AGREEMENT RELATING TO JACK RUSSELL STADIUM
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DATED:
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AGREEMENT
BY AND BETWEEN
CITY OF CLEARWATER
AND
THE PHILLIES
February 27
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1995
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TABLE OF CONTENTS
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1. Lease 1
2. Use 2
3. Imcrovements 3
4. Maintenance and Recair 5
5. utilities 6
6. Insurance 6
7. Sublease 6
8. Parking 8
9. Rent 9
10. Condemnation 9
11. Assianment 10
12. Termination for Cause 10
13. Inscection 10
14. Miscellan~ous 10
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AGRBBKBNT RBLATING TO JACK RUSSBLL STADIUM
Agreement dated
February 27
, 1995 by and between
the City of Clearwater, Florida, a municipal corporation, located
in Pinellas county, Florida (the "City"), and The Phillies, a
Pennsylvania limited partnership, whose principal office and
mailing address is at Veterans Stadium, P.O. Box 7575, Broad
street and Pattison Avenue, Philadelphia, Pennsylvania 19101 (the
"Club") .
The parties, in consideration of the mutual covenants
and promises herein contained, agree as follows:
1. Lease. The City hereby leases and demises to
Club, at an annual rent of $1.00, the premises described in
Schedule 1 hereto, together with the sports stadium and all other
improvements t\?-ereon erected (collectively the "Premises") and
together with the exclusive right to use all fixtures, equipment
and personal property now on or used in connection with the
Premises whatsoever, including without limitation maintenance
equipment, appliances, vending machines, air conditioners, tools,
wiring, furniture and supplies. The minimum term of that lease
and of this Agreement shall end on December 31, 2003. The term
of the lease shall be automatically extended on a year-to-year
basis, unless the Club shall terminate it as of any sooner
December 31, starting with December 31, 2003, on at least 60
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days' written notice of termination to the City (the minimum term
as it may be so extended being referred to below as the "Term").
The Club shall have the exclusive use of the Premises during the
Term. If for any reason, whether or not within the control of
either party, the Club shall be denied the exclusive use of the
Premises, it may (without prejudice to any other rights or
remedies) terminate the Term and this Agreement upon 30 days'
written notice to the City. Except as otherwise hereinafter
specifically provided, the Club shall be solely entitled to all
revenues produced on and from the Premises, inCluding without
limitation all admission, advertising, display right, radio,
television, concession and parking revenues. The City represents
and warrants that it has not granted to others any rights
relating to advertising, display rights, radio, television,
concession, parking or the like in respect of the Premises.
2. ~. The Club agrees to continue as heretofore to
use the premis~s as its spring training home stadium, playing at
least 10 home exhibition games there each spring during the Term.
The Club may also use the Premises as the home stadium for a
Florida state League team. While that Florida state League team
may be owned by or operated (under a standard player development
contract) for the Club (or by or for any corporation, partnership
or entity which is controlled by or under common control with the
Club) the Club shall be solely responsible to the City for the
performance of the Club's obligations hereunder in respect of
such use.
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3. Imcrovements. The City agrees to effect the
improvements described in Schedule 2 hereto (the "Improvements")
to be made to the Premises on the following terms and conditions:
a. The City shall effect the Improvements in a
good and workmanlike manner, pursuant to plans and
specifications produced at its expense and which shall be
subject to the Club's prior written approval, which shall
not be unreasonably withheld.
b. The City shall use its best efforts to
complete the Improvements prior to June 30, 1995 and
believes that it can do so, subject to delays resulting from
strikes, fire, flood, hurricanes, high winds, civil unrest
or the like and delays in obtaining (notwithstanding the
exercise by city of its best efforts to do so) timely
delivery of vendor-supplied items.
c. The City's obligation is limited to spending
a total ~ $125,000 to effect the Improvements, it being
understood that the City shall use its best efforts to
effect the Improvements at the lowest reasonably attainable
cost. The word "spending" means to make out-of-pocket
expenditures to unrelated third parties to procure the work
and materials necessary to effect the Improvements and does
not include any salary or other overhead expenses whatsoever
of city personnel in any way involved in effecting the
Improvements, provided that the City shall be credited as
"spending" the cost to City of any City-owned materials and
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the hourly wages of any City employees used to perform the
work, in cases where City can demonstrate that the use of
such materials and employees is no more costly than
procuring the same from unrelated third parties.
d. The City shall provide to the Club, within
twenty working days following the date of the completion of
the Improvements, an accounting certified by its chief
financial officer enumerating with particularity the
expenses incurred by the City in compliance with the terms
of this paragraph 3.
e. It is the expectation of both parties that
the Improvements can be effected within the $125,000 limit.
If, however, they cannot, then the City will so advise the
Club as soon as it so determines and the Club shall within
10 working days either direct which Improvements will be
foregone or scaled back to effect the needed saving and/or
the Club ~ill agree to pay the shortfall beyond the City's
$125,000 commitment within 10 working days after the City
bills the Club for the City's actual expenditures in excess
of that limit.
f. The City shall secure any necessary licenses,
permits, approvals and variances relating to the
Improvements.
g. All of the provisions of this Agreement,
including without limitation the provisions relating to
maintenance, repair and restoration in paragraph 4 and
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relating to insurance in paragraph 6 shall apply equally to
the Improvements.
All improvements and any maintenance equipment then
used and kept on the Premises shall remain on the Premises and
become the property of the City at the end of the Term. The Club
may remove all of its other equipment, furnishings and other
personal property and all trade fixtures at the end of the Term.
4. Maintenance and Recair. During the Term the Club
shall keep the playing field and all open, grassed and paved
areas on the Premises outside the stadium and the office
improvements made by the Club in 1985 in good order and condition
and shall be responsible for all necessary maintenance, repair
and restoration thereof, whether ordinary or extraordinary, and
for the maintenance, repair and restoration of all maintenance
equipment it requires to do so. The Club shall also replace
burned out or broken light bulbs in the field lighting system, as
needed.
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During the Term the city shall keep the rest of the
Premises, including without imitation the stadium, field house
and all other buildings, fences, structures and improvements
thereon erected, in good order and condition and shall perform
all necessary maintenance, repair and restoration thereof,
ordinary and extraordinary, structural and nonstructural.
The cost of any repair or restoration that is otherwise
performable by one party but that is caused by the fault or
negligence of the other party shall be the responsibility of the
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latter, but only if and only to the extent that the cost may
exceed related insurance proceeds.
In the performance of their respective obligations
under this paragraph 4, the Club and the City shall comply with
all applicable health and safety code requirements.
5. utilities. The Club shall pay for all utilities
used on the Premises during the Term.
6. Insurance. At all times during the Term: (a) the
Club shall carry public liability insurance as to the Premises,
with limits of at least $500,000 for injury to or death of one
person, $1,000,000 for injury to or death of all persons from one
event and $50,000 for property damage, and (b) the city shall
carry blanket fire insurance, with extended coverage and with
waiver of subrogation as to the club, covering city owned
properties specifically including the Premises, with limits of at
least $70,000,000, provided that the city may self-insure the
first $500,000 of such coverage. Such policies shall not be
subject to amendment or cancellation without at least 30 days'
written notice to the other party.
7. Sublease. The Club hereby sublets the Premi.ses to
the city on the following terms and conditions:
a. The sublease term shall consist of up to 30
days in each year during the Term that the city shall in
each case request by at least 10 business days' written
notice to the Club specifying the date and nature of the
proposed use and to which the Club shall consent. The Club
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shall not withhold its consent if the date does not conflict
with a scheduled use by the Club, unless in the Club's
reasonable judgment the proposed use will be detrimental to
the Premises or to the Club.
b. The City shall reimburse the Club, within 10
days after invoice therefor, for the actual expenses
incurred by the Club in respect of each such use pursuant to
the sublease, such as without limitation the cost of
preparing the field for and restoring the field after such
use, the cost of day of game personnel, field lighting costs
and the like, but only to the extent, if any, that the
aggregate expenses in any calendar year during the Term may
exceed the rent payable by the City under clause (c) below.
c. The City shall pay the Club as annual rent
for such sublease an amount equal to the sum of all property
(real, personal, tangible and intangible), use and
occupancy~ admission, sales and use, or other similar or
dissimilar taxes, assessments or impositions taxed, imposed
or assessed by the City or any other local (as opposed to
state or federal) taxing authority upon the Club or any
Affiliate (as defined in paragraph 11) in respect of or in
any way directly or indirectly relating or attributable to
its use of or operations on the Premises during that year.
"Each such amount shall be paid, upon invoice by the Club to
the city therefor, in an amount and at the time as shall, in
each case, enable the Club to pay such tax, assessment or
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imposition before the same shall become delinquent or incur
interest or penalties or late charges.
8. Parkina. The City shall provide to the Club
without charge the right for the Club and its employees and
invitees to park on the land described as general parking areas
1, 2 (except the clay baseball infield) and 3 on Schedule 1
hereto (the "General Parking Areas") during all events at the
Premises that are open to the public. Neither the City nor the
Club shall charge or authorize others to charge for parking,
except as follows:
a. The City may continue present parking
arrangements during regularly scheduled Club spring training
games, with the City having the right to increase parking
fees therefor from time to time but only by a percentage in
each case that shall not exceed the percentage increase in
the Club's average ticket price for such games between the
1984 seas~n and the season in question;
b. the Club may charge for parking during events
sponsored by the Club and during regular season Florida
State League games;
c. the Club shall have exclusive use of the 80-
space VIP parking area, without charge, at all times when
the Club is making any use of all or any part of the
Premises; and
d. the City may use the General Parking Areas
when such use does not conflict with events sponsored by the
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Club or regular season Florida state League games and may
charge or authorize others to charge for said parking.
The Club shall have no other right to use and no obligation
whatsoever of maintenance or otherwise in respect of the parking
Areas, except that it may conduct or authorize lawful concession
sales on the Parking Areas and contiguous walkways before, during
and after events at the Premises.
9. ~. On April 15 of each year through and
including April 15, 2000, the Club shall pay to the City, as
rent, 25 percent of the gross revenues (net of sales, admissions
or like taxes) from the sale (excluding "comps") of spring
training tickets at Jack Russell Stadium in excess of an average
of 4,600 tickets per game during that year's spring training
season. However, in the event of a player strike, lockout or
other labor dispute that results in the cancellation of any
spring trainin~ games, the city's right to receive such
additional rent shall be extended through the 2001 season for a
number of games equal to the number of games cancelled as a
result of any labor dispute. The annual rent thereafter shall be
$1.00. All of such paYments shall be deemed rent, and shall be
subject to the Florida Sales Tax, which shall be paid by the
Club.
10. Condemnation. In the event of any substantial
taking of all or any substantial part of the Premises under the
power of or in the nature of eminent domain, the Club shall
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participate in the award, as its interests may appear, and may
elect to terminate this Agreement as of the date of taking.
11. Assianment. The Club may assign all of its rights
and obligations hereunder to any successor to its National League
franchise, in which event it shall thereafter have no rights or
obligations hereunder. otherwise, neither party may assign its
rights or obligations hereunder without the prior written consent
of the other.
12. Termination for Cause. In the event of any
material default by either party in the performance of its
obligations hereunder, which shall not be cured (or commenced to
be cured, with such curing thereafter being diligently and in
good faith prosecuted to completion) within 10 days after written
notice of default by the other party specifying with
particularity the nature of the default, then the aggrieved party
may, in addition to any other rights or remedies it may have in
respect of such uncured default, terminate this Agreement.
13. Inscection. The City may, at reasonable intervals
and with reasonable notice, inspect the Premises from time to
time during the Term.
14. Miscellaneous. This Agreement represents the
entire agreement between the parties relating to the Premises and
supersedes all such other agreements, including the agreement
dated October 18, 1984, as amended. This Agreement shall benefit
and bind the successors and (to the extent assignable under
paragraph 11) the assigns of the parties. All notices to the
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City shall be addressed, attention City Manager, to P.O. Box
4748, Clearwater, Florida 33518-4748 and all notices to the Club
shall be sent, attention President, to the mailing address set
forth above or to such other address as either party may from
time to time by such notice respectively specify.
IN WITNESS WHEREOF, the parties hereto have set their
hands and seals the day and year first set out above.
CITY OF CLEARWATER, FLORIDA
By:
~ ~ Manager
Attest:
Approved as to form
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THE PHILLIES
Attest:
By:
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General Pirtner
secretary
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Schedule
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31' Ing/Eqr Ease Over Pavement
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General Parking Area 1
SEMINOLE
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Missouri Ave.
~, Vacated
Astro Turf Infield
_ New Fencing
Batting Tunnels
Proposed Improvement
Rehab. Building
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SCHEDULE 2
PROPOSED EXERCXSE/WORXOUT BUILDXNG AT JACK RUSSELL STADXUK
801 PHXLLIES DRXVE
CLEARWATER, FLORIDA
The work contemplated under this contract is for the design and
construction of one (1) 40' (W) x 70' (L), 2,800 square foot, pre-
engineered, pre-fabricated metal building. The proposed building
shall be located adjacent to the existing indoor batting tunnels at
the location specified in Schedule 1 and shall match the look and
height of the existing clubhouse. The interior space of the
building shall be finished including but not limited to ceilings,
lighting, air conditioning, carpeting, electrical outlets and
continuous full length mirrors along one wall.. This workout
building as envisioned shall include a 10' x 20' partitioned
storage area and shall not include windows or plumbing. The
proj ect is subj ect to the limi tations of standard zoning and
building code requirements.
H:\DA TA \WPPILES\DBBBIB\JRS-BLOO. WPS
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October 4, 1994
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ocr 6 '94
Mayor Rita Garvey
P.O. Box 4748
Clearwater, FL 34618
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REC8~A Tl1Ji.J
Dear Mayor Garvey,
The Phillies would like to request that lh~ City of Clearwater construct a building adjacent
to the clubhouse at Jack Russell Staclium. The Phillies players would use this builcling to
work out in the winter and in the spring.
Many players ancl Phillies personnel have now moved, to the Clearwater area. When I
recently requested that the players work out more in January and February, out-of-town
players indicated that they would come to Clearwater in January rather than March if we
had workout facilities.
111e building specifications would be as follows:
1) Approximately 40' x 70', and located alongsicle the indoor batting tunnels
2) Petition off an area about 10' x 20' insicle the building for~orage (1 understand funds
for this storage buHding were approved)'
3) The material should be prefab ancl match the look and height (about 10') of the
clubhouse acldition
4) No plumbing necessary
6) Inexpensive carpet on floor
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5) Eight electric outlets
7 1994
,-7tAirnco~dilioned
. 8) N o'vVLr190WS necessary
CITY OF CLEARWATER
ENGINEERING DEPARTME!~f
9) Mirrors along one wall
Thp' F"hillif!" . J"ck RU!lsell Slilclium . 80x 10336 . cre~rw8lCf, Florida 34617
Vele,,,ns Stadium . Box 7575 . Phil;lde1ohn.. Pnnnsylv;lnlR 19101
ClclIrw;lle': (8131 -1-12.6-1960' <141.11638 . Philadc1ohi,,: (2151 -163.6000
WORLD CHAMPIONS I!'IRO . NATIONAL LEAGUE CHAMPIONS 1915. 1950. 1963 . EASTERN DIVISION CHAMPIQNS 197F;,
1977, 1978
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If this request is granted, the sooner it can be done, the belter. Not only will it benefit our
athletes, but it will also provide an economic benefit to the area by having our players in
the area for a longer period of time.
Thank you for your consideration and I look forward to seeing you and all of our Clearwater
friends this spring.
Sincerely,
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Bill Giles
Phillies President & C.E.O.
cc: Betty Deptula, City Manager
Ream Wilson, Director of Parks and Recreation
City Conunissioners
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