomato, leaf lettuce, dill pickle, red onion and veganaise

THE SAUSAGE

Hand crafted artisan sausage Thai Chicken Sausage - pickled green papaya, jalapeno, cilantro and garlic aioli Cheddarwurst - caramelized onions and sweet peppers

THE POTATOES Garlic Shoestring Fries Sweet Potato Fries JBS "Chili" Fries

THE GREENS Caesar Salad - crisp Romaine hearts, shaved Parmesan and toasted croutons Grilled Chicken Caesar Salad - crisp Romaine hearts,shaved Parmesan and toasted

croutons

HOLLYWOOD "BOWLS" Pan Seared Salmon - roasted summer squash an

ant couscous

Shoyu Grilled Chicken -jasmine scented rice an

ccoli

The "Veggie" - lemon scented guirtoa, roasted b

gritted asparagus and cherry tomatoes

STACCATO SIGNATURES Rotisserie Half-Chicken - roasted potatoe and, Beer Battered Onion Rings - house BO Roasted Turkey Club Wrap - turkey, b eaf I

veg but bmat

Undried tomato aloft Grilled Chicken BIT - herb marinated chicken, applewood smoked bacon, butter lettuce, summer tomatoes and honey-mustard aioli Honey Stung Fried Chicken - herb roasterai toe t cinnamon roll "Smokey Joes" Baby Back Ribs - fire roa corn o and Tuscan kale slaw Cheese Plate - California cheeses served with dried fruit, grapes and crackers Sushi Rolls - California roll or spicy tuna roll

THE SWEET Classic Graham Cracker Cheesecake - summer stone fruit compote Organic Summer Strawberries - vanilla Chantilly cream Melon Ratatouille - heirloom melon and mint coulis Chocolate "Plgon Pie" - caramel dipping sauce anilla cream sauce Menu and pricing subject to change due to s"

a/ availaffill

iaccato burger

17

PICNIC BASKETS.. Picnic in your box! Choose from five gourmet picnic menus. Each basket is designed to feed two people and includes an eco-friendly picnic basket, disposable plates, napkins, plasticware, bread and butter. Pre-order your basket today for pick-up at Staccato or delivery to your box seat. A selection of wines are available to complete your evening. Upgrade to our traditional wicker picnic basket with fold-down handles for only $41, and take home with you.

18

H---?/t loom lomato Salad

DANDELION

VEGAN

Honey Stung Golden Fried Chicken (6)

Roasted Maitake Mus - summer vegetables

Sweet Glazed Cinnamon Rolls (2) Country Style Potato Salad

Citrus Scented Quinoa Salad

Organic Baby Mixed Greens - balsartriC" vinaigrette

Simply Sliced Summer Tomatoes - balsamic vinaigrette

Summer Strawberries - vanilla cream

Summer Strawberries - raw dipping sugar

COUNTRYSIDE Whole Rotisserie Chicken Country Style Potato Salad

aesar „salad - crisp Romaine, shaved. 'Parmesan and croutons Classic Graham Cracker Cheesecake -summer stone fruit compote

Lemon Poached Atlantic Salmon Filets (2) -summer vegetables and lemon aioli Country Style Potato Salad Simply Sliced Summer Tomatoes - balsamic vinaigrette Chocolate "lot?or) Pie" - caramel dipping sau

SUNSET

. _88

Pan Seared Flat Iron Steak - horseradish cream and roasted garlic aioli (2) Heirloom Tomato Salad - shaved red onion, basil and extra virgin olive oil Herb Marinated Summer Asparagus Parmesan cheese and toasted almonds Country Style Potato Salad Chocolate Cheesecake - vanilla cream sauce

A ENTRANCES

BOX OFFICES

RESTROOMS

1

41

(i)

11

GOURMET MARKETPLACES

CONCESSION STANDS

RESTAURANTS

iI a

Our menu offers items that are meant to be shared with the table. Your selections will be brought to your party as they are ready in the kitchen. We suggest 3-4 dishes per person.

BA

SMALL' IVES

3IGGE PLATES

KUSSHI OYSTERS( HALF DOZEN)

BRAISED PORK CHEEKS Beluga lentils, buna-skimeji mushrooms, caramelized apples 21

Venus mignotte, lemon 18

SPRING VEGETABLE SALAD Snap peas, heirloom tomato, hearts of palm,grapes,goat cheese 16

JIDORI NATURAL CHICKEN Lebni,chickpeas, green za'atar

SELECTION OF ARTISAN CHEESES Apricot mustard, Marcona almonds, grissinis 16

BEEF SHORT RIBS Crispy Fingerling potatoes, roasted onion purée, beefjus 28

STEAK TARTARE English peas,avocado, rye bread,frozen

HANGER STEAK Yucca fries,gremolata

19

28

béarnaise 16

WHITE GAZPACHO Dungeness crab, almonds,green grapes

14

ORANGE BUTTERMILK PANNA COTTA Red wine tapioca, almond tuille 10

CHARRED BRUSSELS SPROUTS Manchego,crusted hazelnuts,green goddess 12 FRIED SMELTS Hand cut Idaho fries, noni, Sriracha aioli

CHOCOLATE SEMIFREDDO Smoked whipped cream,sea salt 10 14

SEAFOOD BOWL Mussels, clams, Spanish chorizo,romesco, grilled bread 18 GRILLED CHEESE Fromagger affinois, fig jam,crème fraiche,fried sage 14

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Dr. Loosen, Beerenauslese, Mosel, Germany -187m1 bottle - 2006

49

AlexanderJules - Fino

12

Alexander Jules - Manzanilla

14

Lustau - Dry - Amontillado, LasAreps 9

BANH SLIDERS Pork belly,jalapeao mayo, pickled cucumber,cilantro 15 MACARONI AND CHEESE Tomato confit, caramelized onions. Japanese breadcrumbs 13 RISOTTO FRITTERS Pecorino,fresh peas,lemon jam

Lustau - East India Solera

14

Lustau - Olorosa Very Pare, ugenir

21

Almacenista, Fino del Puerto

,

19

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19

Almacenista, Oloroso Pate de Gallirta Almacenista, Vides Palo C/oitaclo de Jerez i

18 16

1/ 1 14

CRISPY JIDORI CHICKEN WINGS Togarashi spice,shishito peppers, ponzu clip 15

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L.J1!

Lavazza Espresso reg 3.50/c161 Lavazza Espresso - Decaf reg 3.50/dbl

StefanMing - gen eraf_Martag FernanclO Darin `chef cle'tuisine) Our menu is seasonal and subjectedloevailabitity-.-teto4toie-abotit any Foodallergies. We support local agriculture and tespeclifuttreatmrintof-anirnals. Our apologies, but no modifications.

6 6

APLifIFS Soju Yokaichi Mug Distilled from Barley

4oz.

10

Soju - Barrel Aged - House Brand

4oz.

15

Imbue. Petal & Thorn

Aperitifs served on the rocks

4oz.

10

Cocchi American

Aperitifs served on the rocks

4oz.

10

LONG RINKS PORT AND TONIC White port, Fever Tree tonic water, lime

13

GIN AND TONIC Botanical infused soju, Fever Tree tonic water, lime 14 APEROL SPRITZ Aperol,sparkling wine, soda, orange peel 13

SO, A rice based Korean spirit, soju is clear, colorless and light in taste perfect for mixing with our fresh ingredients, herbs and house made syrups for a refreshing cocktail.

Kt CC CATS SPARKLING SPECTACULAR Sparkling wine,elderflower syrup,fresh lemon juice, strawberries, soju, lemon peel 14 HOLLYWOOD MUSE House made ginger syrup,fresh lime juice, soju, mint,soda water 12 PEPPERTREE LANE Cucumber, mint,soju,fresh lime juice,soda water 13 BARREL AGED MANHATTAN Carpano antica, Byrrh Grand Quinquina,soju, bitters, maraschino cherry 15

Stefan Ailing - General Manager Fernando Darin - Chef de Cuisine

ANOER

ASSET MANAGEMENT/CONCESSION IMPROVEMENT PLAN Timelines All required construction work can be substantially advanced with offsite fabrication and then completed in the off season. It will have minimal impact on operations.

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City of Los Angeles Department of Recreation and Parks Request for Proposals For the Operation and Maintenance of The Greek Theatre Concession

Exhibit M - Corrected Update

Financial Performance Above 121 Excellent Average

Max Max Percent Points Points out of ten Point Allocation Strate lc Plan and Direction Level of Revenue Sharing Level of Capita! Investment Total

11111111M2EIMILIMMIMMEMILIII 10 MIME IIIIIIIIIIIIIIIIIIIIIIIIMIIMMIIIIIIIIIIIIIIIIIIIIIIIIMIIMIIIII .0 WM 10 0.0 MIIIMIIIIII WIZ 10

UM30

En 100.0%

11111111111111

10

0.0% Asset Management/Concession improvement Plan _ Above Max Max Good ^ Excellent Poor Average Fail Average Percent Points

Points out often

‘Veighted Percentage

As Of July 16, 2014

0.0 0.0

30.0

Weighted Percentage

Point Allocation Approach to Required Concession Improvements Approach to Potential Concession improvements Approach to Preventative Maintenance Plan Total

Total Points Awarded

Ito2 - 30

2

1

4

5

6

3t04

5166

71:93

'4016

11t012

Total Points Awarded

.

20,0%

6

0.0

40.0%

12

0.0

40.0% 100.0%

120.0 30.0

0.0 0.0%

L''VE nwrion.

2.4.1.1

Roles and Responsibilities of the Community Liaison Live Nation will employ a full-time staff member to serve as the Community Liaison. The Community Liaison will be a dedicated position responsible for attending all GTAC meetings, hosting all Open House events at the Greek Theatre and serving as a primary community contact. The Community Liaison will have experience managing venues similar in size to the Greek Theatre and working with neighborhood representatives. Shortly after the granting of the concession, the Community Liaison will meet with the GTAC to immediately understand the current community concerns and potential opportunities to improve the overall neighborhood/facility relationship. Topics to be reviewed regularly by Live Nation and the Committee will include but not be limited to: public safety, traffic management, noise mitigation, neighborhood clean up, regular neighborhood communication, neighborhood hotline, and other topics as needed. The Committee will work hand-in-hand to develop policies and plans for these key areas in advance of the concert season. Live Nation will regularly review the Traffic Control Program, as well as the Neighborhood Cleaning plan with the Committee. Live Nation will work closely with the Committee to ensure that GTAC is pleased with the ongoing security plan to reduce or eliminate excessive noise, illegal merchandise vending, the resale of tickets, alcohol or drug use, as well as loitering on private property. The Community Liaison will attend all GTAC meetings and establish regular office hours and shall meet with GTAC members off-site for coffee hours. The Community Liaison will also be available to the members on an as-needed basis. GTAC members will be provided with the Community Liaison's direct office line as well as his/ her mobile phone number, to foster an open line of communication and ensure the best possible working relationship.

2.4,1.2

New Programs Greek Theatre Trust A cornerstone of Live Nation's Community Plan will be a trust fund that Live Nation will establish to create new programs and improvements to benefit the venue and greater community in direct response to our reporting/feedback plan. The trust would have two components, with its funds spent with the approval of the Department as follows:(1) working to expose low-income households,fixed-income households, at-risk youth, and the disabled to the arts; and (2) implementing programs and improvements in and around the Greek Theatre in response to feedback from our immediate neighbors within a five mile radius. With respect to the first function, the trust would partner with community groups, local theater companies, neighborhood centers, and schools to create special programming at the Greek, field trips, lectures, and educational workshops geared at Los Angeles' underserved and culturally diverse communities. The second function of the trust would provide our dedicated Community Liaison with the financial resources to quickly respond to community concerns, with funds spent on programs and improvements in response to our outreach and community/response plans after consultation with the Greek Theatre Advisory Committee and other neighborhood stakeholders.

LEVEL 2

623

2.3 EVENT ACTIVITY

NUMBER OF STAFF MEMBERS REQUIRED *Includes predominantly part-time and seasonal employees. DEPARTMENT'

NUMBER STAFF MEMBERS

Security Ushers

30-40 30-40

Ticket Takers Maintenance/Cleaning

20

7-10

Parking/Traffic (non-police)

20

Police (including traffic) Stagehands

20 20-40

Merchandise

10

Concessions

100-150

Total

257-350

ORGANIZATIONAL. STRUCTURE

()FIRMING MANAGER M',

440

FA CRINES MANAGER

POGUE'Er.N MANI;En A*461440 J./loth/I MAT* Sete44

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REPORT OF GENERAL MANAGER

NO. 1 1-306

DATE November 21, 2011

C.D.

4

BOARD OF RECREATION AND PARK COMMISSIONERS SUBJECT:

R. Adams H. Fujita V. Israel

THE GREEK THEATRE CONCESSION — ANNUAL PERFORMANCE GUARANTEE PENALTY PAYMENT K. Regan M. Shull *N..Williams NOW

eneral Manager Approved

Disapproved

With

RECOMMENDATION: That the Board accept the one-time cash payment of $135,803.82 and In-Kind Services to the Department, as detailed in the summary of this Report, as payment in-full for the 2009 and 2010 Performance Guarantee penalty. SUMMARY: On May 21, 2002, Concession Agreement Number 245 was executed between the City of Los Angeles Department of Recreation and Parks and Nederlander-Greek, Inc. (NGI) for the operation and maintenance of the Greek Theatre. The Concession Agreement includes a Performance Guarantee which requires that the annual gross revenue would not be less than $15 million for the first concert season and would increase by 3% annually. The penalty for not meeting the Performance Guarantee is 20% of the amount under the guaranteed minimum. For the 2009 and 2010 seasons, NGI was unable to meet the Performance Guarantee. On March 16, 2011, a letter was sent from the Department to NGI informing them about the Performance Guarantee penalty of $493,789.40. On April 12, 2011, staff met with NGI to discuss the matter. Staff also reviewed the year-end financial documents and accounting adjustments previously submitted by NGI for calendar years 2009 and 2010. The accounting adjustments revise the gross revenue reported by NGI and the Performance Guarantee penalty is recalculated to be $452,679.40.

REPORT OF GENERAL MANAGER PG.2

NO.

Period

Performance Guarantee

Actual Annual Gross Revenue

2009 2010

$ 18,150,000 $ 18,600,000

$ 17,998,995 $ 16,487,608

1 1— 306

Performance Guarantee Shortfall $ 151,005 $ 2,112,392 Total Penalty:

Penalty(20% of Shortfall) $ 30,201.00 $ 422,478.40 $ 452,679.40

Staff recommends that the Board accept a revised Performance Guarantee penalty of a one-time cash payment of $135,803.82 and that consideration be given for $576,102.65 of in-kind services that NGI has provided to the Department, the Greek Theatre, and the community over the term of the Concession Agreement. One-Time Cash Payment The one-time cash payment of $135,803.82 represents the projected amount of rent that NGI would have paid had NGI met the Performance Guarantee: 2009 Performance Guarantee: 2009 Gross Revenue: 2009 Shortfall: Rent on 2009 Shortfall(6% of Shortfall):

$ $

18,150,000.00 17,998,995.00 151,005.00 9,060.30

2010 Performance Guarantee: 2010 Gross Revenue: 2010 Shortfall: Rent on 2010 Shortfall(6% of Shortfall):

$ $ $

18,600,000.00 16,487,608.00 2,112,392.00 126,743.52

TOTAL PROJECTED RENT ON SHORTFALL:

135,803.82

In-Kind Services During the term of the Concession Agreement, NGI has: 1) assumed costs for traffic operations originally provided at no cost by the Department of Transportation (DOT); 2) provided operational and maintenance staff for events which benefited the public, primarily schools, and for which the Department would have had to provide staff; 3) provided non-contractually required capital improvements; and 4) purchased a sound monitoring system to ensure compliance with noise requirements. The value ofthe in-kind services is as follows: DOT Parking Costs: Event Subsidy(Bach, Rock and Shakespeare): Event Subsidy(High School Graduations): Event Subsidy(Cosmic Conjunction): Capital Improvement (Capacity Adjustment)

$

43,180.00 170,287.00 194,340.00 11,408.00 47,408.65

REPORT OF GENERAL MANAGER PG.3

Capital Improvement(Plaza Bar): Sound Monitoring System: TOTAL IN-KIND SERVICES

NO. 11-306

$ $ $

71,015.00 38,464.00 576,102.65

The one-time cash payment and in-kind services total $711,906.47 and surpass the performance guarantee penalty of $452,679.40. New Venue(The Nokia Theatre) The recommendation to review and reconsider the performance guarantee penalty is based on a new venue opening in the surrounding area, the Nokia Theatre, which has negatively impacted NGI's ability to meet the performance guarantee. On May 9, 2002, prior to the execution of the Concession Agreement, a letter was sent from the Department to representatives of NGI that stated that should a proposed new concert theatre near the Staples Center be completed and create a negative impact on the Greek Theatre, the Department would entertain a request for relief from the Performance Guarantee and that the request would be brought to the Board for consideration and action (Attachment A). In 2007 the Nokia Theatre opened at the L.A. Live complex, which also houses music venues such as Staples Center, Club Nokia, and The Conga Room. The Nokia Theatre has a seating capacity of 7,100 patrons versus the Greek Theatre's capacity of 5,801 seats. Prior to the opening of the Nokia Theatre, the Greek Theatre and the Gibson Amphitheatre competed for the primary concert market in the Los Angeles area. Attachment B shows that during the four years prior to the Nokia Theatre opening (2003 — 2006), 52% of total ticket sales were attributed to the Greek Theatre and 48% were attributed to the Gibson Amphitheatre. The four years after the opening of the Nokia Theatre (2007- 2010), 36% of total ticket sales were attributed to the Greek Theatre, 31% were attributed to the Gibson Amphitheatre, and the 33% were attributed to the Nokia Theatre. The effect of the Nokia Theatre on both the Greek Theatre and Gibson Amphitheatre was immediate and is expected to be permanent. Concession Performance NGI has worked hard to ensure that the Greek Theatre is a world class operation. From 2001 to 2010, the Greek Theatre has been recognized by the Annual Pollstar Magazine Awards as the Best Small Outdoor Venue (except for 2002). Pollstar also recognized Rena Wasserman, the Greek Theatre General Manager, as the "Facility Executive of the Year" for 2009 and 2010.

REPORT OF GENERAL MANAGER PG.4

NO. 11-306

NGI has worked cooperatively with the Department to ensure impact of concert events to the surrounding community is minimal, hosts community meetings to improve operations, and has partnered with the Department on concerts benefiting the Griffith Park Recovery efforts in 2007. It should also be noted that the overall performance by NGI has surpassed the minimum contractual requirements (Attachment C). Between the beginning of the first contract season in 2002 and the end of the concert season in 2010: 1. The cumulative Performance Guarantee target totaled $151,200,000 and the actual gross revenue totaled $175,172,677. 2. The cumulative Minimum Annual Rent requirement totaled $10,800,000 and the actual rent paid to the Department totaled $13,298,191. The acceptance of the one-time cash payment of $135,803.82 ensures that the Department receives the same compensation had NGI met the Performance Guarantee and the acceptance of the In-Kind Services allows consideration for the negative effect of the Nokia Theatre. FISCAL IMPACT STATEMENT: The additional one-time payment of $135,803.82 will be deposited into the Department's General Fund (Fund 302 Department 88 Revenue Source 4150 Work Order RAPX0210). Report prepared by Robert N. Morales, Senior Management Analyst II, Finance Division.

Attachment A BOARD OF RECREATION AND - PARK COMMISSIONERS

CITY

OF

Los ANGELES

4:3EPARTMENTOF

PRESIDENT

RECREATION AND PARKS 200 N. MAIN ST. 1Cm FLOOR LOS ANGELES.CA 90012 •

CHRISTOPHER C.PAK

(213)473-5563 MX -(213)473-6802

'

CALIFORNIA

MIKE ROOS

VICE PRESIDENT

ELLEN OPPENHEIM

,CHRISTOPHER W. HAMMOND CHRISTINA SANCHEZCAMINO USA SPECK

GENERAL/WAGER

JAMES K.HAHN MAYOR

May 9,2002 Mr.Neil Papiano Iverson,Yoakum,Papiano & Hatch 624 South Grand Avenue,.27'1.Floor Los Angeles, CA 90017-3328

COPY

Subject Greek Theatre Agreeinent - Competition from new Staples Center Area Theatre Dear Mr.Papiano: Atour meeting ofFebruary 4,2002 we discussed several concerns your client(Nederlander Greek,Inc.) had with the above-referenced agreement,including potential negative impacts on Greek Theatre revenue that could ensue from the construction of a proposed new theatre near the Staples Center. We agreed that ifand when the proposed new.facility is completed andyour client can demonstrate that the Greek Theatre is significantly impacted,the Department will entertain a request for rent relief and guarantee that the request will be brought to the Board ofRecreation and Park Commissioners for consideration and action. As we discussed,the appropriate time to deal with this matter is at the point where Nederlander Greek has verifiable'experience that the new Staples area venue is drawing performers and revenue away from the Greek Theatre.I believe that this letter adequately recounts our conversation regarding this issue.If you require further information or clarification, please call me at(213)473-6833. Very truly yours, ELLEN OPPE;NHEIM General Manager

MARJO'4i. MAI iiiEWS Exec OCT cc:

Board ofRecreation and Park Cominissioners Pete Echeverria Mark Brown

AN EQUAL. EMPLOYMENT OPPORTUNITY — AFFIRMATIVE ACTION EMPLOYER

nk1011011..1 MP

scemvcac.

'

DEPARTMENT OF RECREATION AND PARKS THE GREEK THEATRE CONCESSION - COMPARISON OF TOTAL TICKET SALES BETWEEN 2003 AND 2010 2003 Venue Greek Theatre Gibson Amphitheatre

TOTALS

No. of Ticket Sold

190,286 198,358 388,644

PRE - NOKIA

2004 % of Total Tickets Sold

48.96% 51 04% 100.00%

No. of Ticket Sold

ATTACHMENT B

2005 % of Total Tickets Sold

63.14% 36.86% 100.00%

238,271 139,074 377,345

No, of Ticket Sold

248,248 265,689 513,937

2006 % of Total Tickets Sold

48.30% 51,70% 100.00%

No. of Ticket Sold

218.271 225,913 444,184

4

% of Total Tickets Sold

49.14% 50.86% 100.00%

YEAR TOTAL No. of Ticket % of Total Sold Tickets Sold

895,076 829,034 1,724,110

51.92% 48.08% 100.00%

Gibson Amphitheatre 829,035 Tickets Sold (48% of Total)

:\_Greek Theatre 895,078 Tickets Sold (52% of Total)

POST - NOKIA

2007 Venue Greek Theatre Gibson Amphitheatre Nokia Theatre TOTALS

No. of Ticket Sold

275,893 186,776 68,135 530.804

2008 % of Total Tickets Sold

51 98% 35.19% 12.84% 100.00%

No of Ticket Sold

2009 % of Total Tickets Sold

207,869 165,053 264,967 637,889

Nokia Theatre 772,382 Tickets Sold (33% of Total)

32.59% 25.87% 41.54% 100.00%

No. of Ticket Sold

181,004 172,514 234,811 588,329

2010 % of Total Tickets Sold

30.77% 29.32% 39.91% 100.00%

No. of Ticket Sold

166,642 187,509 204,468 558,619

4 YEAR TOTAL % of Total Tickets Sold

29.83% 33.57% 36.60% 100.00%

No. of Ticket Sold

831,408 711,852 772,381 2,315,641

% of Total Tickets Sold

35.90% 30.74% 33.35% 100.00%

Greek Theatre -831,409,Tickets Sold (36% of Total)

Gibson Amphitheatre 711,853 Tickets Sold (31%.,__ of Total)

11/16/2011

ATTACHMENT C

DEPARTMENT OF RECREATION AND PARKS THE GREEK THEATRE CONCESSION SUMMARY OF PERFORMANCE GUARANTEE AND ANNUAL RENT PAYMENT

ANNUAL RENT PAYMENT

PERFORMANCE GUARANTEE

Year

Performance Guarantee Target(With 3% Annual Increase)

Actual Annual Gross Revenue

Performance Guarantee Surplus/Shortfall

Minimum Annual Rent

Annual Rent Payment Paid to RAP

Annual Rent Surplus/ Shortfall

2002

$

15,000,000 $

16,982,241 $

1,982,241

$

1,200,000 $

1,695,038 $

495,038

2003

$

15,450,000 $

15,575,475 $

125,475

$

1,200,000 $

1,200,000 $

-

2004

$

15,900,000 $

20,135,192 $

4,235,192

$

1,200,000 $

1,492,894 $

292,894

2005

$

16,350,000 $

20,573,485 $

4,223,485

$

1,200,000 $

1,508,990 $

308,990

2006

$

16,800,000 $

19,343,443 $

2,543,443

$

1,200,000 $

1,416,922 $

216,922

2007

$

17,250,000 $

25,305,942 $

8,055,942

$

1,200,000 $

1,841,044 $

641,044

2008

$

17,700,000 $

22,770,296 $

5,070,296

$

1,200,000 $

1,651,362 $

451,362

2009

$

18,150,000 $

17,998,995 $

(151,005)

$

1,200,000 $

1,291,941 $

91,941

2010

$

18,600,000 $

16,487,608 $

(2,112,392)

$

1,200,000 $

1,200,000 $

-

TOTAL

$

151,200,000 $

175,172,677 $

23,972,677

$

10,800,000 $

13,298,191 $

2,498,191

11/16/2011

manatt manatt I phelps I phillips

VI,'

Victor De la Cruz Manatt, Phelps & Phillips, LLP Direct Dial: (310) 312-4305 E-mail: [email protected]

FEB 1 1 2015 By February 6, 2015

Client-Matter: 45860-031

BY MESSENGER AND EMAIL President Wesson and Honorable Councilmembers Los Angeles City Council City of Los Angeles 200 North Spring Street Los Angeles, CA 90012 Re:

City Council Consideration of the Greek Theatre Concession Award

Dear President Wesson and Honorable Councilmembers: This firm represents Live Nation Worldwide, Inc.("Live Nation"), the company unanimously selected by both an independent evaluation panel (the "Evaluation Panel") and the Los Angeles Board of Recreation and Parks Commissioners("RAP Board")as having provided the superior and highest-ranked proposal in response to the Request for Proposals for the Operation and Maintenance of the Greek Theatre ("RFP"). As you know,four members of the Arts, Parks, Health, Aging and River Committee of the City Council (the "Council Committee") voted not to concur with the RAP Board's selection of Live Nation as the next operator of the Greek Theatre. The Council Committee's decision was completely arbitrary and capricious, violating the City's Charter, Administrative Code, the explicit language ofthe RFP,and basic California public contracting law. We urge you to reject the Council Committee vote because Live Nation submitted the superior proposal, by far, and its selection is legally required. The transcript of the Council Committee meeting demonstrates that the Council Committee's decision was inappropriately influenced by personal relationships, which have no place in a legal public contracting process. (See Exhibit A.) As stated by Councilmember Curren Price during the meeting ofthe Council Committee:"I do know AEG.. .[and] I certainly support[Councilmember Tom LaBonge]." Councilmember LaBonge,in turn, without pointing to the proposals, their financial return to the City, or any element of the RFP scoring, said just before casting his vote in favor of Nederlander-AEG: "It's also not about money. It's about a relationship. And this relationship has been strong." Nederlander's relationships have developed in part because of prior contract awards to them, and must not be allowed to derail the legality and integrity ofthis RFP process. It is well settled that the purpose of public contracting "is to eliminate favoritism, fraud and corruption; avoid misuse of public funds; and stimulate advantageous market place competition." (Konica Business Machines U.S.A., Inc. v. Regents of University ofCalifornia (1988)206 Cal.App.3d 11355 West Olympic Boulevard, Los Angeles, California 90064-1614 Telephone: 310.312.4000 Fax: 310.312.4224 Albany I Los Angeles I New York I Orange County I Palo Alto I Sacramento I San Francisco I Washington, D.C.

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February 6,2015 Page 2 449,456.) The Los Angeles Times agrees that the Council Committee's handling ofthis bid process was outside the bounds of a fair competitive bidding process. Citing the Council Committee's failure to adhere to the RFP scoring guidelines, the Editorial Board ofthe Times titled its January 27, 2015 editorial on the vote:"Bids for the Greek: Why Bother?" To be clear, despite their vote not to concur with Live Nation's selection as the next operator ofthe Greek Theatre, not a single member ofthe Council Committee criticized the independent evaluation panel process or the RAP Board's reasoning in selecting Live Nation. To the contrary, and quite ironically, before casting a vote against Live Nation, the Chair ofthe Council Committee stated that he wanted to commend Department of Recreation and Parks ("RAP" or the "Department") stafffor "engaging in a process that I feel has and had complete integrity" and for "holding to the high standards that ... we all feel that this process deserves." The purpose ofthis letter is to comprehensively respond to all ofNederlander-AEG's arguments about Live Nation's proposal and the RFP scoring. Nederlander-AEG's arguments are simply attempts to deceive and undermine the transparent and carefully crafted review process created by the Department. The independent Evaluation Panel's scoring ofthe proposals is unimpeachable, and any decision by the City Council purporting to rely on NederlanderAEG's arguments could not withstand judicial scrutiny. Live Nation scored a total of455 points out of a possible 500, whereas Nederlander-AEG only scored 396. All five members ofthe Evaluation Panel were consistent in their scoring, and the 59 point differential between the proposals is insurmountable. Indeed, a review ofthe two proposals confirms that Nederlander-AEG's proposal — like Nederlander's current operation of the Greek Theatre — is highly flawed. Whether it's the Nederlander-AEG proposal's inappropriate use ofPatina Group venue photographs(Patina Group is not Nederlander-AEG's, but Live Nation's food and beverage partner), a capital improvement contribution that is less than half of Live Nation's, or Nederlander-AEG's misleading pro forma that projects revenue from up to 80 shows when its proposal only guarantees 50,the 40-year incumbent's proposal lost for a reason. The Evaluation Panel correctly selected Live Nation in a process that was a model of transparency and careful review. As detailed in the discussion below, Nederlander-AEG's contentions should be rejected for the following reasons: • Live Nation offered the superior financial proposal. • Live Nation proposes a vision for the Greek Theatre unmatched by Nederlander-AEG. • Live Nation's Greek Theatre Community Trust is a benefit above and beyond Live Nation's required Community Partnership Plan.

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February 6, 2015 Page 3

• Only Live Nation's team has the experience and capability to transform the Greek's existing concessions; Nederlander-AEG's food and beverage proposal relied on photographs from Live Nation's culinary partner, Patina Group. • Live Nation's preventative maintenance plan met all RFP requirements, and after a valid "apples-to-apples" comparison, was appropriately found to be superior by the Evaluation Panel based on multiple factors. • Nederlander-AEG's myriad other objections are all completely unfounded, and represent desperate attempts to discredit Live Nation's superior proposal. A.

Live Nation Offered the Superior Financial Proposal. 1.

Live Nation Provides Greater Guaranteed Revenue on a Directly Comparative Basis.

Nederlander-AEG has continually protested that its proposal provides more guaranteed revenue share. That contention is, in fact, incorrect. By way of background, it is important to note that the Financial Proposal section of the RFP is comprised ofthree components:(1) "Strategic Plan and Direction"(50 points); "Level of Revenue Sharing"(50 points); and "Level of Capital Investment"(50 points). Live Nation's minimum guarantees are overwhelmingly higher, which explains, in part, why Live Nation received higher scores for Strategic Plan and Direction and Level of Capital Investment. Nederlander-AEG has conveniently ignored the additional guaranteed revenue offered by Live Nation in the form of:(1)the Guaranteed Community Trust;(2)the Guaranteed Capital Improvements; and (3)the Guaranteed Penalties for every show below 70. To understand the minimum guarantees in the financial proposals, it is critical to understand how show count and the penalty payments in Live Nation's proposal work. While Live Nation does not need to include the penalty payments to come out ahead, it is important that the full revenue picture be provided — something that Nederlander-AEG has consistently failed to do. Both proposals offer to pay the guaranteed minimum revenue share or a certain percentage of total revenue, whichever is higher. The percentage of total revenue share is estimated based on the pro forma submitted by Nederlander-AEG and Live Nation. With respect to the pro forma, a careful review of the two proposals indicates that while Nederlander's pro forma projections are based on an unrealistic, never-achieved, and non-guaranteed total of up to 80 shows a year, Live Nation's pro forma projections are based on a total of 70 guaranteed

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February 6,2015 Page 4 shows a year.' What this means is that the pro forma projections in Live Nation's proposal are conservative, rather than aspirational, because they are based on 70 shows that Live Nation has guaranteed. In other words, it is extremely likely that, under Live Nation, RAP will receive the higher percentage oftotal revenue — not the minimum. Nederlander-AEG, whose pro forma is based on up to 80 shows a year, on the other hand, has only guaranteed 50 shows in its proposal. For context, Nederlander has produced an average of56 shows a year over the last 10 years. If Nederlander was confident in its projections, it would have guaranteed more than 50 events. The fact that it has partnered with AEG, which has two similarly sized local competing venues (Nokia Theatre and the Shrine Auditorium), also makes it more likely than not that Nederlander-AEG would pay the minimum revenue share over the life ofthe contract — not the higher pro forma revenue share — because AEG would route its best shows to these venues where it would not have to share revenue with the City. Conversely, Live Nation would most likely only be in a minimum revenue share situation if it were to produce less than the 70 shows in its pro forma. Because Live Nation's proposal offers the City a penalty payment of$50,000 per show for every show below 70, Live Nation's minimum revenue share cannot be viewed in a vacuum, but rather in conjunction with those penalties. Thus,if Live Nation produced 50 shows per year(Nederlander-AEG's guaranteed number), it would pay the City $1,000,000 per year in addition to the minimum revenue share. Again, Live Nation's proposal provides more guaranteed revenue even without taking the penalties into account. However,once-the penalties are accounted for, the differences between the two proposals are actually quite astounding. If Live Nation were to produce the minimum number ofshows as required by the RF'P and as guaranteed by Nederlander-AEG — 50 — with the addition of penalty payments,Live Nation's proposal would guarantee approximately $24 million more total revenue to the City than Nederlander-AEG.2 The numbers in the chart below are the reason that Nederlander-AEG has tried so hard to focus only on the minimum revenue share, and not all the other guaranteed revenue streams in Live Nation's proposal. Placing all the guaranteed revenue in one easy-toread matrix demonstrates the true contrast between the proposals. Moreover, the matrix demonstrates that Live Nation's rent at the 50 shows that Nederlander is guaranteeing would, on its own(without including Live Nation's much higher capital improvements) be higher than Nederlander's rent at 50 shows. Live Nation's guaranteed rent, inclusive ofthe penalties for doing less than 70 shows, would be $80 million, while Nederlander's rent would be $77.5 million.

Live Nation has a proven track record ofdelivering this number ofshows as evidenced by its operation ofthe Gibson Amphitheater(a venue of almost the same exact size as the Greek Theatre) before its closing in 2013. 2

If Nederlander-AEG were to produce only 50 shows per year, its minimum annual guarantee would be the amount paid to the City. Please see the second and third rows ofthe Guaranteed Revenue Share — The Full Picture chart.

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February 6, 2015 Page 5 GUARANTEED REVENUE SHARE — THE FULL PICTURE Years 1-1()

Pro Forma(Up to 80 Shows/Year)3 Adjusted Pro Forma for 50 Guaranteed Shows Minimum Guarantee Pro Forma(70 Shows/Year Guaranteed)5 Minimum Guarantee — 50 Show Example with Penalties

2.

Total Revenue Share Nederlander-AEG $42,488,158 $55,284,808 $97,772,966

Capital Improvements

Total

$18,746,0004

$116,518,966

$30,290,086 $39,218,453 $69,508,539

$18,746,000

$88,254,539

$36,250,000 $41,250,000 $77,500,000

$18,746,000

$96,246,000

Live Nation $33,488,570 $44,290,595 $77,779,165

$40,000,000

$117,779,165

$40,000,000 $40,000,000 $80,000,000

$40,000,000

$120,000,000

Years 11-20

Nederlander-AEG's Pro Forma Was Flawed In That It Was Based on Up to 80 Events a Year Even Though The Proposal Only Guaranteed 50 — This Renders Nederlander-AEG's Pro Forma Irrelevant and Indicates That Nederlander Would Always Pay the Minimum Guaranteed Rent Rather Than the Higher Revenue Share Desired by RAP.

The one non-technical comment Nederlander-AEG made on the draft RFP in its letter to RAP dated May 15, 2014, had to do with its then-concern that "to allow for a more objective review and to protect the Department against an award based on artificially-inflated revenue projections, financial scores should reflect the amount of money that a proposer guarantees it will pay to the City." (See Exhibit B.) RAP ultimately struck a middle ground by evaluating Nederlander-AEG only guaranteed 50 shows, and has a historic 56-show average at the Greek, which makes this projection highly inflated. To do an apples-to-apples comparison of the pro forma, it is necessary to look at the pro forma calculations based on total guaranteed shows. 3

4 This amount includes approximately $400,000 of assets already owned by Nederlander, as well as approximately $700,000 in deferred maintenance, totaling approximately $1.1 million.

Neither of the Live Nation rows include Live Nation's $6 million of guaranteed funding over twenty years for the Greek Theatre Community Trust.

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February 6, 2015 Page 6 both the minimum guarantees and the pro forma revenue share. Ironically, however, now that the evaluations have been completed and Live Nation and Nederlander-AEG proposed to share 8 percent and 10 percent of revenue, respectively, Nederlander no longer has any concerns about inflated revenue projections and takes the position that its proposal is "objectively" superior merely because of the higher percentage revenue share. In reality, nothing could be further from the truth. As a threshold matter, Live Nation offered 8 percent to strike a balance with its substantial $40 million capital investment in the Greek Theatre (more than twice as much as Nederlander-AEG). That alone tips the scales in favor of Live Nation's total contribution. Furthermore, as the number one concert promoter in the world, Live Nation's 8 percent revenue share, coupled with its capital and programming improvements, will likely result in greater total dollars for RAP than a higher percentage of lower revenue from a company with a much smaller amphitheater portfolio such as Nederlander. As the world's Number One Promoter on Pollstar's annual Top 100 Worldwide Promoter List, Live Nation has unparalleled access to top-tier talent that will drive attendance and improve the quality of shows in ways that have not been possible in the past. Moreover, unlike Nederlander's partner, AEG,Live Nation does not operate competing similarly-sized facilities in the Los Angeles market. This fact alone allows Live Nation to focus all its attention and resources on maximizing the programming and revenue of the Greek Theatre, rather than divert the most profitable shows to Nokia Theatre and Shrine Auditorium where revenue does not have to be shared with the City. Live Nation's global stature and its lack of competing facilities are two common sense reasons why Live Nation would deliver higher total revenue than Nederlander-AEG. However, upon carefully reviewing Nederlander-AEG's pro forma, one sees that Nederlander-AEG's 10 percent revenue share is actually meaningless because its proposal is geared to consistently perform at the minimum guarantee level. As previously,stated, Nederlander-AEG bases its revenue projections on producing up to 80 shows a year, despite only guaranteeing 50 and having a historic average of only 56 shows a year. These unguaranteed and completely unrealistic numbers render Nederlander-AEG's pro forma irrelevant. As the matrix above demonstrates, and as the Evaluation Panel and RAP found, Live Nation delivers higher total revenue based on the pro forma projections even if NederlanderAEG's pro forma is taken at face value. Once Nederlander-AEG's pro forma is adjusted to account for Nederlander-AEG's 50 show guarantee, however, the delta between the two proposals becomes much more stark — Live Nation's financial commitment, whether at its guaranteed 70 shows or merely at Nederlander-AEG's 50 shows, delivers over $20 million more value to the City over the life of the contract. Faced with the overwhelming superiority of Live Nation's financial proposal, Nederlander-AEG has further attempted to undermine the Evaluation Panel's impartial analysis by commissioning an "independent" economic analysis from Land Economics Consultants, LLC and Pro Forma Advisors, LLC (collectively,"Pro Forma Advisors"). The fact that Nederlander-

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February 6, 2015 Page 7 AEG represents that this economic analysis is "impartial" is ludicrous. In its analysis, Pro Forma Advisors' claim of"independence" is immediately followed by a statement explaining that their report was commissioned by Nederlander, and the remainder is merely a rehashing of the arguments previously made by Nederlander-AEG in their lawyers' correspondence. As is to be expected, the analysis is riddled with deception and mischaracterization. For instance, in response to the Evaluation Panel's finding that Nederlander-AEG would not replace but merely repair the terraces, an improvement vastly inferior to Live Nation's, Pro Forma Advisors notes that Nederlander-AEG would pay an extra $3.3 million dollars to replace the existing terraces to remedy the structural deficiencies. This payment was nowhere in Nederlander-AEG's proposal and cannot legally be considered as part of Nederlander-AEG's bid. Pro Forma Advisors' attempts to deceive are so brazen that the report even called Live Nation's $25 million capital investment over the first term "basically the same" as NederlanderAEG's $18.8 million dollar investment. With logic like this, it is hard to see how this "independent" report can be taken seriously. 3.

Live Nation Has Committed to Paying the Minimum Revenue Share; It is Nederlander That Has Historically Sought to Avoid Paying RAP the Minimum Rent and Contractual Penalties Under its Existing Contract.

Nederlander-AEG has sought to cast aspersions on Live Nation's financial proposal by arguing that the company's minimum revenue share is not guaranteed due to rent abatement language in Live Nation's proposal. However, this argument ignores what Nederlander-AEG well knows — that any such rent abatement language in Live Nation's proposal was rejected by RAP and explicitly disclaimed and clarified by Live Nation prior to the scoring ofthe proposals. At its interview with Live Nation,the Evaluation Panel addressed the rent abatement language in order to clarify any potential inconsistency, and the General Manager informed the RAP Board that the contract would enforce the terms ofthe RFP. Live Nation also clarified at the interview that it would pay the minimum revenue share irrespective of any construction delays. These clarifications made it clear that Live Nation's response was fully consistent with the RFP. Moreover, even if there had been an inconsistency, the City Charter, as quoted in the RFP(RFP, p. 37), reserves to the City the right to "waive any informality in the bid or proposal when to do so would be to the advantage ofthe City." Having clarified what Live Nation meant by that language, and understanding that RAP would not allow such language to be inserted into the Concession Agreement anyway,the Evaluation Panel rightfully disposed ofthe matter as a nonissue. Nederlander-AEG may have conceived the idea that Live Nation may not pay the minimum revenue share because Nederlander consistently sought to avoid its contractual obligations to RAP throughout the life of its contract at the Greek Theatre — for reasons completely of its own doing. For example, only five weeks after being awarded the Greek Theatre concession in 2001, Nederlander requested that its annual minimum revenue share guarantee of$1.2 million, and its performance guarantee of$15 million, be subject to a pro rata

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February 6, 2015 Page 8 reduction based on the number of days that Nederlander was prevented from putting on shows due to construction ofthe required capital improvements. (See Exhibit C.) RAP staff recommended denial ofthese specific requests, and the RAP Board concurred. Two months later, however, Nederlander brought a similar request back to the Board, proposing to add qualifying language to the agreement's performance guarantee and liquidated damages provisions that would require RAP to meet and confer with Nederlander if construction ofthe capital improvements was delayed. (See Exhibit D.) This time the RAP Board approved Nederlander's requested changes. Indeed, throughout the course ofits operation ofthe Greek Theatre, Nederlander's has continued to request and receive multiple rent abatements.6 The only reason that Nederlander-AEG could think of such an absurd argument — that Live Nation's proposal does not guarantee the minimum revenue share — is that seeking to avoid minimum rent and penalties has been part of Nederlander's playbook at the Greek Theatre for decades. 4.

RAP Properly Considered the Superior Value of Live Nation's 20-Year Capital Improvement Program.

Nederlander-AEG failed to offer any capital expenditures-beyond the first two years of the Concession Agreement in its proposal. In contrast, Live Nation's proposal was extensive, covering $40 million worth ofimprovements over a 20-year timeframe. Now that Live Nation's proposed improvement plan has been judged superior, Nederlander-AEG is trying to have Live Nation penalized for presenting a long-term, thoughtful vision for the Greek Theatre, while simultaneously trying to modify its own proposal to assume future theoretical improvements it could have, but failed to propose. Nederlander-AEG was free to propose an improvement program that went beyond the first two years, but consciously chose not to. It's too late for it to do so now. The RFP covers a 20-year period, with an initial 10-year term and two 5-year options, and the two proposals were appropriately evaluated based on the vision Live Nation and Nederlander-AEG presented for this 20-year period. As pointed out by Department staff at the October 9,2014 RAP Board hearing:

From 2009 to 2011, when Nederlander's revenues fell short ofthe required performance guarantee, Nederlander requested that the RAP Board completely, or partially, waive its contractual penalty payments, claiming that the revenue shortfalls were attributed to the arrival ofthe Nokia Theatre, the current economic environment, and the downturn in the concert touring industry. (See Exhibit E.) In justifying its request for this significantly reduced penalty payment, Nederlander argued that it had made significant contributions ofin-kind services to RAP and the City, including assumption of costs for traffic operations originally provided at no cost by the City's transportation department, and non-required capital improvements such as a new bar, and a sound monitoring system to ensure compliance with applicable noise regulations. (Id.) However,these expenditures by Nederlander either directly benefit Nederlander (e.g., the traffic operation costs are necessary in order to ensure that patrons can easily arrive at, and spend money at, the venue; and a new bar provides additional concession revenue to Nederlander) or, in the case ofthe sound monitoring system, are required to comply with the terms ofthe Concession Agreement and the City's noise regulations.

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February 6, 2015 Page 9 All the pro forma, all of the capital investment, the strategic approach, and all of the objectives were set for the 20 year period. So the pro forma numbers that you see in front of you is for 20 years, and that was scored that way. So the capital investment is for 20 years, and it was scored that way as well. So it's very consistent. (Agnes Ko, October 9, 2014 RAP Board hearing) Nederlander-AEG's claim that they were not expected to consider a 20-year improvement plan makes little sense in light of the 20-year pro forma that was required by the RFP and provided by Nederlander-AEG. Nederlander-AEG, on the one hand, presents a pro forina that is supposed to accurately describe expected revenues, costs, and expenses over a 20year period, yet simultaneously claims that it was not reasonably expected to consider improvements from years 11 to 20. Nederlander-AEG necessarily had to consider improvements over the full 20-year term in order to produce an accurate pro forma. In fact, that Nederlander would not put any capital into the Greek Theatre after two years, essentially allowing the facility to deteriorate for the next 18 years, is captured quite accurately in its pro forma — by its plans to spend $655,000 on "deferred maintenance." (See Exhibit F.) Even if Nederlander-AEG thought the RFP only expected improvements over the first 10 years, it is clear that all proposals were free to go above and beyond the minimum requirements presented in the RFP,and that the Evaluation Panel could score proposals higher based on a more expansive vision. The RFP states that the chosen bid would have "the greatest ability to implement a concession program that will meet or exceed the [RFP] objectives," and that proposers were "encouraged to present sound, practical, innovative and sustainable ideas to provide a first class, high-quality venue[.]" (RFP, pp. 1,14)(emphasis added.) NederlanderAEG's proposed capital improvement ideas for the Greek Theatre were not limited by the RFP as they suggest, and they were free to present a capital improvement program as expansive as their claimed vision. They did not. At the same time, Nederlander-AEG has suggested that it would add potential improvements after year 10. Counsel for Nederlander-AEG has implied that the Evaluation Panel and the RAP Board Report misunderstood Nederlander-AEG's capital expenditure commitment over the life of the Concession Agreement because Nederlander-AEG "never said that it would not commit additional capital expenditures in order to obtain the option." (Letter from Andrew Kugler to Sylvia Patsaouras, President, RAP Board, October 8, 2014, p. 10.) However,in contrast to Nederlander-AEG's theoretical future improvements, Live Nation's commitment is clear and unambiguous — $25 million in capital improvements in the first two years, with $15 million to follow over the last 10 years. Additionally, based on its history at the Greek Theatre, it is doubtful that Nederlander would actually offer any additional improvements after the initial term. Key elements of Nederlander-AEG's current capital improvement proposal — such as its plan to reveal the venue's historic Greek columns and remove the 1950s roof — were also key elements of Nederlander's

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February 6, 2015 Page 10 proposal in 2001, but were never implemented. Instead of renovations and upgrades that Nederlander could have implemented over its tenure, the Greek Theatre has been left in a slow state of steady disrepair. While Nederlander now claims that it would "of course" do additional capital improvements not required by the base contract of 10 years, today the facility is nonADA compliant and Live Nation's structural engineer, Miyamoto International, the structural engineer for the LAX Theme Building reinforcement project, the Hollywood Bowl, and the Griffith Observatory(among others), has warned that the Greek's terraces are in danger of collapsing in an earthquake. Nederlander's track record provides no assurances that voluntary improvements would be forthcoming. It has profited from, and taken credit for, the Greek Theatre's amazing design and natural setting, without significant capital investment for decades. Finally, while Nederlander-AEG claims a misunderstanding regarding the improvement program time frame requested in the RFP,they had ample opportunity to obtain clarity from RAP staff. Before the RFP release date, RAP staff presented the draft RFP on May 2, 2014, and received public comment on May 16, 2014 to gather input and address questions or concerns on the draft RFP. After the RFP release date, proposers were required to attend a mandatory preproposal conference and had the opportunity to submit questions to staff regarding the RFP process and contents, and staff provided readily available responses to questions on the Department website. (See RFP Proposer Conference Presentation, June 17, 2014.) No less than four series of"Questions & Answers" covering 72 submitted questions were published by staff from June 16, 2014 to August 7, 2014, clarifying doubts and answering a wide variety of questions regarding the RFP requirements. Any Nederlander-AEG questions regarding the term for proposed improvements could have been raised during that time. Even looking at just the initial 10-year term, as Nederlander-AEG requests, Live Nation's proposal beats Nederlander-AEG's proposal by $7 million in capital improvements. This does not even account for a slew of questionable components in Nederlander-AEG's capital improvement budget, such as the inclusion of assets that they own and that are already at the Greek Theatre. There is no question that Live Nation's proposal on this subject is superior. B.

Live Nation Proposes an Unmatched Vision for the Greek Theatre.

The two proposal concepts for "Approach to Concession Improvements" come down to one key difference. Live Nation is proposing a transformative vision for the Greek Theatre that would restore its historic glory while allowing it to flourish as a modern concert venue. Nederlander-AEG is proposing a continuation of the same kind of minor repairs and superficial refurbishments that have resulted in today's degraded conditions. Live Nation's investment would allow for the thoughtful restoration ofthe Greek Theatre, headed by the internationally renowned design team of Rios Clementi Hale Studios, with the historic preservation expertise and consultation ofPage & Turnbull. Rios Clementi Hale was responsible for the $56 million redesign of Grand Park, which resurrected a dormant, underutilized plaza and transformed it into a truly extraordinary urban gathering space that now

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February 6, 2015 Page 11 serves as the heart of civic activity in downtown Los Angeles. Rios Clementi Hale proposes the same type oftransformative experience for the Greek Theatre, as shown in the renderings enclosed as Exhibit G. In addition to its incredible work on Grand Park, Rios Clementi Hale also led the $30 million redesign of the historic Mark Taper Forum, and extensive improvements to the Hollywood Bowl's facilities, which allowed the Bowl to feature the world-class culinary artistry provided by Joachim Splichal ofthe Patina Group — artistry which Live Nation also proposes to feature at the Greek Theatre. Live Nation's capital investment strategy also underscores its commitment to responsible stewardship and care for the Greek Theatre, including its thoughtful preservation approach and collaboration with Page & Turnbull in order to restore the long-hidden historic features ofthe Greek Theatre. Of particular note, should the floating canopy design be approved, it will allow the entire historic building to be seen and experienced for the first time since the mid-1940s. Not only does the floating canopy design, with its minimal physical connection to the historic structure, provide a true•homage to the historic structure, the overall design aesthetic is intended to clearly differentiate the historic portion ofthe Greek Theatre from the new addition, as required by the Secretary ofthe Interior's Standards for the Treatment of Historic Properties. The Greek Theatre is a vital cultural, historic, and architectural landmark that belongs to the public and has been neglected by Nederlander for too long. The venue has never benefitted from significant renovation or rehabilitation under the management of Nederlander, and in contrast to Live Nation's vision for the future ofthe Greek Theatre, Nederlander-AEG proposes improvements that would merely prolong the need for substantive repairs and rehabilitation. Nederlander-AEG has even acknowledged its lackluster approach, characterizing its proposal as a superficial "facelift" of the facilities. Nederlander's General Manager ofthe Greek Theatre said this about its proposal on National Public Radio recently: "You know it's funny — the Greek Theatre is kind oflike your favorite grandmother... she is 85 years old [] she — maybe she needs a facelift...[b]ut at the end ofthe day, you still want to know and recognize your grandma." (Rena Wasserman,Interview with Larry Mantle, AirTalk, October 15,2014.) Indeed, Nederlander-AEG's proposal contemplates temporary fixes to the glaring disrepair and neglect that has long been evident throughout the venue. We believe the Greek Theatre deserves more. History and experience have shown that the type of investment proposed by Live Nation can produce transformative results, turning previously underperforming public spaces into true jewels ofthe community. Live Nation's proposed $40 million capital investment strategy not only outspends Nederlander-AEG and exceeds the minimum qualifications under the RFP, but also presents a grand vision for the Greek Theatre that is worthy ofthis iconic venue.

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February 6, 2015 Page 12

C.

Live Nation's Greek Theatre Community Trust Is a Benefit Above and Beyond Live Nation's Required Community Partnership Plan.

Nederlander-AEG contends that Live Nation's proposed Greek Theatre Community Trust ("Community Trust") was improperly credited as a financial commitment to RAP. In making this claim, Nederlander-AEG argues that it is proposing to spend money for its required Community Partnership Plan and that this money should have been counted when determining Nederlander-AEG's financial commitments. Nederlander-AEG's argument is premised on a fundamental misrepresentation of the Community Trust. The Community Trust, to which Live Nation will allocate a minimum of $300,000 dollars annually, is a financial commitment to fund a newly created trust to create new programs and improvements to benefit the Greek Theatre and the greater community. (Live Nation proposal, p. 624.) This trust will be comprised offunds contributed by Live Nation to be spent by the trust — not spent by Live Nation. This is an important distinction, and is what separates the Community Trust from the other expenditures incurred by Live Nation in relation to the remainder of its Community Partnership Plan. The Community Trust will be established in conjunction with the Department, will be organized as a business trust, and will be governed by a written trust agreement. (Live Nation proposal, p. 624.) Live Nation's proposal specifically outlines the functions of the trust, including (1)to create special programming at the Greek Theatre for underserved and culturally diverse communities, and (2)to improve community outreach and response. Moreover, as was stated at the RAP Board's October 9, 2014 meeting, the Concession Agreement between RAP and Live Nation, should one be finalized, will specifically define the parameters ofthe Community Trust and the type and level of RAP oversight and control. Nederlander-AEG claims that if Live Nation received scoring credit for the guaranteed financial component of the Community Trust, then Nederlander-AEG should have received credit from the Evaluation Panel for its commitment to fund various ongoing community programs which, it has claimed, will be equivalent to approximately $9 million over 20 years.' However, this claim ignores the fact that Live Nation,just like Nederlander-AEG, has proposed its own specific and extensive community programs as part of its Community Partnership Plan, and will not only continue the same community outreach and benefit programs that Nederlander has been doing for years, but will also develop significant new programs intended to facilitate greater community involvement. The Community Trust is in addition to Live Nation's Community Partnership Plan.

Again, Nederlander-AEG conveniently understands the concession agreement to run for 20 years when it might be of benefit (i.e., in relation to the total estimated valuation of its Community Partnership Plan expenditures), but then insists that the concession only runs for 10 years when it wishes to attack the Evaluation Panel's scoring of Live Nation's capital improvements plan.

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February 6,2015 Page 13 For instance, apart from the Community Trust, Live Nation will develop an enhanced communications plan regarding the Greek for the surrounding Griffith Park community, as well as other City communities; establish enhanced transportation options for residents within five miles ofthe venue; create a ticket pre-sale program for neighborhood residents; establish a stateof-the-art sound level reporting and monitoring program; create a new trash pickup program; and provide a new shuttle to alleviate traffic problems. (Live Nation proposal, pp. 613-620.) Live Nation also proposes to establish the Greek Theatre Community Engagement Council, the purpose of which is to gain a greater and more detailed understanding ofthe surrounding community and its cultural interests. (Live Nation proposal, p. 624.) In addition, Live Nation will provide an extensive complimentary ticket program for low-income community members, undertake additional outreach opportunities to the disabled community, develop an educational outreach program to introduce at-risk and school-aged children to the performing arts, and work with Hollywood Cinema Production Resources to enable underserved individuals to start their entertainment careers. (Live Nation proposal, p. 625.) The above components of Live Nation's Community Partnership Plan will not be paid for by the Community Trust, which is separately funded, but rather will be borne by Live Nation. The Community Trust is separate from,and in addition to, all ofthe above components of Live Nation's Community Partnership Plan. If one looks at the wide array of community programs to be implemented by Liye Nation, excluding the Community Trust, the dollar value ofthose programs would amount to $10.5 million dollars over 20 years. Thus, Live Nation's Community Partnership Plan, exclusive ofthe new Community Trust, is worth more than NederlanderAEG's($10.5 million for Live Nation,$9 million for Nederlander-AEG). When one accounts for Live Nation's new Community Trust, that difference becomes even more stark($16.5 million for Live Nation,$9 million for Nederlander-AEG). Finally, Nederlander-AEG has also taken issue with the fact that the Community Trust is to be funded by premium ticket purchases. This is curious given that all revenue derived from programming at the Greek Theatre comes from ticket sales. AEG's AXS Premium ticketing service, for instance, conducts market research to price premium inventory to capture more revenue. (Nederlander-AEG proposal, p. 395.) Does Nederlander-AEG likewise take offense to the sale of premium seats for purposes of generating revenue for Nederlander-AEG? Here, at least, a portion of Live Nation's premium ticket revenue is allocated to a trust intended to provide underprivileged children access to the arts. D.

Nederlander's Food and Beverage Proposal Relied on Photographs from Live Nation's Culinary Partner,Patina Group,Demonstrating that Nederlander Lacks the Experience and Capability to Deliver any Meaningful Change to the Greek's Existing Concessions.

Live Nation and its culinary partner, Patina Group, were surprised to learn that the Nederlander-AEG proposal relied on at least six photographs of Patina Group operations to demonstrate Nederlander's proposed concept for food and beverage operations at the Greek

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February 6, 2015 Page 14 Theatre. (See Exhibit H.) Specifically, the Nederlander-AEG proposal used six photographs from the Los Angeles Music Center, Hollywood Bowl Market Café, and AT&T Market Café — all of them Patina Group operations. (Live Nation's partner, Patina Group, provides food and beverage service at Walt Disney Concert Hall, the Los Angeles County Museum of Art, the Hollywood Bowl, and a number of other cultural institutions.) Nederlander-AEG did not seek permission to use Patina Group facilities, nor did it disclose that it was using photographs of concepts from Live Nation's partner for the Greek Theatre. Nederlander-AEG's usurping offood and beverage concepts from Live Nation's partner for its proposal demonstrates that it has no concepts of its own that it can turn to, and calls into question whether Nederlander-AEG could actually revamp food and beverage offerings at the Greek. For its proposal, Nederlander-AEG selected "Sprout" as its food and beverage provider, a company that, although helmed by a successful restaurateur, has no experience operating a food and beverage operation at a performing arts venue. Obviously, if Sprout had any experience in this area, then Nederlander-AEG would not have had to use photographs from operations of Live Nation's concessionaire. Just as Nederlander promised a historic rehabilitation ofthe facility when it bid in 2001 and subsequently failed to deliver, Nederlander has had forty years to improve the food and beverage offerings at the Greek Theatre, yet the menu continues to be dominated by carnival food, with offerings limited to items such as hot dogs, chicken tenders and funnel cake. Through Live Nation's partner, Patina Group, the Hollywood Bowl has raised the standard for food and beverage concessions at music venues (with items such as salads, wine and cheese, sushi, steak, salmon bowls, artisan burgers and sandwiches, risotto fritters, pastas, etc.). (See Exhibit I.) Ultimately, had the Evaluation Panel known that Nederlander-AEG was actually copying facilities designed and operated by Live Nation's concessionaire, there is no way that Nederlander would have received 45 out of60 available points for "Approach to Potential Concession Improvements" and 34 out of 35 points for "Food and Beverage Plan." Without question, Live Nation's proposal, with Patina Group at the helm, together with such other Los Angeles icons as Chef Nobu Matsuhisa and Café Gratitude, was the only proposal that was honest and can truly transform the Greek Theatre's current lackluster offerings. E.

Live Nation's Preventative Maintenance Plan Met All RFP Requirements, and After a Valid Apples-to-Apples Comparison, Was Appropriately Found to be Superior by the Evaluation Panel Based on Multiple Factors.

In yet another attempt to undermine the Evaluation Panel's conclusions, NederlanderAEG has argued that the scores issued for the RFP's "Approach to Preventative Maintenance" category were improperly determined. According to Nederlander-AEG, Live Nation's preventative maintenance expenditure was higher because it improperly included costs that are, in the opinion of Nederlander-AEG, appropriately categorized as routine maintenance, not preventative maintenance. This argument is erroneous, and not supported by any evidence in Live Nation's proposal.

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February 6, 2015 Page 15 First, it is important to note that the total preventative maintenance expenditure was not the sole factor considered by the Evaluation Panel when scoring the "Approach to Preventative Maintenance" category. Instead, the Evaluation Panel assessed the quality and comprehensiveness ofthe proposer's individual Preventative Maintenance Plan, as well as the proposer's overall approach to preventative maintenance at the Greek — it did not simply look at the dollar amount each proposer allocated to preventative maintenance as a pro forma line item. Specifically, RFP Section 2.2.3 states that the proposers shall provide "a specific plan with supporting report forms to provide andfund any necessary repairs and maintenance, preventative maintenance, improvements, replacement of useful life, or upgrades...." (RFP, p. 24)(emphasis added.) The Evaluation Panel found Live Nation's approach to preventative maintenance to be far superior to Nederlander-AEG's due in large part to the comprehensive detail it contained, not just the higher expenditure amount. In fact,four ofthe Evaluation Panel's five summary comments regarding preventative maintenance discussed the superior detail and quality of Live Nation's Preventative Maintenance Plan, finding that it "was extremely comprehensive,""provided details on how improvements would be handled following construction and how the venue would be maintained in and out of season,""included delineating clear responsibilities as to roles for maintaining the facility," and that its "approach to landscaping and maintaining the grounds was significantly stronger [than Nederlander-AEG's]." (Evaluation Panel Summary, pp. 1-2.) Only one ofthese five summary comments focused on Live Nation's higher preventative maintenance expenditure, but that is the one comment that Nederlander-AEG touts, claiming that a higher dollar figure is the sole reason that Live Nation was awarded 13 more points in this category. In making this argument, Nederlander-AEG is willfully ignoring the wealth of information indicating that it prepared a less detailed, less comprehensive Preventative Maintenance Plan. In making its allegation regarding routine versus preventative maintenance expenditures, Nederlander-AEG claims that the RFP somehow prohibits routine maintenance activities from being discussed or included within a proposer's Preventative Maintenance Plan. To support this argument, Nederlander-AEG has referenced four pages from the Sample Concession Agreement attached to the RFP, apparently as evidence that these pages somehow indicate that preventative maintenance is to be thought of as completely distinct from routine maintenance. However, a simple reading of those pages from the Sample Concession Agreement tells another story. Specifically, these pages from the Sample Concessions Agreement explicitly state that the "CONCESSIONAIRE shall be responsible for all necessaryjanitorial duties and damage/maintenance repairs" and that such maintenance shall "follow the Preventative Maintenance Plan shown in CONCESSIONAIRE'S Proposal (Exhibit B)." (Sample Concession Agreement, p. 25)(emphasis added.) The Sample Concession Agreement further provides that the "CONCESSIONAIRE shall, at its own expense in conjunction with the Preventative Maintenance Plan section of the CONCESSIONAIRE'S Proposal ... keep and maintain all the interior walls and surfaces ofPREMISES" and that "CONCESSIONAIRE'S maintenance duties shall include all sweeping, washing, servicing, repairing, replacing,

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February 6, 2015 Page 16 cleaning, and interior painting that may be required to properly maintain the premises in a safe, clean, operable, and attractive condition." (Sample Concession Agreement, p. 26)(emphasis added.) Clearly, as contemplated by the RFP and Sample Concession Agreement,the required Preventative Maintenance Plan must demonstrate a proposer's commitment to perform both routine and preventative maintenance tasks at the Greek Theatre — it certainly does not require that "routine" maintenance be omitted from a Preventative Maintenance Plan.8 However, despite the language in the RFP and Sample Concession Agreement demonstrating the expansive nature of the Preventative Maintenance Plan, Nederlander-AEG has advanced its own exceedingly narrow, and unsupported, interpretation of that language. Furthermore, Nederlander-AEG completely misrepresents the content of Live Nation's Preventative Maintenance Plan, claiming that it contains "improper" maintenance costs such as landscaping supplies and theatre and office cleaning. This allegation is completely baseless; Live Nation's Preventative Maintenance Plan contains no such items. (Live Nation proposal, Preventative Maintenance Plan, pp. 383-384.) Instead, Live Nation allocated landscaping supply costs to its "Supplies" pro forma line, and theatre and office cleaning costs to its "Other Expenses" pro forma line. In fact, Nederlander-AEG's accusation becomes even more specious when one learns that Nederlander-AEG allocated these exact same landscaping supply and theatre and office cleaning costs to its own "Other Expenses" pro forma line item. In addition, all show day cleaning and property maintenance in Live Nation's proposal is allocated to show operating expenses, not the maintenance allocation. As a result of Nederlander-AEG and Live Nation allocating these specific "routine" maintenance costs in the exact same manner,the Evaluation Panel's comparison ofthe respective Preventative Maintenance Plans was an apples-to-apples comparison. Nederlander-AEG's argument that it should be credited for maintenance-related expenditures that it claims Live Nation received credit for, despite evidence to the contrary, is completely improper, and is intended to create doubt as to the validity ofthe Evaluation Panel's decision, which, again, resoundingly determined that Live Nation's approach to preventative maintenance was superior. Finally, Nederlander-AEG continues to make an additional unsupported argument that the Evaluation Panel failed to credit Nederlander-AEG for certain "capitalized preventative maintenance" expenditures. Nowhere in Nederlander-AEG's proposal is there any evidence that such expenditures, to the extent that Nederlander-AEG actually intends to make them, are to be treated as annual preventative maintenance costs. To illustrate this fact, one need only look at This is a particularly strange argument for Nederlander-AEG to be making because if its interpretation ofthe RFP and Sample Concession Agreement were correct, and the Preventative Maintenance Plan must exclude those maintenance items that are identified in the Sample Concession Agreement,then Nederlander-AEG failed to comply with the RFP because its Preventative Maintenance Plan specifically includes painting, as well as a number of other maintenance items which could be considered "routine," including fmishes, drapery, and site work. (NederlanderAEG proposal, Preventative Maintenance Plan, p. 340). Moreover, Nederlander-AEG's proposal specifically describes its Preventative Maintenance Plan as including "repairs." (Id., p. 284.)

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February 6, 2015 Page 17 Nederlander-AEG's pro forma line item "Repairs and Preventative Maintenance," which states: "These expenses are those expenses contained in the requested 'Preventative Maintenance Plan."' (Nederlander-AEG proposal, p. 267.) Consistent with this statement, NederlanderAEG's annual entries for its "Repairs and Preventative Maintenance" pro forma line item exactly match the dollar amounts shown on the first two pages of Nederlander-AEG's Exhibit 2.2.3, which are titled "Preventative Maintenance — Year by Year." Nederlander-AEG has also previously cited to a schedule in their proposal titled "CAP EX," which includes the same preventative maintenance categories and depicts various expenditures being made under these categories over the 20-year pro forma term. But these "CAP EX"expenditures are not reflected anywhere in Nederlander-AEG's proforma. They aren't included in the "Repairs and Preventative Maintenance" pro forma line item, as noted above. Nor does the Nederlander-AEG proposal's financial assumptions section describe these "CAP EX"expenditures as being allocated to any other pro forma line item. That leaves Nederlander-AEG's capital improvements budget as the only other place where these "CAP EX" expenditures could possibly be allocated, but then of course they could not also be credited towards preventative maintenance expenditures. In short, there does not appear to be any credible evidence indicating that these "capitalized preventative maintenance" costs are in fact legitimate expenditures that Nederlander-AEG accounted for in its pro forma, nor is there any evidence supporting Nederlander-AEG's claim that these costs should somehow be counted towards its overall preventative maintenance expenditures. F.

The Evaluation Panel Did Not Err in Evaluating Nederlander-AEG's Proposed Landscaping Plan.

Nederlander-AEG has argued that the Evaluation Panel erred in evaluating Nederlander-, AEG's landscape plan. However,the Evaluation Panel appropriately characterized NederlanderAEG's landscaping plans, which explicitly identifies recommended trees "to be planted by the City of Los Angeles Forestry Division." (Nederlander-AEG proposal, p. 339.) With such an express proclamation, it is disingenuous for Nederlander-AEG to argue that the clear language of its own proposal did not explicitly assign this responsibility to the City. Furthermore, the Evaluation Panel's scoring was not solely based on Nederlander-AEG's delegation oftree-planting responsibilities and associated costs to the City. As noted by the Evaluation Panel, Live Nation's "approach to landscaping and maintaining the grounds was significantly stronger and agreed to take responsibility including planting major landscaping and improvements including all grounds and the hillside...." (Evaluation Panel Summary, p. 2)(emphasis added.) This determination regarding the quality of Live Nation's landscaping plan is important given that a substantial portion ofthe Greek Theatre's existing landscaping and trees is either dead or rapidly dying. To remedy these problems, Live Nation's plan includes removing dozens of dead trees and aggressively replanting the adjacent hillsides with mature California-native trees. (Live Nation proposal, p. 369.) In addition to the hillside re-plantings, Live Nation proposes to plant two new Coast Live Oaks at the south end ofthe plaza to

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February 6,2015 Page 18 complement the existing oaks at the north end, thereby creating a majestic stand of trees framing the plaza entrance, and welcoming guests to the Greek. (Id.) Again, this detailed and aesthetically well-conceived landscaping plan was recognized by the Evaluation Panel to be far superior to Nederlander-AEG's, because of many reasons separate and apart from NederlanderAEG's delegation of certain landscaping responsibilities to the City. G.

Nederlander-AEG's Insinuation that Providing Tickets to Greek Theatre Advisory Committee Members Would Be Illegal Is Not Supported By Any Evidence.

Nederlander-AEG has also questioned whether the allocation oftickets to the Greek Theatre Advisory Committee("GTAC") violates City gift laws. To make this argument, Nederlander-AEG mis-cites the RFP,claiming that it "describes the GTAC 'as an arm of the Department.. .'" What the RFP actually says is that the GTAC lunctions as an arm of the Department"(RFP, p. 3)(emphasis added), which is quite different — only RAP retains all Cityderived authority regarding the operation and control of the Greek, and the GTAC acts solely as an advisory body to the Department. The notion that GTAC members cannot be provided with tickets to events at the Greek makes little sense. It is beneficial for GTAC, which is comprised ofcommunity members and serves as a liaison between the concessionaire, the community, and the Department, to have open access to the Greek Theatre. As it serves in an advisory capacity to the Department, making recommendations (not decisions) regarding programming, operations, maintenance,food concessions, merchandising, traffic control, security, and community relations, providing GTAC members access to the Greek Theatre during the events and cultural programs serves an important purpose. H.

Nederlander-AEG's Other Objections Are All Completely Unfounded.

Nederlander-AEG has raised various additional arguments, each of which are redherrings designed to create the impression that inconsistencies and unresolved issues in the RFP process exist. As explained below, each of these are simply unsupported allegations designed to confuse the decision makers. 1.

Live Nation Clearly Proposes a Separate, Full-Time Community Liaison Position.

Nederlander-AEG has contended that Live Nation would combine the positions of General Manager and Community Liaison. The explicit language of Live Nation's proposal could not refute this claim any more clearly. First, Live Nation's proposal explicitly states in the section titled "Community Liaison" — in the first sentence of that section no less — that it will "employ a full-time staff member to serve as the Community Liaison" and outlines the specific responsibilities ofthe position.(Live Nation proposal, p. 623.) (See Exhibit J.) The proposal also clearly states that the Community Liaison "will be a dedicated position."(Id.) To make this argument, and despite multiple other references throughout Live Nation's proposal referring to the Community Liaison as a separate position, Nederlander-AEG chose to

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February 6, 2015 Page 19 fixate on a very small notation of the organizational chart — from a completely separate portion of the proposal — where Rick Merrill is listed as the Greek Theatre's General Manager/Neighborhood Liaison. (See Exhibit K.) Live Nation identified Mr. Merrill's position as both General Manager and Neighborhood Liaison because it believes strongly that all of its venues' general managers are partners and stewards of the surrounding neighborhood. Indeed, as shown on page 425 of Live Nation's proposal, Mr. Merrill's current job title is General Manager/Neighborhood Liaison of the San Manuel Amphitheatre, demonstrating Live Nation's consistent practice of identifying its venue general managers in this fashion. Mr. Merrill is not the full-time Community Liaison for the Greek. Nederlander-AEG focused on this needle in a haystack even though numerous areas of the proposal made clear that the General Manager was not the same person as the Community Liaison. For instance, Live Nation's proposal explicitly states the following: • "Results should be shared by the General Manager and/or Community Liaison:..."(Live Nation proposal, p. 615 (emphasis added).) • "Finally, the Greek Theatre General Manager or Community Liaison will send out electronic updates ...."(Live Nation proposal, p. 616(emphasis added).) • "Live Nation's Community Liaison, General Manager ... and Traffic/Parking Manager will attend each Open House...." (Live Nation proposal, p. 617(emphasis added).) Clearly, this manufactured claim by Nederlander-AEG that Live Nation has somehow combined the positions of General Manager and Community Liaison has no merit. 2.

Live Nation's Proposal Clearly Describes the Parking and Traffic Improvements That Will Be Implemented, Including a Sufficient Number of Parking Attendants.

Nederlander-AEG has contended that Live Nation's proposal is somehow inconsistent because its proposed traffic plan recommends employing additional parking attendants and assistants, and the proposal's "Event Activity" section includes a breakdown of required staff, which states that 20 "Parking/Traffic (non-police)" staff are required on event nights. Nederlander-AEG has alleged that this number is "less than half' the current number of parking attendants provided at shows. As a threshold matter, Nederlander-AEG has not provided any credible support for its claim that at least 40 parking attendants actually work at the Greek during shows. While Nederlander-AEG's proposal includes a traffic plan for the Greek that purports to show approximately 40 parking attendants working each show (Nederlander-AEG proposal, pp. 156970), during its observation of current event conditions at the Greek on behalf of Live Nation, the traffic engineering firm of Kimley Horn observed significantly fewer parking attendants at work than Nederlander-AEG's traffic plan represents.(Live Nation proposal, p. 530.)

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February 6, 2015 Page 20 Nederlander-AEG also conveniently ignores the fact that the Kimley-Horn Technical Memorandum prepared for Live Nation clearly states that additional parking attendants should be employed "based upon ticket sale numbers." (Live Nation proposal, p. 542.) Live Nation's breakdown of required staff on event nights is just that — the minimum number of staff that are required to provide event-related services at the Greek. At any venue, as the number ofticket sales for an event increases, the number of venue staff will directly rise as well. Furthermore, the estimated number of parking attendants at each show cannot be considered in isolation, but rather as part of Live Nation's comprehensively updated traffic plan for the Greek that includes numerous traffic improvements to facilitate parking, such as enhanced signage, improved staffing deployment, and greater traffic plan coordination with Griffith Observatory. Finally, Live Nation proposes including the parking fee with the event ticket charge, thus reducing traffic congestion and backup caused by patrons waiting to pay for parking, and also greatly minimizing the number of attendants required to collect fees. Again, one of Nederlander-AEG's claimed "objective questions" regarding the RFP process proves to be an unsupported objection premised on a selective and prejudiced reading of Live Nation's proposal. 3.

Contrary to Nederlander-AEG's Claim, Live Nation's Proposal Never Indicates That Managerial or Community Liaison Staff Would be Off Site.

Nederlander-AEG has questioned whether there will be any office space for managerial or Community Liaison staff present at the Greek during non-show times, because Live Nation is proposing to relocate and reconfigure some of the Greek's existing office areas. The simple answer is yes — of course Live Nation's plans include office space for on-site staff The Community Liaison, for example, will "establish regular office hours," will be available to GTAC members "on an as-needed basis," and will have a "direct office line" to ensure an open line of communication with the community. (Live Nation proposal, p. 623.) One need only look at the "Preventative Maintenance" section of one of Nederlander-AEG's own letters to answer their claim that Live Nation will not have office space at the Greek Theatre: "Live Nation's preventative maintenance spend was higher only because Live Nation improperly included routine maintenance costs in violation ofthe RFP,including costs associated with pest control, landscaping supplies and theatre and office cleaning."(Letter from Andrew Kugler to Sylvia Patsaouras, President, RAP Board, October 8, 2014, p. 9.) I.

Conclusion.

The Greek Theatre deserves a faithful steward. We ask the City Council to support the impartial and fair RFP process commendably implemented by RAP staff that resulted in a unanimous recommendation for Live Nation, and not condone the false allegations that seek to undermine the integrity ofthe City's contracting process. Please rest assured that Live Nation — based here in Los Angeles with over 2,300 employees locally — intends to see this process through. Our client has spent several million dollars on a proposal process it was led to believe would be fair and transparent, and has every

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February 6, 2015 Page 21

intention of pursuing all avenues to ensure that the City's contracting process is carried out in accordance with law. Live Nation hereby reserves all rights and remedies.

Very truly yours,

Victor De la Cruz Manatt, Phelps & Phillips, LLP

cc:

Board of Recreation and Parks Commissioners Michael Shull, Recreation and Parks Agnes H. Ko, Recreation and Parks Mike Feuer, Office ofthe City Attorney David Michaelson, Office of the City Attorney Anthony P. Diaz, Office ofthe City Attorney Bob Roux, Live Nation Joe Berchtold, Live Nation Matt Prieshoff, Live Nation Cindy Starrett, Latham & Watkins, LLP Daniel Scott Schecter, Latham & Watkins, LLP Lisa Specht, Manatt, Phelps & Phillips, LLP Matt Kanny, Manatt, Phelps & Phillips, LLP Todd Nelson, Manatt, Phelps & Phillips, LLP

MEETING OF CITY OF LOS ANGELES ARTS,PARKS, HEALTH,AGING AND RIVER COMMITTEE JANUARY 26,2015 FROM MEETING AUDIO TIMESTAMP 02:10:00 ONWARDS(COMMITTEE MEMBER DELIBERATIONS) Councilmember Mitch O'Farrell

Okay,that concludes public comment. At this time, I would like for Rec and Parks to please step back up to the bench, and we will, urn, begin comments and questions. And I want to thank everyone for their patience, for taking time out today to be at this hearing. All right. Thank you. Thank you. At this time, what I would like to do is turn the floor over to our colleague, Tom LaBonge, uh, to begin the line of questioning or comments that you may have.

Councilmember Tom LaBonge

Thank you very much, Mr. Chair. First, if anybody wants to stand up and stretch, do so right now. Very good. It's been a long seated time. Stretch it out. Look up to the sky. Relax. It's been a long afternoon. Thank you everybody to come. John Ferraro taught me that. Thank you very much. All right, be seated. Thank you. Uh, I have one question. The first question that, uh, I wanted to know, I just had to ask the Nederlander Group. Do I call them to the — no?

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Hm-um. Hm-um.

Councilmember Tom LaBonge

What are you saying that for? You're just staff members. Come on now. Here's the question I really want to know. They talked about food at the, uh, at the, uh, Greek Theater. I absolutely want to know will Pink's Hot Dogs remain at the Greek Theater, be available to the public? Yeah!

Councilmember Mitch O'Farrell

Is this a question that Rec and Parks can answer?

Councilmember Torn LaBonge

Yeah, they answered the question. Thank you very much.

Councilmember Mitch O'Farrell

Okay. All right.

Councilmember Tom LaBonge

The next thing, Mr. Chairman. We had a fire in 2007, and I believe your predecessor, with many of the contracts under, uh, the Department of Recreation and Parks, put the priority ofthe park first, and this got lagged and bounced to now, which is 2015. And you may or may not — I know I talked to your predecessor, and many ofthose under contract in Concessions in Griffith Park were given extensions because

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our focus was to renaturalize the park that was damaged as opposed to in it. Do you recall that, any of you members there at the table? Mike Shull

Mike Shull, General Manager. I believe all concessions in the park were given some relief on this.

Councilmember Tom LaBonge

So, we know that? Also both groups are very good groups. You know,it's very exciting. It's sorry that there is not more venues. The, uh,I'm proud of Universal Studios and, uh, they've transformed the old Universal Studios Theater and, what was in Orange County there, Joe? You're younger than I. You remember. You used to get down there?

Councilmember Joe Buscaino

Irvine Center.

Councilmember Tom LaBonge

Irvine Center. A lot ofthis has changed. The greatest place on earth is — and no offense to the Greek Theater — but I love the Hollywood Bowl. But right, a nose behind it is the Greek Theater. And, and,I just think these are important venues that are in these communities,so we have to do the right thing. And what I've noticed is someone who has been intimately involved in the park. Every day, I hike in the park, and go up in the morning. One of the most telling tales that I've seen is, uh, someone, not a City employee, not a hard-working member ofthe Griffith Park Commonwealth maintenance yard team, but someone from the existing contractor, Nederlander, who's sometimes all the way down to Vermont and, uh, Los Feliz Boulevard, getting the trash. There's, occasionally, I'm sure not students from Marshall High litter out the windows, but some ofthose Hollywood High — no I won't say that about Hollywood High — but there's people who litter. And,lo and behold, the vendor realizes that, and they have that simple thing in turning around the community has been accepted by the community. Why,I'm looking over at Live Nation here. You found someone who's really aggressively listening and been involved through this long period oftime in being a community theater that serves the public. But at the same time is committed to the community. I just feel strongly that, uh, and I did not go to any hearings. I had staff at the hearings there, so I didn't hear your Commission's direct, uh, comment there. But I feel strongly in the existing group that has this contract, Mr. Shull — hold your applause — uh, because ofthe work. Even some years ago, they led the renovation. There used to be a little road, a little cut-out in

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front of the Greek Theater, and that was closed off to make a plaza. And I believe they made many ADA improvements, uh, at that location. But they did historic preservation for that, which is key. I was glad to hear about the engineer,'cause I'm always worried about safety, and the engineer — those, uh, wings that were built are within the last, uh, few decades, and they have gone under the guise of the Building and Safety Department, and your department as well, to be safe. I think it's always very important to see who's been there and how their relationship is to community. That's people care about in that community, because the impact ofthe park is great. And I always say that I love people who hike up there, and it's wonderful, and the dynamic that is there. But also, I do enjoy that people experience the open air theater that has had success by their own professional group to name them outstanding open-air venue of the country, which is so important. 'Cause there's very few intimate, intimate, uh, places. When I come down in the morning, Mr. Chair, and I see these big buses, and I'll talk to, see where these guys — and it's mostly guy bus drivers — who, uh, where they've come from, on the road. And they all love coming to the Greek. And it's special to me when some people come back. When it was Belafonte who was always there. God bless Mr. Belafonte. He always would come to the Greek. Ringo Starr always comes to the Greek. He loves the Greek. There's certain things that are there. You had Neil Diamond there last year. I wasn't a Neil Diamond guy, but he came and people enjoyed it. There's something about the Greek is magical, and the magic also is related to the Nederlander Group, and also I'm proud of AEG for what they've done in transforming the central part of the City and the work there. Again, Live Nation is a very good organization, uh, but I feel strongly that the existing group has merit to keep the contract. Now,the City Attorney has advised us, and will advise us on that. I did want to make a couple of things. Brenda Levin — and Rios is a great group, too — but Brenda Levin is, is a saint in a lot of ways, starting with Chapman Park Market and the Wiltern and great confidence that I have there. The Observatory that she has done. It's, it's really kinda special to have that. I wanted to mention that. As we go forward on that. And also I wanted to mention that I worked there in 1969, Mr. City Attorney, for the record. Were you born in 1969? City Attorney A.P. Diaz

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Summer of 1969.

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Councilmember Tom LaBonge

Were you born in '69?

City Attorney A.P. Diaz

Isn't that when you worked at the Greek?

Councilmember Tom LaBonge

Yeah, it's when I worked at the Greek.

City Attorney A.P. Diaz

Crosby, Stills & Nash.

Councilmember Tom LaBonge

Yeah, very good.

City Attorney A.P. Diaz

August 26th.

Councilmember Tom LaBonge

Yeah, yeah. And Young. And Young was at the light at Gardner and Sunset, and he ran into Steven Stills and said, hey, we're goin' up to the Greek to play, come with us. And that's how they got Crosby, Stills Nash & Young. They bumped into each other on Sunset. But anyway,that's a little rock 'n' roll history.

City Attorney A.P. Diaz

Down by the river.

Councilmember Torn LaBonge

By the river. All that is real important to the history, uh, that we look at this here. So there's some tough questions. I want the CAO to look at this, too, if they make it. Uh, also, I respect the community that I represent. And if you live, uh, in, uh,the 4th District, please stand up right now. So ... A lot of people from the 4th District in here. Thank you. Good job. Thank you very much. You can all be seated there. So,this is good. That's their second stretch, Mr. Chair. So, uh, Ijust looked at it, real good. I'm familiar with it. Real good. Then I can't, I mean,I'm being termed out. I read in the paper this morning. I got 14 mug shots in there. And there's one person who can laugh. But there's got 14 great candidates who are competing for this job, but if I have to leave this job,I'd want to tell the general manager I'd like to see this rejected, and then also, you got to reconsider it. And I, I, uh, and I wasn't involved in your Commission dealings at all. Now let it go freely through there. But I strongly believe there's something which you know when you work in a community, and you live in a community, and you're involved. And that's what we express here. That's why you came to the Commission. Thank you so much. My part has been said, and I think the questions have been answered. And it's good to see Al Pahawky, who's a great member of the Northeast Division, in retirement.

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Councilmember Mitch O'Farrell

Thank you, Mr. LaBonge. Colleagues, before I open up for other questions and comments,I just have a few comments of my own,and you know, we'll circle back. Urn, first of all, I want to commend Recreation and Parks. Urn,I want to commend Agnes, Vicky, and Mike, uh, for engaging in a process that I feel has and had complete integrity, and you're to be commended for, for that, and for, um,really holding to the high standards that you feel and I feel, we all feel, that this process deserves. And I am not going to fault that in the least. Quite the opposite. I want to commend you. Um,having said that, urn, with what our colleague, Mr. LaBonge,just mentioned, what are the consequences? Ifthis Committee does not concur with the recommendation from the Rec and Parks Commission, urn, what does — where does that leave us? And we can also have, uh, A.P., our City Attorney, weigh in, Terry Saur, CAO,or Andrea Galvin, our CLA. Jump in if you feel that you need to. And conversely, if we concur, uh, and approve, take us to the steps of, of what's next. And what's, what's after that. If we do and we don't.

Mike Shull

So, my understanding is, urn, Councilmember, urn, either scenario would still result in, I believe it still going on to the full Council. Is that, urn, that's my understanding. Correct?

City Attorney AP Diaz

That's correct.

Mike Shull

Yeah. So, urn, ifthe, uh,I mean, again, it depends what happens following that, but if, uh, if the full City Council follows whatever direction, uh, this Committee recommends, um,if it was rejected, uh, then we would go back,I'd have to go back to our Board of Commissioners and, urn, probably would begin with an informational report of, you know, what happens from the questions that were raised, and, you know, uh, let them know, you know, what their, what those condi — you know, what, you now,the options are, as well. Um,ofcourse, ifthe Council accepts the Committee's — ifthe Committee was to, um,approve it, and it would go forward. Then we would not go back to our Commission, other than maybe just — and again, a small information report. But we would begin negotiations on the contract with Live Nation. Um,and then, of course, that would have to come back to the Board, and then back to the City Council for approval.

Councilmember Mitch O'Farrell

And then what are the implications for the 2015 — yeah,the 2016 season, essentially, since the contract expires in

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August? Mike Shull

Well, if it's, uh --

Councilmember Mitch O'Farrell

I'm sorry, October. October, you'd mentioned. Not August.

Mike Shull

Correct. Yeah, it expires in, the current contract expires October of this year. Under the scenario of rejection, uh, we would, uh, have to, urn, again, go back to our Commission. But we would have to determine, you know, what our options are, as far as going forward. I have no desire for the Greek Theater to be dark, even for, you know, any period of time. And that would be a failure on my part to allow that to happen. Urn, so we'd have to look at all of our options at that point. Um,but we are, urn, we are, you know, we are at risk at this point of, um,just because ofthe amount oftime these things take. And it's all with good reason, and, you know, and all those things. I'm not pointing a finger at anybody. It's just, you know, it's just these things take time. But, um, you know, we need to get ready for the, you know, the 2016 season, urn, to make it successful, urn, regardless of what option we go with. Um,and we need every bit oftime to make sure that we're able to do that. And certainly, again, depending on who the operator is, those capital improvements are a big part, so having time to actually even start some ofthem, urn, and have them done in time for, you know, season, is also something that we need to consider.

Councilmember Mitch O'Farrell

Thank you. I may very well have more questions or comments. But I would like to open up to our colleagues. Mr. Buscaino?

Councilmember Joe Buscaino

Thank you, Mr. Chair. And thank you all for joining us. This is an incredible, um,show of support on both sides, and to know that there has been a huge community-outreach process that, I really appreciate the department and the commission for embracing and moving forward. I want to talk a little bit more than trash, Mr. LaBonge. I want to — which I know is equally important to, um,the capital improvement part of, of this, urn, proposal. Obviously, Live Nation promises more capital improvements and a higher number of shows. Can you tell us exactly why capital improvements are given so much weight in the — was given so much weight in the evaluation process?

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Mike Shull

Uh,the capital improvements were given the same — I mean, again, in a financial performance, was weighted 30 percent. So,they were, the capital improvements made up 10 of those 30 percent. So,they were equally weighted with the financial performance. And that was, uh, that was a direction that I chose, and we chose as a department. Our Commission chose and approved, urn, when we moved forward on the, uh, on the RP. Only because, uh,I mean, it's, we,it's my opinion that, and it was our Commission's opinion, that in continuingly investing into our facilities is something that we, uh, we quite often don't do very well here in the City of Los Angeles because offinancial issues and others. So --

Councilmember Joe Buscaino

So, if we reject this, obviously there'll be more of a delay, more ofa delay in, in the, urn, improving the capital improvements, but also more of creating delay will add more expenses. Is that my understanding?

Mike Shull

Urn, as far as more expenses, I'm not sure I know which --

Councilmember Joe Buscaino

As far as the booking ofthe shows is moved forward.

Mike Shull

Well, I think the idea — and I'll use the example of, um, renovating the stage roof, um,project. I mean,that in itself is something that both proposers, um,thought was, um, needed, only because it opens up the avenue for other artists who might have, or, you know, might be able to gather a greater ticket price or, you know, guaranteed sell-outs because they would then perform there. My understanding, there's a number of artists that can't perform here just simply because their show won't allow it. So, to that — in that respect, yes, Councilmember, that would be, there would be an impact to that.

Councilmember Joe Buscaino

And I under — obviously, the more shows,the more revenue. That's my understanding, right? And contrary to what a public speaker says, you know,that doesn't throw it out the door. It doesn't matter if you have more shows, more revenue. Um,obviously, if you look at the side-by-sides, there's more shows being, um, guaranteed by Live Nation.

Mike Shull

Under the guarantee, yes. Live Nation proposed more shows. Urn, but under their, uh, both ofthe, uh, proposers' pro forma data, they were fully expecting to get a minimum of70 — I believe it was 75 shows is that what Live Nation — excuse me, Nederlander was basing — AEG was basing their

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proposal on. So, urn, obviously, if you're, you know, the more shows you have, the more gross revenue you make, the greater likelihood of that percentage of that gross coming to the Department. Councilmember Joe Buscaino

And on the community, um,the community benefit portion — AEG's been an incredibly community for the City of Los Angeles. [APPLAUSE] I want to, I just had a question how they weren't scored highly on that community partnership. Obviously, according to the comparisons, Live Nation offered a minimum of $300,000 annually to the community trust, six million total within 20 years. And there was no contractual financial commitment on the AEG/Nederlander. Which, I'm pretty stumped on that part. Did they — could you explain that?

Mike Shull

Yeah, urn, no question AEG has been --

Councilmember Joe Buscaino

Right.

Mike Shull

-- not only a good partner to the City ofLos Angeles, but a good partner to our department. However, it was simply scored based on the proposal. I mean, ifthere was, um, you know, the fact that others, they've done other thing in other facilities is no question. I mean with great gratitude, this department has for that. But it was based, the RFP response that was then graded on, what they submitted. And you know, it wasn't submitted — we didn't ask them to submit what we've done city-wide, we've asked them to submit what we're going to do for the Greek Theater. So it wasjust grade — we graded what was received.

Councilmember Joe Buscaino

Okay.

Mike Shull

And, um,Live Nation has, uh, submitted a, you know this cultural group that was funded for $300,000 a year. Six million dollars over the life. And, um, AEG,Nederlander, not to say that they might not do that. I'm not saying that at all. But it wasn't in the proposal. So we couldn't take that into account. It would not have been a fair way of doing it.

Councilmember Joe Buscaino

And last question, Mr. Chair, if I may.

Councilmember Mitch O'Farrell

Urn-hum. Sure.

Councilmember Joe Buscaino

Did the evaluation committee know, uh, who the respondents were as they were grading, um, during the

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RFP? Mike Shull

Yes, they did. They actually, urn, interviewed both ofthem in person.

Councilmember Joe Buscaino

Thank you.

Councilmember Mitch O'Farrell

Thank you, Mr. Buscaino. Mr. LaBonge, okay, and then Mr. Price. Yeah, I see it. I'm looking. I'm glancing. I know Mr. Price has something to say.

Councilmember Curren D. Price

Yeah, I do. Uh,there was, uh, on the pro forma, the project revenue over 20 years, uh, Live Nation's is based on a gross of8 percent, uh, Nederlander/AEG based on 10 percent of gross. Those were, those were their numbers that they proposed?

Mike Shull

Yes. That's based on their numbers. But the 8 and the 10 were — they had to include — the RFP required that they include a guaranteed minimum, plus a percentage — or some percentage of gross. And it was the — it would be the greater — whatever they would — it was the greater ofthe two would be paid to the Department in the end. So, Live Nation proposed 8 percent ofthe gross, and Nederlander proposed 10 percent.

Councilmember Curren D. Price

This has been a very good discussion. I really appreciate the job, first of all, the staff has done, in ferreting this out, just of getting community input. Uh,I think that the two RFP,the two responses, have certainly been credible. However, you know, reasonably minds do differ. Um,and I certainly am,I'm not persuaded at this point that, uh, that Live Nation should be the choice. I was persuaded by the support ofthe community that, uh, that Nederlander/AEG had, both from, uh, neighbors around and others in the area. Urn, I do know AEG. They've been a good partner, uh, certainly here in, in the 9th, but also in the City. Um, they've worked closely with the surrounding communities, I think to, urn, to be responsive. Uh, and I think they certainly have been known for sticking to their commitments, and so I think, uh, they are a good partner. And finally, you know, I certainly support the Councilman. He certainly is familiar with the community and, uh, with the issues, uh, and I respect his judgment on this, uh, and am guided by it. So I, uh would move, uh, when it's appropriate to reject this, uh, proposal and send it back to

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the Committee also. [APPLAUSE] Councilmember Mitch O'Farrell

No, before we get there. Thank you, Mr. Price. Thank you. Mr. Cedillo, I can't see you. There's a screen blocking our view of each other. You're good. Okay, sir. Mr. LaBonge, did you want to, uh, add another comment?

Councilmember Tom LaBonge

... also note we got a letter from Assemblyman Richard Bloom, who represents the area, stating on the, a, uh, that this should be postponed in the direction to advocate as the neighborhood council budget did, I direct the CAO,etc. This is his, Richard Bloom, a local representative. I want to state the longest, uh, neighborhood association in the City of Los Angeles, the Los Feliz Improvement Association. In 1915, they planted those Deodar pines that are on Los Feliz Boulevard from Ferndale to Riverside. They had a voice and they stated that, which is real important. Every neighborhood council. The budget advocates on that. I wanted to talk more than trash, Mr. Buscaino. It's not all about money. It's about community.

Councilmember Joe Buscaino

Right. [APPLAUSE]

Councilmember Tom LaBonge

And the challenge that we have,the challenges that we have — we have five people — the late, great Carol Lindsey said I have friends on this side, I have friends on that side. I want to make my friends happy. But I'm not gonna make people happy,'cause I believe strongly in community, and also from the Parks Service, my experience with the Parks Service, there are long-time relationships you have that have been of benefit. And it's been tough, in the same period, not just the fire, but in the swing down, when we had the economic challenges to the great — we didn't have staffto do everything. This got here because it got here because we were not in the ability — took care ofthe park first, which is number one, in its restoration. And then, as new leadership came on. Mr. Shull, I thank you very, very much. Your har,d, diligent work to work. A new commission that had four ofthe five members eligible to vote on this. So it has been something ofa challenge for everybody, but we're here. And sound mitigation is so important. I remember with Cheryl Jansen. Cheryl Jansen was a great assistant general manager, that you worked with, Vicky. We used to go up on Glendour, because Patricia Wood,Ridgewood,I don't know if she lives there anymore, but she said, noise came banging in. They do sound tests all the time. They work directly with the community, which is so key on that.

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Again, it is a park that has a theater in it. So, parking is not what you're gonna see at a venue like the, uh, Ports of Call. They park on grass. They park on, uh, the lawns that people picnic on. And then they clean 'em up every morning, which I think is a big value to the people. And if the coyotes don't get to the food first, the guys who clean 'ern up do. [APPLAUSE] So, I do want to state it again. It'salso not about money. It's about a relationship. And this relationship has been strong. And, uh, my voice has been heard, and I thank this opportunity that I have. And I would second Mr. Price's motion. Councilmember Mitch O'Farrell

Thank you, Mr. LaBonge. Mr. Buscaino?

Councilmember Joe Buscaino

I do respect Mr. LaBonge's comments and leadership here. Urn, he was, at the same time, I'm kinda stumped. He was one ofthe first electeds who told me when I first arrive, always respect the staffs recommendation. [APPLAUSE] And this issue clearly comes down to fairness and comes down to process, and what is best for the entire City of Los Angeles. And the Greek Theater is one ofthe most valuable assets. It's a jewel in the City's crown, and it just needs a little polishing, and Recreation and Parks put in place an open and transparent and competitive process, overseen by one ofthe best general managers in the City, and that's you, Mike Shull. Urn, and independent, outside panel then reviewed the proposals and the merits alone, and one proposal surfaced as a clear winner. The independent volunteer Board of Recreation Parks Commissioners then reviewed the panel's analysis and selected Live Nation as the best deal for the City. If we don't uphold this process and fail to support the recommendations ofthe Board, we are confirming the idea that LA is business unfriendly. According to the staff report, Live Nation won this competition by a wide margin. There are no flat footballs here. [APPLAUSE] Both, both — as much as I love Nederlander and AEG,they've been champions for us in the City. They've both been great partners ofthe City, for the City for decades. But we need to do what's fair and what's right and support the proposal that's in the best interest for Los Angeles. I urge my colleagues to concur with the recommendation of the Board of Recreation and Parks and select Live Nation as the highest-ranked proposer. And if we're not gonna respect the process, why not just flip a coin? [APPLAUSE] I'm confident that the Live Nation proposal is the best deal for the City, but just as there's not any doubt, and there are no lingering questions about what

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proposal is truly best for LA,I'd like to actually take this that was proposed by Jay Handel on behalf ofthe Budget Advocates and request the CAO to provide a side-by-side analysis ofthe two proposals, as requested by the Neighborhood Council Budget Advocates, as requested by my dear friend in the State legislature, Mr. Bloom. And, um,hold this in Committee until we get that report back, and move forward, and before we, uh, send it to Council, to see for sure these two, urn, respondents, see these two proposals side by side, and let's be honest — we need to do a better job in listening to our Budget Advocates. They are, uh, champions for us, in directing how we run our City finances. So, I respect Jay Handel's, the co-chair, and the Budget Advocates, and see if we can get that side-by-side analysis before we go to Council. Councilmember Mitch O'Farrell

Thank you. I understand that, uh, we have a few proposals on the floor, and AP,if you could address — Mr. Price recommended something, and Mr. Buscaino has just recommended something. If you could clarify.

City Attorney AP Diaz

Certainly. So, I think the clerk and I were just trying to clarify as well. Mr. Price, I believe, made a motion to, uh, reject, uh, the proposal. It sounds to me — and Mr. Buscaino, you can clarify, uh, that you were perhaps --

Councilmember Joe Buscaino

I'll make a motion to continue this --

City Attorney AP Diaz

Okay.

Councilmember Joe Buscaino

-- to continue this, um,request the CAO to provide the sideby-side analysis here in Committee.

City Attorney AP Diaz

Okay. So we have two motions on — is there a second to that? Or any ofthe motions, actually?

Councilmember Tom LaBonge

I seconded Mr. Price's motion.

City Attorney AP Diaz

Okay. So, we'll do that motion, and then we can see if Mr. Buscaino's motion carries any weight with the councilmembers. That would --

Councilmember Mitch O'Farrell

All right. So we'll vote on the first motion, that has been seconded by Mr. LaBonge. Is that, is that correct?

City Attorney AP Diaz

Yes.

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Councilmember Mitch O'Farrell

Okay. Could you please restate, uh, what that is?

City Attorney AP Diaz

I'm speaking here now, for the clerk, the motion I believe before this Committee, seconded by Mr. LaBonge and made by Mr. Price is a motion to reject, urn, the Board of Commissioners' selection of Live Nation as the bidder — as the highest-ranked bidder — for receipt of the Greek Theater's management and concession agreement. [Inaudible]

Councilmember Mitch O'Farrell

All right. And now, if, if, well — we already talked about, if it is rejected. It still goes to City Council. It goes to City Council if there's no concurrence.

City Attorney AP Diaz

Correct. But then we have Mr. Buscaino's motion that we're keeping in Committee --

Councilmember Mitch O'Farrell

And that hasn't had a second yet.

City Attorney AP Diaz

I don't have a second.

Councilmember Mitch O'Farrell

And we have to do the first motion first?

City Attorney AP Diaz

Correct.

Councilmember Mitch O'Farrell

All right. So, should we call the question?

City Attorney AP Diaz

Yes. For vote. Do you want to --

City Clerk

So we need to take each member vote for the first motion? Uh, Mr. Price?

Councilmember Curren D.Price

Uh, yes.

City Clerk

Mr. LaBonge?

Councilmember Tom LaBonge

Yes.

Clerk

Mr. O'Farrell?

Councilmember Mitch O'Farrell

Yes.

City Clerk

You're voting on --

City Attorney AP Diaz

Price's motion --

Councilmember Mitch O'Farrell

Yes, I am.

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City Clerk

-- his motion to reject. Mr. Buscaino?

Councilmember Joe Buscaino

No.

City Clerk

Mr. Cedillo?

Councilmember Gilbert A. Cedillo

Yes.

[APPLAUSE] Councilmember Mitch O'Farrell

Now on the other matter, is there a second for Mr. Buscaino's --

Councilmember Curren D.Price

I second it.

Councilmember Mitch O'Farrell

uh, motion.

Councilmember Curren D. Price

I'll second it.

Councilmember Mitch O'Farrell

Yeah, there is a second. And that is to hold it in Committee for an evaluation by the CAO.

Councilmember Tom LaBonge

I think the CAO could do that before it gets accounting to schedule it in a week or two. I don't know what they've been workin' on all this time, so --

Councilmember Mitch O'Farrell

Al! right, so we're discussing — so we're discussing the item. All right? Any other thoughts on that?

Councilmember Tom LaBonge

Is the CAO's representative here?

Councilmember Mitch O'Farrell

Yeah, we have Terry Saur here. I understand.

Councilmember Tom LaBonge

Terry?

Mike Shull

Mr. Chair?

Councilmember Mitch O'Farrell

Yes, sir?

Mike Shull

Uh, Mike Shull, General Manager. I would just ask, urn, if we could, um, have some, request some deadline to make sure that that's the will of the committee that, um,that there's a date certain because we, regardless ofthe decision, we have a lot of work to do. There's a lot of revenue at risk for our department, and we cannot afford any lost revenue.

Councilmember Mitch O'Farrell

And there is not a placeholder at this time, but I understand from, uh, Council President Wesson that it can be on an

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immediate upcoming agenda. Mike Shull

Thank you.

Councilmember Mitch O'Farrell

Ms. Saur?

Terry Saur

Terry Saur with the CAO's Office. Urn, we would be happy to prepare any report as requested by the Committee. Um, however, given the, um, complexity of both proposals, urn, certainly if it's scheduled in Council this week, we would not have a report ready. I think we need — we have been working with the Department and have looked at it. Uh, but again, given the level of scrutiny, urn, that has been given to the proposal and the level of complexity of the detail, and also the Strategic Advisors' Group --

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How much time do you need?

Terry Saur

-- it would take at least two to three weeks.

Councilmember Mitch O'Farrell

And Terry, if I may. Now, as I understand this, as a contract is, begins the negotiations, once a contract is approved, it would be accompanied by a CAO report anyway.

Terry Saur

Typically, yes. If the — if the Committee or the Council were to approve this, approve award of the contract, and the Department would go back and begin negotiations, once the Department had finalized that contract document and forwarded to the Board, typically it's forwarded to the Mayor and Council, and the CAO reviews it as a consequence of Executive Directive 3, and our report would be forwarded to Council at that time, but it would be an analysis ofthe contract itself.

Councilmember Tom LaBonge

Mr. Chair, may I suggest 10 working days? Okay, that's five days and five days. That's two weeks, Terry.

Terry Saur

No, we need --

Councilmember Torn LaBonge

'Cause before you --

Terry Saur

Mr. LaBonge --

Councilmember Tom LaBonge

-- you said three weeks.

Terry Saur

Mr. LaBonge --

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Councilmember Tom LaBonge

Okay?

Terry Saur

-- we need at least three weeks. This is not an — given the complexity ofthe report, given the complexity and the questions ofthe Committee, we do need time to analyze both. You are --

Councilmember Joe Buscaino

We're talking apples to apples here, according to the budget

Terry Saur

You're talking apples to apples, yes.

Councilmember Tom LaBonge

Okay, so that's 15 working days.

Councilmember Mitch O'Farrell

Give them the three weeks, Tom.

Councilmember Tom LaBonge

I am. I'm in committee, I'm not — it's a committee. This is a democracy. Madam Clerk, where are we in three weeks? [Inaudible] What's the date, three weeks from now? I know. I think we should have 'em,the 19th of, uh, February, or that week? I got a calendar in my desk over there, I could get it. Or I could look at your clerk's --

Mike Shull!

Sixteenth is Monday, is a holiday. The 23rd.

Councilmember Tom LaBonge

Yeah, but I would just suggest --

Councilmember Mitch O'Farrell

Okay, let me, let me --

Councilmember Tom LaBonge

Let me just ask a question.

Councilmember Mitch O'Farrell

I'm the Chair, and I'm gonna speak.

7

There you go. Okay.

Councilmember Mitch O'Farrell

And what I want to say is that, I think we need to have a greater sense of urgency here. I would rather see our, uh, our non-concurrence go to the City Council because of the, ofthe deadline, and the considerations and the risks [APPLAUSE]that Mike just mentioned. Urn, I don't see that we need to drag this on further. And once a contract is eventually let, it will come with a CAO's report. Actually, let me back up. It's not like a contract will be let. A contract will be negotiated. It will then come back to this Committee for approval. At that time, it will also come with a CAO report on the merits of the award. So, I would recommend that we, we move our non-concurrence to the full body, uh, as soon as we possibly can. That's my

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recommendation. Mr. LaBonge? Or we can vote on it. You second it, and we can vote on it, to give Mr. Buscaino a fair shake. Councilmember Joe Buscaino

Well, again, it's just being responsive to, urn, the Budget Advocates... oftentimes here we lend a deaf ear to. If they're asking for an apples-to-apples comparison, this is a huge, uh --

Councilmember Tom LaBonge

Is it any huger than what's going on in San Pedro? I just think you could do a report in 15 --

Councilmember Joe Buscaino

No, but my Watts residents, my Watts residents --

Councilmember Mitch O'Farrell

Okay, one at a time.

Councilmember Joe Buscaino

My Watts residents would be more than happy to go to see a show at Greek Theater.

Councilmember Tom LaBonge

They can go any time they want, and I'll --

Councilmember Mitch O'Farrell

Okay, as Chair, we're gonna take — his motion was announced and it was seconded. Uh,so Madam Clerk, I would like it to be voted on.

Clerk

Okay, so this is for Mr. Buscaino's motion? Mr. Price?

Councilmember Curren D. Price

Aye.

Councilmember Mitch O'Farrell

And that — let's be clear. This is to hold it in Committee --

Clerk

To hold it in Committee.

Councilmember Mitch O'Farrell

And call for the CAO report, and it comes back to Committee. All right. So, aye, all right?

Councilmember Tom LaBonge

I do not — I want you to come when you come to the whole thing together, so I'm saying no. I want you to be prepared when you come back together. All these people are waitin'. So I say no. And then, but when, a friendly amendment --

Councilmember Mitch O'Farrell

Okay, let's — no, we're voting. We're voting.

Councilmember Tom LaBonge

I understand that.

Councilmember Mitch O'Farrell

You can't do a friendly amendment in the middle of a vote.

Councilmember Tom LaBonge

Okay. All right.

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Councilmember Mitch O'Farrell

So --

Councilmember Tom LaBonge

I say no.

Clerk

Okay. Mr. O'Farrell?

Councilmember Mitch O'Farrell

No.

Clerk

Mr. Buscaino?

Councilmember Joe Buscaino

Yes.

Clerk

Mr. Cedillo?

Councilmember Gilbert A. Cedillo

No.

Councilmember Tom LaBonge

So, announce that.

Clerk

So there are three noes and two yes.

Councilmember Mitch O'Farrell

All right. So, the non-concurrence moves to the full body, um, and we have it on good advice that it will be heard, um, very, very soon, if not this week. All right. Thank you. Thank you. [APPLAUSE] Um,if there are no general, non-agendized items, uh, public comment cards, and I, I see that there are none, uh,then this meeting is adjourned. Thank you.

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NEDERLANDER

Via Fax & Email

May 15, 2014 Mr. Michael A. Shull, Genera] Manager City of Los Angeles Department of Recreation & Parks 221 N. Figueroa St. Suite 1550 Los Angeles, CA 90012

Re:

Draft RFP for the 0 eration and Maintenance ofthe Greek Theatre Concession

Dear Mr. Shull: On behalf of the entire Nederlander Organization, we look forward to submitting a proposal in response to the Greek Theatre RFP that will retain its status as a. world-renowned, award-winning amphitheatre. After reviewing the current draft RFP,though, we identified a few items which may require further clarification and/or correction before the RFP is finalized: 1. Page 5(Section IV)— The RFP requires "proposing entities" to demonstrate compliance with minimum acceptable qualifications, including experience managing/operating at least three comparable concert venues. While we have no issue with the substance ofthese minimum qualifications, companies often create separate affiliates for each, venue, or in some cases to provide services to a range of venues. To avoid any confusion, we respectfully recommend that Section IV be clarified so that minimum qualifications can be demonstrated by the proposing entity and its related affiliates. 2. Page 6(SeetionVIA)— How does the Department want proposers to substantiate how the market will support their financial projections? For example,does the Department want proposers to address how their gross receipt projections will be affected by competing concert venues in the Los Angeles market, including other venues that proposers program in the market? Ifso, we recommend that be stated specifically in the RFP. 3. Page 15 (1.1.4) — What does "size ofcompany" mean? Does the Department want a proposer to state the number of employees, gross revenues, etc.? 4. Page 15 (1.3) — What types of contracts should be included in the history information? Should responses be limited to contracts to operate and program concert venues?

NEDERLANDER CONCERTS 6233 HOLLYWOOD BOULEVARD LOS ANGELES, CA 90028-5310 (323) A68-1710 I F: (323) 468-1722 • w+.vw.naclerlondercencerts.corn

5. Pages 19-20(2.1.2) — The RFP does not clearly explain how financial proposals will be scored. Will scores be based on the MAGs proposed? Or will points be allocated to the overall revenue-sharing projections, which necessarily involve subjective assumptions about gross receipts? We respectfully submit that to allow for a more objective review and to protect the Department against an award based on artificially-inflated revenue projections, financial scores should reflect the amount of money that a proposer guarantees it will pay to the City. 6. Page 23 (2.2.2) — It appears that the reference to Exhibit I should be changed to Exhibit J. Thank you for the opportunity to submit these brief questions and comments. We would be happy to follow up with further clarifications if necessary. Sincerely

James R.E VP - Finance cc:

Ms. Desiree Guzzetta, Contract Coordinator Ms. Sylvia Patsaouras, Chair, Commission Task Force on Concessions Ms. Iris Zutliga, Vice President, Commission Task Force on Concessions David Green, Nederlander Alex Hodges,Nederlander Rena Wasserman,Nederlander

NO.

REPORT OF GENERAL MANAGER DATE:

CD

December 13, 2001

01-478

4

BOARD OF RECREATION AND PARK COMMISSIONERS SUBJECT: GREEK THEATRE - REQUEST TO AMEND CONTRACT J. Combs A. Coroalles J. Duggan* H. Fujita

J. Kolb M. Matthews M.Tamuri

General Manager Approved

Disapproved

Withdrawn

RECOMMENDATION: 1)

That the Board approve revisions to the Greek Theatre Concession Agreement proposed by Nederlander-Greek, Inc.(NGI), as indicated in the body ofthis report; and,

2)

That staff be directed to make the Board approved revisions to said agreement and to transmit the revised agreement to the Mayor and the City Attorney for review prior to submission to the City Council for approval.

3)

That the Board request the City Council to disapprove the version of the agreement previously approved by the Board on November 7,2001,and to approve the agreement as revised by this action.

SUMMARY The Board approved a ten-year agreement with NGI for the operation of the Greek Theatre at its meeting ofNovember 7,2001. Subsequent to the meeting,NGI's legal representative(Adam Burke of Iverson, Yoakum, Papiano, and Hatch) submitted a package of proposed revisions to the Departmentfor consideration. Staffdiscussed the matter with the City Attorney and was advised that any revisions to the proposed agreement must be approved by the Board. The majority ofthe suggested revisions are relatively minor changes to clarify certain provisions or to provide more precise language to further define the responsibilities ofthe parties. However,two of proposed revisions are substantive, not in the best interests of the City, and cannot be

REPORT OF GENERAL MANAGER PG. 2

NO. 01-478

recommended for approval. The following revisions are recommended for approval. Additions are highliood,removals are in strikeout type. A full version of the revised contract is on file in the Board Office. Pg. 2:

The CONCESSIONAIRE shall be solely and exclusively responsible for the management, operation, maintenance, and promotion of the facility.

Pg.6:

CONCESSIONAIRE shall also furnish to CITY, as specified in SEC.15 Business Records, an annual audited statement of gross receipts and expenses for the cer4fiedPublit'Actotintant. coNcEssiowyk

Pg. 7:

Failure of CONCESSIONAIRE to pay any of the rental payments required herein on time is a breach of this AGREEMENT for which CITY may terminate same or take such other legal action as it deems necessary SiihjetttgAlleipligrairdTCqe tif°111100:-SS:9310.

Pg.8:

CONCESSIONAIRE shall use its rekquIhItat,,,atippafafebest efforts to permit no intoxicated person or persons, profane or indecent language, or boisterous or u3lgloud conduct in or about the PREMISES and will call upon the aid of Park Rangers or other peace officers to assist in maintaining peaceful conditions as may be necessary.

Pg.8:

Each year, the City will invoice CONCESSIONAIRE at the conclusion of the season for the total costs ofsalary, benefits, overhead, and materials ofthe Traffic Control Program, which must be paid no later than 12:00 noon on December 31" of thatyear. 44 5A: ahNOW5AINiAO.OigqaPATH-7610MMXtand a arlitent F°:tie.DZOWA.WW:OSW.O.VOAti.agGitra,e -

Pg. 10:

CONCESSIONAIRE shall select and appoint a CONCESSION MANAGER with whom the GENERAL MANAGER may communicate with on a daily basis regarding the CONCESSION. In all cases the CONCESSION MANAGER shall be subject to th approval of the GENERAL MANAGER, -whig, t l xiot be

Itt*SYNitIjW Pg. 10:

The CONCESSION MANAGER shall devote, as necessary to fully comply with the terms and conditions of this AGREEMENT, his or her time and attention to the operation of the CONCESSION and shall promote, increase and develop the business and render every passible appropriate._ service and convenience to the

REPORT OF GENERAL MANAGER PG. 3

NO. 01-478

public. Pg.11:

CONCESSIONAIRE shall minimize the paper items(straw covers,serving cartons, etc.)distributed with take-out CONCESSION products. CONCESSIONAIREshall be prohibited from use'conmezciallygaSOliable"bpgefforts to selling merchandise in nen-returnable bottles, and shall not dispense take-out food or beverage items in glass or Styrofoam containers.

Pg. 11:

Ranges of ticket prices, ticket fees and parking fees shall be submitted for approval by the GENERAL MANAGER at least 30 days prior to the start of the season annually. Evaluation of requests for changes to said rates from prior seasons or request for mid-season adjustments shall include consideration of the rates and fees charged for comparable services provided at similar and/or competing establishmentsmi:MMILTAREihNek:410Arig' cEsgpmisksiggyro ' ,.xtllx:eYtidgggirXtltODXot-§V,MPhq* 4t4:PPN

Pg. 13:

CONCESSIONAIRE shall not permit vendors to display wares inside or outside the building or on said property unless written permission is secured from the GENERAL MANAGER in advance of installation, and such permission shall be subject to revocation at any time piitilibAynAbEtiA605.13Dinfivjaiktil

Pg. 17:

. itV'T USAMZgtiEaig._-.Mrgztllt.i.L.. I oreve kra.,OXWMAILD"Mtenftept§ Ztialdf ira ssa -XOWMEirjggfgr474:ez_rrMflg§TeJTg0,,ZMYMM:a YX vIMITEW MBIMMAINIZEISMOSLO4K,e4iNEMOLEMMERIM 9g. ".4W1 • 'AGM

Pg. 18:

Upon approval by GENERAL MANAGER of the detailed plans, specifications, equipment, cost estimates and the interior design and decor of the CONCESSION improvements, CONCESSIONAIRE shall forthwith cause the work called for as approved by said GENERAL MANAGER to be forthwith commenced and completed with reasonable dispatch. No change, addition or alteration shall be made in the scope of the work so approved without first obtaining GENERAL MANAGER's approval in writing. The,City-TAOYOVitWosigg.poroyx'i4x 11007411-67rANKCaliii_MNAAPr;the Ggq—ImArg0114ECRIS,110: 5"0:0151 -teiane 70o"t, n.MkkqtAtest§tsPf the City

Pg. 20:

Allow any sale by auction upon the PREMISES youldgoossgtRommilfe WfrAMMA:01;

r-

REPORT OF GENERAL MANAGER PG. 4 Pg. 27:

NO. 01-478

Notwithstanding the expiration of the Agreement on October 31,200+ 2011, the Profit and Loss Statement provisions shall survive the expiration of the Agreement and the final Profit and Loss Statement shall be filed on or prior to December 31, 200+ 2011. The Profit and Loss Statement shall set forth an expense account entitled "Compensation to Officers" or an account having some similar title. The amount shown opposite this item shall include all salaries or other compensation P:#440MfdtgOltWgPNcEssT91WTtg'q1:cg0:01AtiobVg4tetq0;:s1:idiehold04.; 4:4Y1.:ViOlY141024t441g stock indirectly 044;701 . Cm§945,:±t41P9YP:LtPY q0kg§§IPNAIRE.,..MVP. jhf9-NOtlig0:9t-Mg§tYiq,;,:q9VP.M19-POW§ 014SW:ah-ctarthiggTCOleAg.MPecIiNsfaiEllitAIVIMAKAIWPACiP for services derived from the CONCESSION operations by CONCESSIONAIREf0

-.These salaries or other compensation shall not be indicated in any other expense category. Pg. 35:

CITY shall have the right to terminate this AGREEMENT in its entirety and all rights ensuing therefrom as provided by applicable law or upon giving a-titirty-(-30) day prior, written notice to CONCESSIONAIRE 4h-AxiIpmzentylkt-q cuo if any one or more of the following events occur:

Pg.35:

The levy of any attachment or execution, or the appointment ofany receiver, or the execution of any other process of any court of competent jurisdiction which is not vacated, dismissed,talgtogeKeenTstrrktVlithid, or set aside within a period of ninety (90) days and which does, or as a direct consequence of such process will, interfere with CONCESSIONAIRE's use of the PREMISES or with its operations under this AGREEMENT;

Inem,

Pg. 37 & 38: In the event this AGREEMENT is terminated by CITY pursiapatOVO or in the event CITY reenters, regains or resumes possession of the PREMISES Miffittpitis:AX:eftridil, all ofthe obligations ofCONCESSIONAIRE hereunder shall survive and shall remain in full force and effect for the full term of this AGREEMENT and,subject to CITY'S obligation to mitigate damages,the amount of the fees and charges shall become due and payable to CITY to the same extent, at the same time and in the same manner as if no termination, reentry, regaining or resumption of possession had taken place. CITY may maintain separate actions to recover any monies then due, or at its option and at any time, may sue to recover the full deficiency. The amount of damages for non-payment of amounts due during the period of time subsequent to such termination, reentry, regaining or resumption of possession,

REPORT OF GENERAL MANAGER PG. 5

NO. 01-478

subject to an offset for any fees and charges received by CITY from a succeeding CONCESSIONAIRE, shall be the greater of: 1.

On account of CONCESSIONAIRE's minimum annualfee rent obligation, the cumulative total thereof less the amount paid prior to the effective date of termination; or

2.

On account of CONCESSIONAIRE's percentage of annual gross receipts, the appropriate amount if in excess of said minimum annual fee, which gross receipts would have been received by CONCESSIONAIRE during the balance of the term hereof if there had been no termination, reentry, regaining or resumption of possession. For the purpose of calculation hereunder, the amount of gross receipts shall be derived by taking CONCESSIONAIRE's total gross receipts during the-month of the Season

mytt-mattORMSS PMENKtIPAIMr— Pg. 39:

If the damages as described above in paragraph A,are so extensive as to render the PREMISES or a portion thereof uninhabitable — tittgabkwmgett maritalierg but are capable of being repaired within a reasonable time not to exceed sixty (60) days, the same shall be repaired with due diligence by CITY at its own cost and expense and a negotiated portion of the fees and charges payable hereunder shall abate from the time of such damage until such time as the PREMISES are fully restored and certified by GENERAL MANAGER as again ready for use; provided, however, that if such damage is caused by the negligent acts or omissions of CONCESSIONAIRE, its agents, officers or employees, said fees and charges will not abate and CONCESSIONAIRE shall be responsible for the cost and expenses incurred in making such repairs.

Pg. 39:

In the event all or a substantial portion of the PREMISES are completely destroyed by fire, explosion, the elements, public enemy or other casualty, or are so damaged that they are uninhabitableWilia,1141510}VMS:stAppgrktglpris• and cannot be replaced except after more than sixty(60)days, CITY shall be under no obligation to repair, replace or reconstruct said PREMISES,and an appropriate portion ofthe fees and charges payable hereunder shall abate as of the time of such damage or destruction and shall henceforth cease until such time as the said PREMISES are fully restored.

Pg. 42:

Should Concessionaire or Department, during construction and/or operations be

REPORT OF GENERAL MANAGER PG.'6

NO,01-478

delayedl in MatAtallyT:Interttiptecl or prevented, in whole or in part,fer-a-peried of fifteen (15) days or more, from performing any obligations or conditions hereunder or from exercising its rights by reason of or as a result of any force majeure,it shall be excused from performing such obligations or conditions during such period of delayaaterialitterrtiption, or prevention, Should either party be delayed or prevented from performing any obligation or exercising any right hereunder for a period exceeding six (6) months by a force majeure event, the delayed party shall meet and confer with the other party on plans and schedule to resolve delay or commence performance. If the Department, for any reason outside of its control, cannot deliver possession of the concession premises to the Concessionaire at the commencement of the term ofthis agreement, Concessionaire shall have the option to terminate the agreement, but Department shall not be liable to Concessionaire for any loss or damage resulting therefrom. Should national or international events such as;terrorism or the threat of terrorism have a material impact on the ability of CONCESSIONAIRE to present concert performances on the premises, CITY and CONCESSIONAIRE shall meet and ...what confero review NEere' "-remedies EttarbeVkly9F, tsapprOpriatefp 114:to icLitsz,at,atcfetzA,..t events #

The proposed revisions that cannot be recommended for approval are as follows: Pg. 4: .r. :Wale cops

ton T511-1W5

;,L;, • res.ent atE

This is a substantive change that could affect the 2002 and 2003 seasons and was not incorporated in the NG! proposal. Additionally, NG!representatives have expressed the desire to apply these reductions to the 2002 season for causes related to the events of September 11, 2001. This too is not recommended, as there is an applicable force majeure provision in the agreement and the Department has an existing Board approved rent relief policy for concessionaires which address these concerns. Pg. 17:

CONCESSIONAIRE shall use its best efforts to complete all capital improvements on or before April 15,2003,In the event CONCESSIONAIRE fails to substantially complete all capital improvements on or before June 1, 2003, such that the CONCESSIONAIRE cannot present concerts, CONCESSIONAIRE shall pay

I

REPORT OF GENERAL MANAGER PG. 7

NO. 01 -478

CITY the sum of $1,000 liquidated damages per day that all capital improvements are not completed; This change is not recommended because it limits the obligation of NGI to pay liquidated damages. Liquidated damages are an important motivator to the concessionaire to complete the improvements in a timely manner. Prompt completion of the improvements is an advantage to the concessionaire in increasing revenues and benefits the Department by improving customer satisfaction. Based on NGI's successful completion of major restroom improvements at the Greek Theatre recently, we believe that they should be successful in completing these additional improvements on time.

REPORT OF GENERAL MANAGER

NO.

02-80

DATE:February 20L 2002

CD

4

BOARD OF RECREATION AND PARK COMMISSIONERS SUBJECT: GREEK THEATRE CONCESSION AGREEMENT REVISIONS J. Combs A. Coroalles J. Duggan* H.Fujita

p__

Approved

J. Kolb M. Matthews M.Tamuri

Disapproved

Withdrawn

RECOMMENDATION: 1.

That the Board approve revisions to the Greek Theatre Concession Agreement as indicated in the body ofthis report; and,

2.

That staffbe directed to make the revisions to said agreement and to transmit revised copies ofthe agreement to the Mayor and the City Attorney for review prior to submission to the City Council for approval.

SUMMARY: The Board approved a 10-year agreement with Nederlander-Greek, Inc.,(NGI) at its meeting of November 7, 2001, for the operation and improvement of the Greek Theatre. Subsequent to that meeting,NGIrepresentatives expressed concerns regarding severalprovisions ofthe agreement.The Board considered these concerns at its meeting of December 13,2001, and approved a number of the revisions requested by NGI. In addition, the Board directed the General Manager to include language in the agreement which would allow the Board to consider appropriate actions to deal with potential construction impacts on the 2003 Greek Theatre season that could be incorporated without further Board action. The General Manager and staff met with NGI representatives on several occasions to resolve this issue and other concerns raised by NGI after the December 13th meeting. Since resolution ofone of

REPORT OF GENERAL MANAGER PG.2

NO.02-80

these issues involves a substantive change to the agreement(change in construction schedule), it is necessary for the Board to consider the proposed revisions.

Change in Construction Schedule The contract approved by the Board on December 13,2001,required that all capital improvements (except waterproofing the deck) be completed by the start ofthe 2003 season (April 15, 2003). However, due to the delay in the execution of the agreement, NGI's construction management consultant(Wexco International Corporation)has determined that it will not be feasible to complete the canopy structure improvement in time for the 2003 season and that it will take an accelerated effort to finish the other improvements prior to the start ofthe 2003 season. To verify this information,staffretained one ofthe Department's as-needed consultants(Swinerton Management and Consulting) to review Wexco's construction timeline. Swinerton concurred that completion ofall improvements(except the canopy structure)could be accomplished in 2003 and stated that the project schedule is "difficult, but attainable." Accordingly,the following language has been added to the section ofthe agreement(Section 10)dealing with the construction schedule: CONCESSIONAIRE guarantees that $6,052,000 is sufficient to complete all proposed improvements. CITY shall hold CONCESSIONAIRE responsible for guaranteeing the completion of all required improvements, according to approved plans, regardless ofcost. CONCESSIONAIRE shall use its best efforts to complete all capital improvements on or before April 15,2003.In the event CONCESSIONAIRE fails to substantially complete all capital improvements as scheduled, CONCESSIONAIRE shall pay CITY the additional sum of$1,000 liquidated damages per day that all capital improvements are not completed. ta-11;;Lhlirtit-Y

121:1;i:Ai kr" '

• efe

'lMtiKhilliiirPha-'.

Consideration ofPayment Reductions Related to Construction Impacts To address the Board's action at the December 13th meeting to include language in the agreement which would allow the Board to consider appropriate mechanismsto deal with potential construction impacts on the 2003 Greek Theatre season,staffconsulted with the City Attorney and recommends that the following be added to Section 6(B)of the agreement:

REPORT OF GENERAL MANAGER PG.3

NO. 02-80

Consideration ofPayment Reductions In the event that after using its best efforts CONCESSIONAIRE is unable to complete the construction as required in Section 10ofthis AGREEMENT by April 15, 2003, as a result of causes beyond CONCESSIONAIRE'S control, and that circumstance directly and materially impacts CONCESSIONAIRE'S ability to meet the performance guarantee and/or annual minimum rental guarantee applicable under the terms of this AGREEMENT", CONCESSIONAIRE may submit a request for a reduction of the performance guarantee and/or annual minimum rental guarantee as it applies to the 2003 season only,and/or a waiver of the liquidated damages specified in Section 10 ofthis AGREEMENT.The Board will consider the request in good faith in light of applicable Board policies.

Addition to Force Majeure Clause NGI requested, and staff agrees, that the following addition Majeure clause ofthe agreement(Section 27):

be made to the Force

Should national or international events such as terrorism or the threat ofterrorism have a material impact on the ability ofCONCESSIONAIRE to present concert performances on the premises A.‘t.,:f CITY and CONCESSIONAIRE shall meet and confer in good faithpo review and determine what remedies, relief,or abatement is equitable or appropriate as a result of or response to such events or terrorism.

Report prepared by Ron Kraus

NO. 11-306

REPORT OF GENERAL MANAGER

C.D.

DATE November 21, 2011

4

BOARD OF RECREATION AND PARK COMMISSIONERS SUBJECT:

R. Adams H. Fujita V. Israel

THE GREEK THEATRE CONCESSION — ANNUAL PERFORMANCE GUARANTEE PENALTY PAYMENT K. Regan M. Shull *N. Williams

ND

eneral Manager Approved

Disapproved

With.Iawn

RECOMMENDATION: That the Board accept the one-time cash payment of $135,803.82 and In-Kind Services to the Department, as detailed in the summary of this Report, as payment in-full for the 2009 and 2010 Performance Guarantee penalty. SUMMARY: On May 21, 2002, Concession Agreement Number 245 was executed between the City of Los Angeles Department of Recreation and Parks and Nederlander-Greek, Inc. (NGI) for the operation and maintenance of the Greek Theatre. The Concession Agreement includes a Performance Guarantee which requires that the annual gross revenue would not be less than $15 million for the first concert season and would increase by 3% annually. The penalty for not meeting the Performance Guarantee is 20% of the amount under the guaranteed minimum. For the 2009 and 2010 seasons, NGI was unable to meet the Performance Guarantee. On March 16, 2011, a letter was sent from the Department to NGI informing them about the Performance Guarantee penalty of $493,789.40. On April 12, 2011, staff met with NGI to discuss the matter. Staff also reviewed the year-end financial documents and accounting adjustments previously submitted by NGI for calendar years 2009 and 2010. The accounting adjustments revise the gross revenue reported by NGI and the Performance Guarantee penalty is recalculated to be $452,679.40.

REPORT OF GENERAL MANAGER NO.

PG.2

Period

Performance Guarantee

j Actual Annual Gross Revenue

2009 2010

$ 18,150,000 $ 18,600,000

$ 17,998,995 $ 16,487,608

1 -3061

Performance Guarantee Shortfall $ 151,005 $ 2,112,392 Total Penalty:

Penalty(20% of Shortfall) $ 30,201.00 $ 422,478.40 $ 452,679.40

Staff recommends that the Board accept a revised Performance Guarantee penalty of a one-time cash payment of $135,803.82 and that consideration be given for $576,102.65 of in-kind services that NGI has provided to the Department,the Greek Theatre, and the community over the term of the Concession Agreement. One-Time Cash Payment The one-time cash payment of $135,803.82 represents the projected amount of rent that NGI would have paid had NGI met the Performance Guarantee: 2009 Performance Guarantee: 2009 Gross Revenue: 2009 Shortfall: Rent on 2009 Shortfall(6% of Shortfall):

$ $

18,150,000.00 17,998,995.00 151,005.00 9,060.30

2010 Performance Guarantee: 2010 Gross Revenue: 2010 Shortfall: Rent on 2010 Shortfall(6% of Shortfall):

$ $ $

18,600,000.00 16,487,608.00 2,112,392.00 126,743.52

TOTAL PROJECTED RENT ON SHORTFALL:

135,803.82

In-Kind Services During the term of the Concession Agreement, NGI has: 1) assumed costs for traffic operations originally provided at no cost by the Department of Transportation (DOT); 2) provided operational and maintenance staff for events which benefited the public, primarily schools, and for which the Department would have had to provide staff; 3) provided non-contractually required capital improvements; and 4) purchased a sound monitoring system to ensure compliance with noise requirements. The value ofthe in-kind services is as follows: DOT Parking Costs: Event Subsidy (Bach, Rock and Shakespeare): Event Subsidy(High School Graduations): Event Subsidy (Cosmic Conjunction): Capital Improvement(Capacity Adjustment)

$ $ $ $ $

43,180.00 170,287.00 194,340.00 11,408.00 47,408.65

REPORT OF GENERAL MANAGER PG. 3

Capital Improvement(Plaza Bar): Sound Monitoring System: TOTAL IN-KIND SERVICES

NO. 11-306

$ $ $

71,015.00 38,464.00 576,102.65

The one-time cash payment and in-kind services total $711,906.47 and surpass the performance guarantee penalty of $452,679.40. New Venue(The Nokia Theatre) The recommendation to review and reconsider the performance guarantee penalty is based on a new venue opening in the surrounding area, the Nokia Theatre, which has negatively impacted NGI's ability to meet the performance guarantee. On May 9, 2002, prior to the execution of the Concession Agreement, a letter was sent from the Department to representatives of NGI that stated that should a proposed new concert theatre near the Staples Center be completed and create a negative impact on the Greek Theatre, the Department would entertain a request for relief from the Performance Guarantee and that the request would be brought to the Board for consideration and action (Attachment A). In 2007 the Nokia Theatre opened at the L.A. Live complex, which also houses music venues such as Staples Center, Club Nokia, and The Conga Room. The Nokia Theatre has a seating capacity of 7,100 patrons versus the Greek Theatre's capacity of 5,801 seats. Prior to the opening of the Nokia Theatre, the Greek Theatre and the Gibson Amphitheatre competed for the primary concert market in the Los Angeles area. Attachment B shows that during the four years prior to the Nokia Theatre opening (2003 - 2006), 52% of total ticket sales were attributed to the Greek Theatre and 48% were attributed to the Gibson Amphitheatre. The four years after the opening of the Nokia Theatre (2007- 2010), 36% of total ticket sales were attributed to the Greek Theatre, 31% were attributed to the Gibson Amphitheatre, and the 33% were attributed to the Nokia Theatre. The effect of the Nokia Theatre on both the Greek Theatre and Gibson Amphitheatre was immediate and is expected to be permanent. Concession Performance NGI has worked hard to ensure that the Greek Theatre is a world class operation. From 2001 to 2010, the Greek Theatre has been recognized by the Annual Pollstar Magazine Awards as the Best Small Outdoor Venue (except for 2002). Pollstar also recognized Rena Wasserman, the Greek Theatre General Manager, as the "Facility Executive of the Year" for 2009 and 2010.

REPORT OF GENERAL MANAGER PG.4

NO. 11-306

NGI has worked cooperatively with the Department to ensure impact of concert events to the surrounding community is minimal, hosts community meetings to improve operations, and has partnered with the Department on concerts benefiting the Griffith Park Recovery efforts in 2007. It should also be noted that the overall performance by NGI has surpassed the minimum contractual requirements (Attachment C). Between the beginning of the first contract season in 2002 and the end of the concert season in 2010: 1. The cumulative Performance Guarantee target totaled $151,200,000 and the actual gross revenue totaled $175,172,677. 2. The cumulative Minimum Annual Rent requirement totaled $10,800,000 and the actual rent paid to the Department totaled $13,298,191. The acceptance of the one-time cash payment of $135,803.82 ensures that the Department receives the same compensation had NGI met the Performance Guarantee and the acceptance of the In-Kind Services allows consideration for the negative effect of the Nokia Theatre. FISCAL IMPACT STATEMENT: The additional one-time payment of $135,803.82 will be deposited into the Department's General Fund (Fund 302 Department 88 Revenue Source 4150 Work Order RAPX0210). Report prepared by Robert N. Morales, Senior Management Analyst II, Finance Division.

Attachment A c





e

CITY OF Los ANGELES

BOARD OF RECREATION AND - PARK COMMISSIONERS



OEPAFITMENTOP RECREATION AND PARKS

CALIFORNIA

200 N.MAIN 6T.

13Th FLOOR LOS ANGELES.CA 90012

MIKE ROOS PRESIDENT

(213)473-530 FAX -(213)4735802

CHRISTOPHER C.PAK VICE PRESIDENT

ELLEN OPPENNEBI

,CHRISTOPHER W. HAMMOND CHRISTINA SANCHEZ-CAMINO USA SPECK!'

GENERAL MANAGER

JAMES K.HAHN MAYOR

May 9,2002 Mr.Neil Papiano Iverson,Yoakum,Papiano & Hatch 624 South Grand Avenue,27* Floor Los Angeles,CA 90017-3328

COPY

Subject: Greek Theatre Agreeinent - Competition from new Staples Center Area Theatre Dear Mr.Papiano: Atour meeting ofFebruary 4,2002,we discussed several.concerns your client(Nederlander Greek,Inc.) had with the above-referenced agreenient, including potential negative impacts on Greek Theatre revenue that could ensue from the construction ofa proposed new theatre near the Staples Center. We agreed that ifand when the proposed new facility is corapieted andyour client can demonstrate that the Greek Theatre is significantly impacted,the Department will entertain a request for rent relief and guarantee that the request will be brought to the Board ofRecreation and Park Commissioners for consideration and action. As we discussed,the appropriate time to deal with this matter is at the point where Nederlander Greek has verifiable.experience that the new Staples area venue is drawing performers and revenue away from the Greek Theatre.I believe that this letter adequately recounts our conversation regarding this issue.If you require further information or clarification, please call me at(213)473-6833.. Very truly yours, ELLEN GPM:NEM! General Manager

MARJO Exec cc:



NIATTHEWS cer

Board ofRecreation and Park Cominissioners Pete Echeverria ' Mark Brown

AN EQUAL EMPLOYMENT OPPORTUNITY — AFFIRMATIVE ACTION EMPLOYER

Acme* wa

rem mem*oft

DEPARTMENT OF RECREATION AND PARKS THE GREEK THEATRE CONCESSION - COMPARISON OF TOTAL TICKET SALES BETWEEN 2003 AND 2010

ATTACHMENT B

PRE - NOKIA 2003 Venue Greek Theatre Gibson Amphitheatre TOTALS

2004 % of Total Tickets Sold 48.96% 51.04% 100.00%

No. of Ticket Sold 190,286 198,358 388,644

% of Total Tickets Sold 63.14% 36.86% 100.00%

No. of Ticket Sold 238,271 139,074 377,345

2005 % of Total No. of Ticket Sold Tickets Sold 248,248 48.30% 265,689 51.70% 513,937 100.00%

2006 No. of Ticket % of Total Tickets Sold Sold 49.14% 218,271 225,913 50.86% 444,184 100.00%

4 YEAR TOTAL % of Total No. of Ticket Tickets Sold Sold 51.92% 895,076 829,034 48.08% 1 724 110 100.00%

Gibson Amphitheatre 829,035 Tickets Sold (48% of Total)

Greek Theatre 895,078 'Tickets Sold (52% of Total)

POST - NOKIA 2007 Venue Greek Theatre Gibson Amphitheatre Nokia Theatre TOTALS

No. of Ticket Sold 275,893 186,776 66,135 530,804

2008 % of Total Tickets Sold 51.98% 35.19% 12.84% 100.00%

No. of Ticket Sold 207,869 165,053 264,967 637,889

Nokia Theatre 772,382 Tickets Sold (33% of Total)

% of Total Tickets Sold 32.59% 25.87% 41 54% 100.00%

2009 No. of Ticket % of Total Sold Tickets Sold 181,004 30.77% 172,514 • 29.32% 234,811 39.91% 588,329 100.00%

2010 No. of Ticket % of Total Sold Tickets Sold 166,642 29.83% 187,509 33.57% 36.60% 204,468 558,619 100.00%

4 YEAR TOTAL % of Total No. of Ticket Sold Tickets Sold 831,408 35.90% 711,852 30.74% 772,381 33.35% 100.00% 2,315,641

Greek Theatre 831,409,Tickets Sold (36% of Total)

Gibson Amphitheatre 711,853 Tickets Sold of Total)

11/16/2011

ATTACHMENT C

DEPARTMENT OF RECREATION AND PARKS THE GREEK THEATRE CONCESSION SUMMARY OF PERFORMANCE GUARANTEE AND ANNUAL RENT PAYMENT

ANNUAL RENT PAYMENT

PERFORMANCE GUARANTEE

Year

Performance Guarantee Target(With 3% Annual Increase)

Actual Annual Gross Revenue

Performance Guarantee Surplus / Shortfall

Minimum Annual Rent

Annual Rent Payment Paid to RAP

Annual Rent Surplus / Shortfall

2002

$

15,000,000 $

16,982,241 $

1,982,241

$

1,200,000 $

1,695,038 $

495,038

2003

$

15,450,000 $

15,575,475 $

125,475

$

1,200,000 $

1,200,000 $

-

2004

$

15,900,000 $

20,135,192 $

4,235,192

$

1,200,000 $

1,492,894 $

292,894

2005

$

16,350,000 $

20,573,485 $

4,223,485

$

1,200,000 $

1,508,990 $

308,990

2006

$

16,800,000 $

19,343,443 $

2,543,443

$

1,200,000 $

1,416,922 $

216,922

2007

$

17,250,000 $

25,305,942 $

8,055,942

$

1,200,000 5

1,841,044 $

641,044

2008

$

17,700,000 $

22,770,296 $

5,070,296

$

1,200,000 $

1,651,362 $

451,362

2009

$

18,150,000 $

17,998,995 $

(151,005)

$

1,200,000 $

1,291,941 $

91,941

2010

$

18,600,000 $

16,487,608

(2,112,392)

$

1,200,000 $

1,200,000 $

-

TOTAL

$

151,200,000 $

23,972,677

$

10,800,000 $

13,298,191 $

2,498,191

S

175,172,677 $

11/16/2011

GREER THEATRE CAMAS.iterecematerrs PrEoDuANDIR/AIG LIVE uctiltaor4p;ovEmENTs Re air / Replace the North and South Terraces and Stairs Terrace Metal Deck Refurbishment, Painting. and Viaternroofir Refu ban/Replace the Roof of the Historic Portion of the Stage Structure Tile Replace and Reinstallation with roofing Sk .ht Refurbishment

l

efu bish / Replace Theatre Seating 111 Replace Theatre Seating with aisle lighting arid code compliant %Vat • oof main bowl ,11111 Su, emental ADA Irn rovements

WWII

•ENEFTTs See Kiybelow S?65 . .OCILi.

ft

$5 0.000

$i S00.000 535,000

$950,000 $210,000 1150 000

1111111111111111111111111

STAGE IMPROVEMENT '`" RPO1 Structure asement renovation a In motors, truss, fall arrest

$4,75•,000 $750,000 $500 000

III c., ,...LSSION FOOD AND BEVERAGE AND IMPROVE ViP..)'PERIEhrt and South Concession Raze and Refurbish all Concession Stands in Order to Increase Product ' $500,000 Expand and renovate rechksod deck $600,000 Improve North and South concessions - Grab n Go concept $95,000 -' Me* Point of Sale System $80,000 Digital Menu Boards * Portable biftrades $120,000‘ $100,000 Two Plaza Bars gig

v'D; l'A**ARIE Ire 2 Internet LED Screen 10' x 18'6 mrn Marquee LED Screen 4' x 30 10 rum

AY)wtri SYSTEM IT Infrastructure if Egtspnlent S em end E

32245, , C, V. I. A. F lity and Reduce Transaction Time

$650,000

sgoo,ogo nt

$300000

DRESSING ROOM IMPROVEMENT CONTR16u110N 0 CURRENT NEDERLANDER THEATRE EQUIPMENT $.25C,000 R. 5, V. F

$IGNAGE

1.250.00 R, C. V.

IMPROVE LANDSCAPING sysTEM IMNROVEMEN'S Mechanical hriprovements :IDeferr d maintenance Ml , Electrical Improve merits 10eferr d maintenance :,".. . -, Plumbing Improvement Deferredmainlenance t, '•V.-

CONTINGENCY

S655.0

A. L.f

5,1. E.

Illa

$375,000 $150,000

ill

$130.000 S'.570.000

S0 I COS

rtiottas rennin genetaUng s safety enhancement C•community benefit V•irtsuaViresdietk improvement I•needed Infrastructure A•ADA Improvement P•productlat quality E•arivIrorwnerital/sustenabdity Improvement F•feet/patron amasirty •back of house Improvement

(REEK

UAIfE

RFS, RE51)ONSE

295

riAlISSAahlg

8111,341 H33519 ANA 510.111/31340,161

NVld .11131143A0UdINI NOISS33N03111131N39VNVIN 13SSV Z`Z

__

tr q

rs' '

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13 k.13.13 k,ROS yine bixr

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(34

2.2 ASSET MANAGEMENT/CONCESSION IMPROVEMENT PLAN

PROPOSAL fOK THE GREEN THERTNE CONCESSION

DESIGN IMAGES •TERRACE RESTAURANT I BAR

(Concept images only) GREEK • EATRE iPEP RESPONSE

DESIGN IMAGES - OPEN CONCESSIONS

(Concept images only) 322

GREEK f HEArRE

RFP RESPONSE

Vincent Valenzona Executive Chef Hollywood Bowl

Ernesto Hernandez Chef de Cuisine Hollywood Bowl

Fernando Darin Chef de Cuisine The Wine Bar

"Welcome to another delicious season at the Bowl! The 2014 season menus capture the essence and excitement of the Los Angeles culinary landscape with new offerings at all outposts. We are proud supporters of the Los Angeles Philharmonic and look forward to sharing one of the premier Los Angeles summer traditions with you. As always, we take pride in serving you seasonal, market fresh cuisine that showcases all that California has to offer."

Joachim Splichal

Chef and Founder I Patina Restaurant Group

Hollywood Bowl

\GATT

As the sun goes down and the lights go up, one of LA's most beloved summer traditions begins the pre-concert dinner. We offer an array of dining options to make your evening more magical!

DINE IN YOUR BOX SEATS Savor three-course meals, a la carte options, sushi and family style dinners delivered to your box.

THE WINE BAR

10

Our full service al fresco wine bar and lounge features small and large plates, and a curated wine, craft beer and soju cocktail list.

ROOFTOP GRILL

12

Our al fresco restaurant serves mesquite grilled steaks, fresh seafood and farmers market fare.

NISHI SUSHI BAR

14

Visit Market West for authentic sushi. Choose from our made to order specialty rolls, jubako boxes and sushi platters.

STACCATO Pick up burgers, locally made sausages and fresh salads on the way to your seats.

PICNIC BASKETS Pre-order your picnic. It will be ready when you arrive. Enjoy no wait, no hassle gourmet picnics for two.

16

HOW TO ORDER Save time and pre-order your dinner online in just 3 easy steps. Select concert date and time at patinagroup.com/ bowl.

4

If you have a bench seat, select your picnic basket.

Reserve order with a credit card.

If you have a box seat, select an a la carte appetizer, entree, or dessert; picnic basket; three-course dinner; dining for two; or sushi.

'Must bring a form of payment the day of.

Box Service - Hawaiian Ahi Tuna with Udon Noodle Salad

Order by 4pm the day before your concert at www.patinagroup.com/ bowl or call 323 850 1885. Menu and pricing subject to change due to seasonal availability.

Dining for Two - Mediterranean Kabob Plate

Dine In Your Box Seats Enjoy full-service dining in your box seats from three-course, dining for two, and a la carte options; to family style dinners and freshly prepared sushi. Picnic baskets, on page 18, are also available for delivery to your box.

6

Box Service - Pan Roasted Atlantic Salmon

THREE COURSE MENUS Serves 1 - Includes coffee, tea or bottled water. CLASSIC

39

First Course Caesar Salad - crisp Romaine hearts, shaved Parmesan and olive oil toasted croutons Entrée Selection (choose one) - Pinot Rotisserie Half-Chicken - crispy roasted potatoes and lemon-thyme carrots - Penne Pasta Puttanesca - summer squash, blistered cherry tomatoes, Pecorino Romano cheese and crispy basil Dessert Organic Summer Strawberries - vanilla Chantilly cream

SPA

55

First Course Organic Baby Greens - raw farmers market vegetables and Meyer lemon vinaigrette Entrée Selection (choose one) - Pan Roasted Atlantic Salmon - baby kale, red quinoa and red pepper vinaigrette - Grilled Baja Seabass - BrentwoodALF4rn and black bean "Pico de ealion,ina o coulis and lime emulsion Dessert Melon Ratatouille - heirloom melon and mint coulis

SIGNATURE "MOE First Course Purple Kale - raw rain goat cheese and ap

ets, toasted almonds, er vinaigrette

Entrée Selectio nose one) - Honey Stung Golden Fried Chicken - kale-carrOt slaw and warm cinnamon roll ' - Roasted Pork Belly - grilled Fitzgerald peaches, Cheddar white grits and cherry tomato Marmalade D! `. ;ert is Graham Cracker Cheesecake - summer stone ompote

First Course Windrose heirloom tomatoes, compressed watermelon, basil and broken balsamic vinaigrette Entrée Selection (choose one) - Grilled Flat Iron Steak - fingerling potatoes, roasted plantains, grilled asparagus red wine chimichurri - Hawaiian Ahi Tuna Steal( - udon noodle salad, charred green onion and soy-ginger vinaigrette Cheese California Cheeses - a soft, a hard, a blue and goat served with grapes Dessert Chocolate Cheesecake - vanilla cream sauce

Dining for Two - Smokey Joe's BBQ Rib Plate

A LA CARTE Serves 1

STARTERS Caesar Salad - crisp Romaine hearts, shaved Parmesan and olive oil toasted croutons 12 Purple Kale - raw rainbow beets, toasted almonds, goat cheese and apple cider vinaigrette 14 Organic Baby Greens - raw farmers market vegetables and Meyer lemon vinaigrette 14 Windrose Heirloom Tomatoes - compressed watermelon, basil and broken balsamic vinaigrette 16

Pinot Rotikkerle Half-Chicken - crispy roasted potatoes and lemon-thyme carrots 26 Penne alla Puttanesca - summer squash , blistered cherry tomatoes, Pecorino Romano cheese and crispy basil 25 Honey Stung Golden Fried Chicken - kale-carrot slaw and warm cinnamon roll 29 Roasted Pork Belly - grilled Fitzgerald peaches, Cheddar AWN white grits and cherry tomato marmalade 34 Pan Roasted Atlantic Salmon - baby kale, red quinoa and red pepper vinaigrette 34 Grilled Flat Iron Steak - fingerling potatoes, roasted plantains, grilled asparagus red wine chimichurri 37 Thai Noodle Salad pineapple marinated beef, mango, cherry tomatoes and roasted peanuts 25 Hawaiian Ahi Tuna Steak - udon noodle salad, charred green onion and soy-ginger vinaigrette 39

DESSERTS Classic Graham Cracker Cheesecake - summer stone fruit compote 9 Organic Summer Strawberries - vanilla Chantilly cream 9 Melon Ratatouille - heirloom melon and mint coulis 9 Chocolate "Moon Pie" - caramel dipping sauce 9

8

Desserts - Chocolate "Moon Pie"

FAMILY STYLE DINING Serves 3-4

PLATTERS California Farm House Cheeses - a soft, a hard, a goat and a blue served with toasted almonds, red seedless grapes and crackers 31 Bouquet of Grilled Vegetables - fresh from the farmers market, served with chickpea hummus and red pepper Romesco 26 Jumbo Shrimp Cocktail -1 pound (21-25) of poached jumbo shrimp served with citrus wedges, garlic aioli and house made cocktail sauce 48 Gravlax Cured Salmon - shaved red qpioh7Cireme fraiche, capers and crispy flat bread chips 49' -•n• .•• - .--Bucket 0' Chicken - our famous honey stung 1 ,c1 chicken with warm cinnamon rolls(8 pcs) 28

SWEETS Summer and va Su C r -. awberties 25

DIN

FOR TWO

Served on a b

heet with sides.

Cedar Plank Atlantic Salmon - Cajun spice over our mesquite grill. Served with grilled ciabatta, jerk-spiced jicama and old bay aioli 60 "Smokey Joes" BBQ Rib Plate - slow cooked baby back ribs served with our house made BBQ sauce and whole roasted corn on the cob 55 Roasted Rib-Eye - grilled over our mesquite grill served with heirloom tomato salad and chimichurri sauce 65 Mediterranean Kabob Plate - herb marinated beef kabobs and grilled pineapple served with lemon scented quinoa, cucumber salad and tzatziki sauce 55

Order by 4pm the day before your concert at www.patinagroup.com/bowl or call 323 850 7885. Menu and pricing subject to change due to seasonal availability.

Family Style Dining - Summer Berry Shortcake

9

THE WINE BAR The at fresco wine bar and lounge, perched above the main entrance to the box seats, features an array of small and large plates; and curated wine, craft beer and soju cocktail list. New this year is our aperitif menu that features quina wines, vermouths, Port, and Sherry bar. Our dinner menu offers items that are meant to be shared with the table. Your selections will be brought to your party as they are ready in the kitchen. For reservations, please call 323 850 1885.

10

Small Plates - Charred Brussels Sprouts

We strive to use the freshest ingredients at their peak of ripeness and maximum flavor profile, continually adjusting the menu to take advantage of the season's bounty. Here are a few menu highlights.

SMALL PLATES

LARGE PLATES

Kusshi Oysters (half dozen) - Verius mignotte, lemon 18

Braised Pork Cheeks - Beluga lentils, buna-shimeji mushrooms, caramelized apples 21

Spring Vegetable Salad - snap peas, heirloom tomato, hearts of palm, grapes, goat cheese 16

Jidori Natural Chicken - Lebni, chickpeas, green za'atar 19

Selection of Artisan Cheeses - apricot mustard, Marcona almonds, grissinis 16

Beef Short Ribs - crispy fingerling potatoes, roasted onion puree, beef jus 28

Steak Tartare - English peas, avocado, rye bread, frozen béarnaise 16

Hanger Steak - Yucca fries, gremolata 28

White Gazpacho - Dungeness crab, almonds, green grapes 14 Charred Brussells Sprouts - Manchego, crusted hazelnuts, green goddess 12

DESSERT Orange Buttermilk Panna Cotta - red wine tapioca, almond tuille 10 Chocolate Semifreddo - smoked whipped cream, sea salt 10

Fried Smelts - hand cut Idaho fries, nori, Sriracha aioli 14 Menu and pricing subject to change due to seasonal availability. Seafood Bowl - mussels, clams, Spanish chorizo, romesco, grilled bread 18 Grilled Cheese - Fromagger d' affinois, fig jam, crème fraiche, fried sage 14 Banh Sliders - pork belly, jalaperio mayo, pickled cucumber, cilantro 15 Macaroni and Cheese - tomato confit, caramelized o Japanese breadcrumbs 13 Risotto Fritters - Pecorino, fresh peas, lemo Crispy Jidori Chicken Wings - Togarashi s shishito peppers, ponzu dip 15

Small ,Vlatt3i-/Spring

-

- -

Salad

ROOFTOP GRILL Rooftop Grill is an al fresco twist on the classic steakhouse offering mesquite grilled steaks, fresh seafood and farmers market fare. Reservations are recommended. Please call 323 850 1885.

STARTERS

SEAFOOD, CHICKEN AND PORK

Soup of the Day

Mesquite Grilled Atlantic Salmon - cherry tomato relish 26

Simple Baby Greens - baby carrots, hot house cucumbers, Toy Box tomatoes and Meyer lemon vinaigrette 11

Hawaiian Ahi Tuna Steak - smoked pineapple relish and crispy lotus root 38

Caesar Salad- hearts of Romaine, aged Parmesan, garlic ciabatta croutons 12

Roasted Pork Belly - hoison-ginger glaze and pickled cucumber 31

Brussels Sprout Salad - marcona almonds, Manchego cheese and honey mustard dressing 15

Citrus and Garlic Marinated Half-Chicken - charred heirloom tomato compote 27

Panzanella Salad - heirloom tomatoes, wild arugula, shaved red onioni,g utons and red wine vinegar 16 Wedge Salad - btitta smoked bacon, grilled

ce, vine ripe tomato, applewood on and creamy blue cheese 13

DESSERTS Summer Berry Shortcake - vanilla cream sauce 9

Crab Stack - lump crab, culeimbers, pea shoots,:*-tomato, avocado, mango and ginger-lime dressing 17

Organic Summer Strawberries - vanilla Chantilly cream 9

BBQ Shrimp Cocktail - grilled jtiktbo shrimp, spicy slaw, state ale BBQ cocktail sauce 16

Classic Graham Cracker Cheesecake - summer berries and vanilla bean sauce 10

Hawaiian Ahi Poke - diced marinated tuna with avocado, cucumber and crispy wonton chips 15

Chocolate Cheesecake - vanilla cream sauce 9 California Cheeses - four cheeses served with dried fruit, gra • d • rilled bread 18

SIDES JBS Mashed Potatoes 9 Tillamook "Mac-n-Cheese" 9 Roasted Curry Cauliflower 9 Fingerling Potatoes with Applewood Smoked Bacon 9 Wild Mushroom Ragout 11 Grilled Summer Asparagus 11

W.

MESQUITE GRILLED Rib-Eye (16 oz) 39 Filet Mignon (8 oz) 40 Flat Iron Steak (10 oz) 32

Rib-Eye Steak

13

Master sushi chef Travis Karniyania prepares fresh sushi;and Japanese-delicacies daily from our ontite'sushi kitchen'fblishi Sushi bar" located on the west side of the bowl shell, Savor made-to, order sushi platters and Jubako boxes delivered to your box•seats.

SUSHI PLATTERS

JUBAKO BOXES serves1

An exquisite assortment of sushi delivered to your box.

Our Jubako boxes are a complete light and refreshing Asian inspired meal, masterfully prepared and packaged in a three tiered jubako box. Jubako boxes can be dropped off at your box up to two hours before show time.

SUSHI PLATTER FOR TWO

40

California roll (4 pcs), spicy tuna roll (4 pcs), shrimp ebi nigiri (2 pcs), salmon nigiri (2pcs) albacore (2pcs), edamame soy sauce, wasabi and gari

SUSHI PLATTER FOR FOUR

75

California roll (8 pcs), spicy tuna roll (8 pcs), shrimp krunch roll (8 pcs), salmon nigiri (4 pcs), tuna nigiri (4 pcs), yellowtail nigiri (4pcs), soy sauce, wasabi and gari

ICHI

NI ASSORTED SASHIMI PLATTER

95

Tuna (5 pcs), yellowtail (5 pcs), salmon (5 pcs), albacore (5 pcs), octopus (5 pcs), seaweed wakame salad, soy sauce, wasabi and gari

KAMIYAMA PREMIER PLATTER Rainbow roll (8 pcs), salmon lovers roll (8 pcs), dragon roll (8 pcs), spicy tuna roll (8 pcs), California roll(8 pcs), spicy crispy shrimp (8 pcs), tuna tataki (8 pcs), veggie roll (8 pcs)

47

Seaweed salad and assortment of Japanese side dishes California roll with wasabi and gari 5 pcs assorted sashimi with tsuma and shiso leaf Grilled Jidori yakitori chicken skewers (2pcs) with Japanese rice and sesame seed Summer strawberries and lychee

57

Seaweed salad and assortment of Japanese side dishes Spicy tuna roll with wasabi and gari 5 pcs assorted sashimi with tsuma and shiso leaf Broiled miso black cod with Japanese rice and sesame seed Summer strawberries and lychee

SAN

67

Seaweed salad and assortment of Japanese side dishes Albacore tataki salad with yuzu wasabi dressing 5 pcs. assorted sashimi with tsuma and shiso leaf Salmon lovers roll with wasabi and gari Sushi chefs selection of sushi nigiri (6 pcs) Summer strawberries and lychee Sushi chef's selection of sushi nigiri (6 pcs) Summer strawberries

er by 4pm the clay before your concert at w.oatinagroup.com/bowl or call 323850 1885.

L L

to and pricing subject to change due to seasonal bility.

15

STACCATO GOURMET BURGERS,SAUSAGES AND BEER Pick u• a

16

delicious, freshly prepared meal on the way to your seats, t om specialty burgers artisan sausages to our new signature 'Hollywood Bowls' a JBS chili fries.

Grilled Chicken BLT

THE BURGERS Staccato - aged Cheddar, beefsteak tomato, leaf lettuce, dill pickle, red onion and Thousand Island Bistro - caramelized red wine onions, bacon, blue & Gruyere cheeses, baby arugula and garlic aioli The "Pool" Burger - one pound angus burger stuffed with braised short rib, candied bacon, Gruyére cheese, baby arugula and black-truffle aioli Tree Hugger - "nut & grain" patty with soy cheese, beefsteak tomato, leaf lettuce, dill pickle, red onion and veganaise

THE SAUSAGE Hand crafted artisan sausage Thai Chicken Sausage - pickled green papaya,jalapeno, cilantro and garlic aioli Cheddarwurst - caramelized onions and sweet peppers

THE POTATOES Garlic Shoestring Fries Sweet Potato Fries JBS "Chili" Fries

THE GREENS Caesar Salad - crisp Romaine hearts, shaved Parmesan and toasted croutons Grilled Chicken Caesar Salad - crisp Romaine hearts, shaved Parmesan and toasted croutons

HOLLYWOOD "BOWLS" Pan Seared Salmon - roasted summer squash an

lcouscous

Shoyu Grilled Chicken - jasmine scented lice an

ccoli

The "Veggie" - lemon scented quinoa, roasted b

edged asparagus and cherry tomatoes

STACCATO SIGNATURES Rotisserie Half-Chicken - roasted potatoes an Beer Battered Onion Rings - house Roasted Turkey Club Wrap - turkey, b

veg

BO eaf

but mat

ch sundried tomato

Grilled Chicken BLT - herb marinated chicken, applewood smoked bacon, butter lettuce, summer_ tomatoes and honey-mustard aioli 40, Ait, Honey Stung Fried Chicken - herb roasted atoes< t cinnamon roll "Smokey Joes" Baby Back Ribs - fire roasted corn oft the

and Tuscan kale slaw Cheese Plate - California cheeses served with dried fruit, grapes and crackers

Sushi Rolls - California roll or spicy tuna roll

THE SWEET Classic Graham Cracker Cheesecake - summer stone fruit compote Organic Summer Strawberries - vanilla Chantilly cream Melon Ratatouille - heirloom melon and mint coulis Chocolate "MOWS Pie"• caramel dipping sauce Chocolate Cheesecake - vanilla cream sauce Menu and pricing subject to change due to seasonal availability.

PICNIC BASKETS.Es2 Picnic in your box! Choose from five gourmet picnic menus. Each basket is designed to feed two people and includes an eco-friendly picnic basket, disposable plates, napkins, plasticware, bread and butter. Pre-order your basket today for pick-up at Staccato or delivery to your box seat. A selection of wines are available to complete your evening. Upgrade to our traditional wicker picnic basket with fold-down handles for only $41, and take home with you.

DANDELION

69

Honey Stung Golden Fried Chicken (6) Sweet Glazed Cinnamon Rolls (2) Country Style Potato Salad

si

Roasted Maitake Mus - summer vegetables

69 ouqueit (2)

Organic Baby Mixed Greens - balsa vinaigrette

Citrus Scented Quinoa Salad • Simply Sliced Summer Tomatoes - balsamic vinaigrette

Summer Strawberries - vanilla cream

Summer Strawberries - raw dipping sugar

COUNTRYSIDE Whole Rotisserie Chicken Country Style Potato Salad

4-4

44 VEGAN

Classi stone f

e sake -summer

VERANO

_

Lemon Poached Atlantic Salmon Filets (2) -summer vegetables arid lemon aioli Country Style Potato Salad

••4;;1..

eu

Simply Sliced m m er Tomatoes - balsam vinaigrette ..dowe Chocolate ,fr M 9 PiiWI - caramel dip ings ...0,.....0 . , ,....

SUNSET ' Pan Seared Flat Iron Steak - horseradish cream and roasted garlic aioli (2) Heirloom Tomato Salad - shaved red onion, basil and extra virgin olive oil Herb Marinated Summer Asparagus Parmesan cheese and toasted almonds Country Style Potato Salad Chocolate Cheesecake - vanilla eream-sauce

CD

RESTROOMS

BOX OFFICES

ENTRANCES

TI

11

RESTAURANTS

CONCESSION STANDS

GOURMET MARKETPLACES

BAR

Our menu offers items that are meant to be shared with the table. Your selections will be brought to your party as they are ready in the kitchen. We suggest 3-4 dishes per person.

S ALF1 PLATES

31G0 lATES

KUSSHI OYSTERS( HALF DOZEN) Verius mignotte, lemon 18

BRAISED PORK CHEEKS Beluga lentils, buna-shimeji mushrooms, caramelized apples 21

V

SPRING VEGETABLE SALAD Snap peas, heirloom tomato, hearts of palm,grapes,goat cheese 16

JIDORI NATURAL CHICKEN Lebni, chickpeas,green za'atar 19

SELECTION OF ARTISAN CHEESES Apricot mustard, Marcona almonds, grissinis 16

BEEF SHORT RIBS Crispy fingerling potatoes, roasted onion purée, beef jus 28

STEAK TARTARE English peas, avocado, rye bread,frozen béarnaise 16

HANGER STEAK Yucca fries, gremolata 28

WHITE GAZPACHO Dungeness crab, almonds,green grapes 14

)[SS[ T

CHARRED BRUSSELS SPROUTS Manchego,crusted hazelnuts,green goddess 12

ORANGE BUTTERMILK PANNA COTTA Red wine tapioca,almond tuille 10

FRIED SMELTS Hand cut Idaho fries, nori, Sriracha aioli 14 SEAFOOD BOWL Mussels,clams,Spanish chorizo, romesco, grilled bread 18 GRILLED CHEESE Fromagger d'affinois, fig jam,creme fratche, fried sage 14 BANH SLIDERS Pork belly,jalapeno mayo, pickled cucumber,cilantro 15 MACARONI AND CHEESE Tomato confit, caramelized onions, Japanese breadcrumbs 13 RISOTTO FRITTERS Pecorino,fresh peas,lemon jam 14 CRISPY JIDORI CHICKEN WINGS Togarashi spice, shishito peppers, ponzu dip 15

CHOCOLATE SEMIFREDDO Smoked whipped cream,sea salt 10

S OESSRT WISE Beerenauslese, Mosel, Dr. Loosen, Germany -187m1 bottle - 2006

49

12 Alexancleriules - Fino 14 Alexander Jules - Manzanilla os 9 Lustau - Dry - Amontillado, 14 Lustau - East India Solera Lustau - Olorosa Very Rare, ugeni 21 Almacenista, Fino del Puerto 19 19 Almacenista, Amontillado de Almacenista, Oloroso Pate d Galli a 18 Almacenista, Vides Palo Co tado de Jerez

ESPRESSO Lavazza Espresso Lavazza Espresso

reg 3.50/.61 6 ecaf reg 3.50/•61 6

Stefan uling - yeller I Man ursine Fernando Darin Achef u nar3loo4lIergies. Our menu is seasonal and subjecte4-tolalpill We support local agriculture ancfrespe-tful tre-iment-ofe Our apologies, but no modifications.

APRITIFS Soju Yokaichi Mug Distilled from Barley

4oz.

10

Soju - Barrel Aged - House Brand

4oz.

15

Imbue, Petal & Thorn

Aperitifs served on the rocks

4oz.

10

Cocchi Americana

Aperitifs served on the rocks

4oz.

10

LO

INKS

PORT AND TONIC White port, Fever Tree tonic water, lime 13 GIN AND TONIC Botanical infused soju, Fever Tree tonic water,lime 14 APEROL SPRITZ Aperol,sparkling wine,soda, orange peel

13

SOL

A rice based Korean spirit, soju is clear, colorless and light in taste perfect for mixing with our fresh ingredients, herbs and house made syrups for a refreshing cocktail.

MAILS SPARKLING SPECTACULAR Sparkling wine, elderflower syrup,fresh lemon juice, strawberries, soju, lemon peel 14 HOLLYWOOD MUSE I-louse made ginger syrup,fresh lime juice, soju, mint,soda water

12

PEPPERTREE LANE Cucumber, mint, soju,fresh lime juice, soda water 13 BARREL AGED MANHATTAN Carpano antica, Byrrh Grand Quinquina,soju, bitters, maraschino cherry 15

Stefan Juling - General Manager Fernando Darin - Chef de Cuisine

2.4.1.1

Roles and Responsibilities of the Community Liaison Live Nation will employ a full-time staff member to serve as the Community Liaison. The Community Liaison will be a dedicated position responsible for attending all GTAC meetings, hosting all Open House events at the Greek Theatre and serving as a primary community contact. The Community Liaison will have experience managing venues similar in size to the Greek Theatre and working with neighborhood representatives. Shortly after the granting of the concession, the Community Liaison will meet with the GTAC to immediately understand the current community concerns and potential opportunities to improve the overall neighborhood/facility relationship. Topics to be reviewed regularly by Live Nation and the Committee will include but not be limited to: public safety, traffic management, noise mitigation, neighborhood clean up, regular neighborhood communication, neighborhood hotline, and other topics as needed. The Committee will work hand-in-hand to develop policies and plans for these key areas in advance of the concert season. Live Nation will regularly review the Traffic Control Program, as well as the Neighborhood Cleaning plan with the Committee. Live Nation will work closely with the Committee to ensure that GTAC is pleased with the ongoing security plan to reduce or eliminate excessive noise, illegal merchandise vending, the resale of tickets, alcohol or drug use, as well as loitering on private property. The Community Liaison will attend all GTAC meetings and establish regular office hours and shall meet with GTAC members off-site for coffee hours. The Community Liaison will also be available to the members on an as-needed basis. GTAC members will be provided with the Community Liaison's direct office line as well as his/ her mobile phone number, to foster an open line of communication and ensure the best possible working relationship.

2,412

New Programs Greek Theatre Trust A cornerstone of Live Nation's Community Plan will be a trust fund that Live Nation will establish to create new programs and improvements to benefit the venue and greater community in direct response to our reporting/feedback plan. The trust would have two components, with its funds spent with the approval of the Department as follows: (1) working to expose low-income households, fixed-income households, at-risk youth, and the disabled to the arts; and (2) implementing programs and improvements in and around the Greek Theatre in response to feedback from our immediate neighbors within a five mile radius. With respect to the first function, the trust would partner with community groups, local theater companies, neighborhood centers, and schools to create special programming at the Greek, field trips, lectures, and educational workshops geared at Los Angeles' underserved and culturally diverse communities. The second function of the trust would provide our dedicated Community Liaison with the financial resources to quickly respond to community concerns, with funds spent on programs and improvements in response to our outreach and community/response plans after consultation with the Greek Theatre Advisory Committee and other neighborhood stakeholders.

LEVEL 2

623

2.3 EVENT ACTIVITY

NUMBER OF STAFF MEMBERS REQUIRED *Includes predominantly part-time and seasonal employees. DEPARTMENT*

NUMBER STAFF MEMBERS

Security

30-40

Ushers

30-40

Ticket Takers

7-10

Maintenance/Cleaning

20

Parking/Traffic (non-police)

20

Police (including traffic)

20

Stagehands

20-40

Merchandise

10

Concessions

100-150

Total

257-350

ORGANIZATIONAL STRUCTURE

elk& liteme Gram! Wimp/I Nergbecietood beim

1 OPERATIONS MANAGER

FACILITIES MANAGER

PRODUCTION MANAGER

EVENT STAFFING MANAGER

FINANCE

Rich Bell Nick WEI

ford Ergieith MarlY

Gignot

hank Carullr

Intel Mutt

hilleitei Baum Prid ex°

440

P MANORS

Dylan Owl

Busker Saechez

FmiLy S!mogrtitich Eric Herz Greg Sieger Brian &milk

SUBCONTRACTORS

CONSULTANTS

Metier Splitbal Del,Pains Group

Andrro Hewitt Bill Wee