THIRD AMENDMENT TO CAPITOL THEATRE OPERATING AGREEMENTTHIRD AMENDMENT TO CAPITOL THEATRE OPERATING AGREEMENT
THIS THIRD AMENDMENT TO CAPITOL THEATRE OPERATING
AGREEMENT (the "Third Amendment "), made and entered into this v3 Q day of
qtiata,t , 2014, by and between CITY OF CLEARWATER, a municipal
corporation, whose mailing address is: Attn: Rod Irwin, Assistant City Manager, Post
Office Box 4748, Clearwater, FL 33758 -4748, hereinafter referred to as "City ", and Ruth
Eckerd Hall, Inc., a Florida not - for - profit corporation, whose mailing address is: Attn:
Zev Buffman, 1111 McMullen -Booth Road, Clearwater, FL 33759 hereinafter referred to
as "REH ";
WHEREAS, the City and REH entered into the Capitol Theatre Operating
Agreement dated September 20, 2012, herein after referred to as " the Agreement "; and
WHEREAS, City and REH mutually desired to establish an operating reserve
fund for the term of the Agreement and to provide for the disbursement of funds from
the operating reserve fund in order to ensure the Capitol Theatre Facility is well
maintained as provided in Section 11 of the Agreement; and
WHEREAS, REH experienced unexpected expenses for the maintenance of Ruth
Eckerd Hall and construction of the Capitol Theatre; and
WHEREAS, REH has requested an amendment to the Agreement to allow the
initial One Million Dollar ($1,000,000)deposit into the Reserve Fund to be made over a
period of one year; now, therefore:
Section 1. The parties agree to amend the Agreement as follows:
11. Operating Reserve Fund. In order to provide assurance that the commitment
of City and REH will meet the needs of the community in the future as a result of a well
operated and maintained facility, and to fulfill REH's obligation to provide funds for
such purposes, City shall create and administer, and REH shall fund an operating
reserve fund (the "Reserve Fund ") meeting the following requirements.
[GM12- 9216D- 016/128836/1] 2 3`a Amendment to Capitol Theatre
Operating Agreement
(a) Contributions to the Reserve Fund. Prior to obtaining a certificate
of Occupancy for the renovated Capitol Theatre Facility from City, REH will deposit the
sum of One Hundred Thousand Dollars ($100,000) with the City which deposit will be
held by the City in a Treasurer's Escrow Agency Fund and designated the "Capitol
Theatre Reserve Fund" or "Reserve Fund ". Receipt of such payment is hereby
acknowledged. Commencing April 17th 2014 and on the 17th of each month thereafter
through and including December 2014, REH will deposit the sum of One Hundred
Thousand Dollars ($100,000) with the City which deposit will be held by the City in the
Capitol Theatre Reserve Fund. Additionally, on the first and second anniversaries of the
creation of the Reserve Fund, REH will add an additional Five Hundred Thousand
Dollars ($500,000) to the Reserve Fund so that on the second anniversary REH will have
deposited a total of Two Million Dollars ($2,000,000) into the Reserve Fund. Beginning
with the third anniversary of the creation of the Reserve Fund and each year thereafter
until the twelfth anniversary, REH will add One Hundred Thousand Dollars ($100,000)
to the Reserve Fund, subject to the review referred to in subsection (d) below.
Investment earnings on funds credited to the Reserve Fund shall be credited to and
retained in the Reserve Fund.
Section 2. This amendment will become effective upon adoption by the City
Council.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be
executed the day and year first above written.
[GM12- 9216D- 016/128836/1] 2 3rd Amendment to Capitol Theatre
Operating Agreement
Witness - Signature
60G kAill—St)0
Witness - Print Name
Countersigned:
— ctek) <<encrk. t
George N. Cretekos
Mayor
Approved as to form:
Idlic
Pamela K. Akin
City Attorney
[GM 12 -9216D -016/ 128 83 6/ 1 ]
2
RUTH ECKERD HALL, INC., a Florida
non -profit corporation
by:
Name: 0- — AtoN1
Title: p a401.0 / CO-0'
CITY OF CLEARWATER, FLORIDA
By: A.
William B. Horne II
City Manager
Attest:
40 1,2 u�
Rosemarie Call
City Clerk
ajt
3rd Amendment to Capitol Theatre
Operating Agreement