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SECOND AMENDMENT TO LEASE ATREEMENT - JACK RUSSELL STADIUM "" .,.. "'.1' ..- -,--' 4.-<? I I , . SECOND At1END~1ENT TO LEASE AGREEMENT RELATING TO JACK RUSSELL STADIUM This Second Amendment to Lease Agreement is dated this 3rd day of August, 1989, 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 set forth below, agree as follows: 1. This Second Amendment modifies the Lease Agreement Relating to Jack Russell Stadium which was entered into between the parties on October 18, 1984 and subsequently modified on October 21,1987 (herein, the "Lease Agreement"). Except as expressly modified herein, all other terms of the Lease Agreement remain in full force and effect. 2. Sect ion 1 of the Lease Agreement is amended by extendi ng the minimum term thereof so that it shall end on December 31, 2002. Thereafter, the Lease Agreement shall be automatically extended on a year-to-year basis, unless terminated as provided in Section 1 of the Lease Agreement, as of any December 31 starting with the year 2002. 3. The City agrees to effect the improvements related to Jack Russell Stadium and the Carpenter Field Complex described in Exhibit 1 hereto (the "Improvements") on the following terms and conditions: a. The City shall effect the Improvements in a good and workmanlike manner. b. The City shall use its best efforts to complete the Improvements prior to February 1, 1990 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 including, but not limited to, aluminum bleachers and preengineered buildings. J f ,.( , I . (::,/1 "I""''' l ), ::,'~ ,'~':) rJ /.)4/79 (1 ~, I ' -tT; D 0 ' 1/4- -)Lf , j .1 I I c. The City's obligation is limited to spending a total of $800,000 to effect the Improvements described on Exhibit 1, 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 the hourly wages of any City employees used to perform the work, incases 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 Phillies, within twenty working days following the end of each month between the date hereof and the date of the completion of all of the Improvements and of any additional improvements pursuant to paragraph 4 below, an accounting certified by its chief financial officer enumerating with particularity the out-of-pocket expenses incurred by the City in compliance with the ter~s of this agreement. 4. It is the expectation of both parties that the Improvements can be effected by the City in accordance with paragraph 3 above (and the comparable provisions of the Second Amendment to Lease Agreement Relating to Carpenter Complex of even date herewith) for less than $800,000. In that event, the City shall use the balance to effect, on the same basis, such additional improvements rel ated to Carpenter Fi el d and/or Jack Russell Stadi um as may be reasonably requested by The Phillies. If, however, the Improvements cannot be so effected within the $800,000 limit, then the City will so advise The Phillies as soon as it so determines and afford The Phillies the right either to direct which Improvements will be foregone or scaled back to effect the needed saving and/or The Phillies will agree to pay all or part of the shortfall beyond the City's $800,000 commitment. 5. All of the provisions of the Lease Agreement, including without limitation the provisions relating to maintenance, repair and restoration in Section 4 and relating to insurance in Section 6 shall apply to the Improvements to Jack Russell Stadium contemplated by paragraphs 3 and 4 above. . ~:.. ~ . ., . . , '. , I I 6. The Club agrees to provide architectural plans and specifications necessary to effect the Improvements and the City shall secure local permits and variances related to the Improvements. If the necessary variances cannot be achieved by October 31, 1989, either party may terminate this Agreement by written notice given to the other by November 15, 1989. In addition, the City shall provide all necessary civil engineering and construction supervision services. 7. Beginning in 1990, for a period of six years, the City shall receive 25 percent of the gross sales (net of sales, admissions or like taxes) of spring training tickets at Jack Russell Stadium in excess of 4,600 tickets per game. However, in the event of a player strike or other labor dispute that results in the cancellation of any spring training games, the City's right to receive 25 percent of gross ticket sales in excess of 4,600 tickets, shall be extended through the 1996 season for a number of games equal to the number of games cancelled as a result of any labor dispute. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first set out above. JP1: Rita Garvey Mayor-Commissioner CITY OF CLEARWATER, FLORIDA By: ~ -:;V ~ Ron H. Rabun City Manager Approved as to form and correctness: At test: THE PHILLIES tJ;a.~ (A William ~ Giles President & General Partner By: B.EC!lVED Attest: AUG 15 1989 C1T"{ CLERK NOTARIAL SfAl ~WlU<ES.NOTARYPUElUC MY ....,..,,/A, PHILAoElPHrA COUNTY COMMISSION EXPIRES APRIL 26, 1993 Member, Pennsylvania Associatio ' n of Notaries f ... '" ". f '. . ~ . i I I EXHIBIT 1 The specific improvements to be made by the City are listed below with their estimated costs. 1. EXPANSION OF BLEACHER SEATING AT JACK RUSSELL STADIUM: $350,000. Remove and donate to the City the existing 800 bleacher seats along the left field line. Remove and relocate batting cages, currently located along the right field line inside the stadium, to a location outside the stadium walls. Extend bleacher seating, complete with backs and arm rests, in a cross- sectional configuration similar to that of the existing stadium. It is anticipated that at least 2,700 seats, less the 800 deleted existing bleacher seats, can be added. Total available seating would be at least 7,000. 2. CONCESSION STANDS AND REST ROOM FACILITIES AT JACK RUSSELL STADIUM: $200,000. Construct new concession stands under proposed bleacher expansions, renovate existing concession stands as necessary, renovate and increase the size of the exi st i ng 1 adi es rest room and renovate the exi st i ng men I s rest room. Construct new rest rooms under the proposed bleacher expansion. 3. VISITORS CLUBHOUSE AT JACK RUSSELL STADIUt1: $150,000. Construct new visitors clubhouse to include umpires' dressing room and, if desired by the Club, additional office space. 4. STORAGE AT JACK RUSSELL STADIUt1: $10,000. Construct approximately 500 squa re feet of storage space under the ne\'J seat i ng nea r The Phi 11 i es clubhouse. 5. BOLLARD FENCE AT JACK RUSSELL STADIUM: $4,000. Construct bollard fence around existing parking lot. 6. CARPENTER FIELD BLEACHERS: $8,000. Purchase and install eight sets of 50 seat aluminum bleachers for Carpenter Field. 7. CONTINGENCY: $78,000. Balance available for contingencies or for use as contemplated by paragraph 4 of this Second Amendment to Lease Agreement to which this is an Exhibit.