HomeMy WebLinkAboutAD09-175 - Amendment - #1 - Thunderbird Hockey Enterprises, LLC - Arena Naming Agreement - 09/27/2017 Records Management
KENO Document
WASHINGTON
SCANNED
CONTRACT COVER SHEET lU1-';-117 k
This is to be completed by the Contract Manager prior to submission
to the City Clerk's Office. All portions are to be completed.
If you have questions, please contact the City Clerk's Office at 253-856-5725.
Vendor Name: ,"u51,oyA �V.f, S`MVJC
Vendor Number:
JD Edwards Number
Contract Number:
This is assigned by City Clerk's Office
Project Name: Naming Rights PVVU-' { y Vj+- N(I
Description: ❑ Interlocal Agreement ❑ Change Order ® Amendment ❑ Contract
❑ Other:
Contract Effective Date: f- 1 11 Termination Date: 7/31/2029
Contract Renewal Notice (Days):
Number of days required notice for termination or renewal or amendment
Contract Manager: Ben WelteFs Depart
Contract Amount: 23,100.00
Approval Authority: ❑ Director ® Mayor ❑ City Council Meeting Date
FIRST AMENDMENT TO ARENA NAMING AGREEMENT BETWEEN
THE CITY OF KENT, THUNDERBIRD HOCKEY ENTERPRISES, AND SHOWARE
This First Amendment to the Arena Naming Agreement between Thunderbird Hockey Enterprises,
LLC, a Washington limited liability corporation ("Team"), City of Kent, a Washington municipal corporation
("City"), and VisionOne, d/b/a/ "ShoWare," a California corporation ("ShoWare" or "Naming Sponsor") is
effective June 20,2017, and amends the Arena Naming Agreement ("Agreement") the parties entered on
May 27, 2009. This First Amendment to the Agreement also serves as the Team's and City's written
consent for ShoWare's requested change to the Arena Name.
1. Arena Name Change
The Arena Naming Agreement includes a provision that addresses ShoWare's right to change the Arena
Name. Section 5 of the Agreement, entitled "Future Name Change," requires the Team and the City to
consent to a name change if certain conditions are met and to evidence their consent in writing.
After having been acquired by "accesso," ShoWare has requested to change the Arena Name to the
"accesso ShoWare Center at Kent." By executing this Amendment, the Team and the City express consent
to this name change.
Pursuant to Section 5, paragraph (c) of the Agreement, the new name shall become the Arena Name for
all purposes of the Agreement, including the licenses granted for use of the Arena Name.
2. Amendments to Arena Naming Agreement
This Amendment also amends the Agreement. All other provisions of the Agreement that are not
inconsistent with the Amendment shall remain in effect. For valuable consideration and mutual consent of
the parties, the Agreement is modified as follows:
a. Section 1 of the Agreement, "Definitions" is amended as follows:
"Arena Name" means "accesso ShoWare Center at Kent."
b. A new definition is added to Section 1 of the Agreement, "Definitions" as follows:
Point-of-Sale and Ticketing Integration Contract" shall mean the contractual agreement to
be entered into by City and ShoWare, or its affiliate, pursuant to which the City shall agree
to use Siriusware point-of-sale products and solutions exclusively during the entire term of
this Agreement.
C. A subsection (f) is added to Section 3, "Naming Sponsor" as follows;
(f) As additional consideration for entering into this Agreement, City and ShoWare will
negotiate directly to execute a Point-of-Safe and Ticketing Integration Contract, and
pursuant thereto, City will exclusively use ShoWare's Siriusware for all events at the Arena
throughout the Term of this Agreement, or unless terminated earlier as provided for in this
Agreement.
d. Section 2 of the Agreement, "Term" is amended by deleting the reference to July 31, 2019,
and replacing that date with July 31, 2029. Section 2 will now read as follows:
Term. This Agreement shall take effect on the Effective Date and shall terminate on
July 31, 2029 ("Term"), unless sooner terminated or extended in accordance with
the provisions set forth in this Agreement.
e. Section 5 of the Agreement, paragraph (b) is amended as follows:
(b) If all of the conditions of this Section 5 are satisfied, then the Team and City agree
that they will consent to the change of the name of the Arena. The Team and City agree to
evidence their consent in writing within thirty (30) days of the satisfaction of the above
conditions. All costs associated with any name change will be the sole responsibility of
ShoWare or its successor, including those costs identified above in Sections 3 and 4;af�d
speeifiealiy rwot
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. However, in consideration of the ten
10 ear extension to the-Agreement, the Citv will be res onsible for the costs related to
the removal of existing signage and design fabrication, and installation of new signaoe
associated with the first name chanae of the Arena The City's financial responsibility for
removing and reolacina the signage will not exceed $73,763 75 ShoWare will be
responsible for all such costs associated with any subsequent name change ShoWare will
further be responsible for reasonable replacement cost of any pre-printed or pre-produced
stationary, brochures, promotional materials, tickets, advertising or marketing materials,
and any pre-produced or constructed goods or products intended for sales and marketing
purposes by either the Team or the City, but only if the Team or the City could not, in good
faith, have avoided those costs.
f. Exhibit 1, "Naming Sponsor Fees," attached to the Agreement is replaced with the updated
Exhibit 1, attached hereto.
In witness, the parties below have executed this First Amendment, which will become effective on
June 20,2017
This First Amendment may be signed in counterparts.
THUNDERBIRD HOCKEY ENTERPRISES, LLC
By
Its 1/
Date
VisionOne, Inc., d/b a "ShoWare"
< <� <7�
By k
Its
Date co�kl 20 J 7
CITY OF KENT
By
I
a
REQUEST FOR MAYOR'S SIGNATURE
KENT Please Fill in All Applicable Boxes
Originator: Juli�Pu iam Phone (originator): 5702
Date Sent: 9/1 Date of Council Annroyal: 6/20/17
Return Date of Approval from Finance:
Signed Document to: Julie Pulliam (Only required on contracts $10,000 &over or on any Grant
A reements Port of Seattle Grant Fundin
Date Required: As soon as signed Date of Approval from Risk Mana er:
1st Amendment to the Arena Naming Budgeted: YES -®NO ❑
Agreement Budget Fund:
This is the 1st amendment to the Naming Rights agreement for ShoWare between the
City of Kent, Seattle Thunderbirds and ShoWare Center. Expiration of this amendment
will be July 31, 2029
All Contracts Must Be Routed Through The Law Department
rea to be comple by Law Department)
Received: SEP 2 2 2017 J
Law Department Approved as to Form:
�
W DEPT.
Law Dept. nt ;
Date Forwarded to Mayor: '
Shaded Areas To Be Completed By Administration Staff
Received:
Recommendations and Comments: -C
Date Returned:
P.\Civil\FormsDocumenl Processing\Pink Sheet for Mayor s Signature Eoc.