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FIFTH AMENDMENT TO SPORTS FACILITY USE AGREEMENTFIFTH AMENDMENT TO SPORTS FACILITY USE AGREEMENT THIS Fifth Amendment to that certain Sports Facility Use Agreement, dated December 31, 2000, as heretofore amended ( "Agreement ") is hereby made and entered into on pt-a'- ,24 , 2013 between the CITY OF CLEARWATER, FLORIDA, a municipal corporation of the State of Florida ( "Cit ") and PHILLIES FLORIDA LLC, a Delaware limited liability company (the "Phillies ") (each party individually referred to herein as "Party" or collectively as the "Parties "). In consideration of the mutual covenants contained hereafter, City and the Phillies agree to amend the Agreement as follows: 1. The following proviso is added at the end of the first paragraph of Article 7: "; provided, however, that the proceeds from the sale of each ticket affording admission to a Phillies Major League Spring Training home game played at the Sports Facility against a Major League team as the opponent (but not, for purposes of illustration but not of limitation, games against minor league or college opponents or World Baseball Classic games) in 2012 through 2023, inclusive, shall be shared as follows: $0.60 to the City and the balance of The Phillies." 2. This Fifth Amendment to Sports Facility Use Agreement shall be effective as of December 16, 2011. The Fourth Amendment to Sports Facility Use Agreement entered into on December 16, 2011 is hereby superseded and of no further force or effect. 3. All of the terms and conditions of the Agreement which are not expressly amended herein shall continue in full force and effect, and are incorporated herein by reference, as if set forth in full. IN WITNESS WHEREOF, the Parties have executed this Amendment the day and year first above written. Countersigned: ■CCOO tt A c ft\ t6J George N. Cretekos Mayor Approved as to form: Laura Mahony Assistant City Attorney PHILLIES FLORIDA LLC By: The Phillies, its sole member By: / David P. Montgomery '5 General Partner, President and CEO 2 CITY OF CLEARWATER, FLORIDA By: I •4,:I oc'ce A74 /Sr • Willi.* B. Horne, II City Manager Attest: d )L1 L Rosemarie Call City Clerk