HomeMy WebLinkAboutAD07-300 - Other - Temporary Modification - Thunderbird Hockey Enterprises, LLC - License Agreement - 02/24/2021KENT
Agreement Routing Form
For Approvals, Signatures and Records Management
This form iombines & replaces the Request for Mayor's Signature and Contract Cover Sheet
(Print on p:nk or cherry colored paper)
FOR CITY OF KENT OFFICIAL USE ONLY
Sup/Mgr:
Dir Asst:
Dir/Dep:
forms.(Optional)
WasHr{cToN
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oL
CLIL
Originator:
Tim Higgins via the Law DePt
Department:
Law
Date Sent:
03/02/202t
Date Required
ASAP
Authorized to Sign:
[-'lDirector or Designee Mayor
Date of Council Approval:
N/A
Budqet Account Number:
eudset?[-lYes!-*lNo
Grant?[-''lYes
Type: N/A
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Vendor Name:
Thunderbird Hockey Enterprises, LLC
Category:
License
Vendor Number:Sub-Category:
Other
Project Name: s6ggSSO ShOWare Center
pr^iort.atrir<. Temporary Modification of the License Agreement Between the City of
I rvrLLL Kent and Thunderbird Hockey Enterprises, LLC to Address a Limited Reopening
of the a ccesso ShoWare Center Durino the COVID-19 Pandemic
Agreement Amount: N/A
srarr Dare: 2124121
Basis for Selection of Contractor: Othef
* Memo to Mayar must be attached
Terminarion Dare: 519121
Local Busi meets requircments per KCC 3.70.1 00, please complete "Vendor Purchase-Local Exceptions" form on Cityspace.
Business License es [ln-Process l-lExempt (KCC s.01.04s)
Notice required prior to disclosure?
flvesflNo
Contract Number
AD07-300
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Comments
Date Received by City Attorney: 3 /2/ 2L
Date Routed to the Mayor's Office:7
Date Routed to the City Clerk's Office:
ad(W223i3,1_D Visit Documents.KentwA.gov to obtain copies of all agreements
rev.200821
TEMPORARY MODIFICATION OF THE LICENSE AGREEMENT
BETWEEN THE CITY OF KENT AND
THUNDERBIRD HOCKEY ENTERPRISES, LLC
TO ADDRESS A LIMITED REOPENING OF THE ACCESSO SHOWARE CENTER
DURING THE COVID.19 PANDEMIC
This Temporary Modification of the License Agreement Between the City of Kent and
Thunderbird Hockey Enterprises, LLC To Address a Limited Reopening of the accesso
ShoWare Center During the COVID-19 Pandemic (hereinafter "Temporary
Modification") is entered on the date signed below for the term set forth below. This
Temporary Modification is entered by and between the city of Kent (hereinafter
..City,,), a municipal corporation under the laws of the State of Washington, and
Thunderbird Hockey Enterprises, LLC (hereinafter "Team"), a for-profit company
incorporated under the laws of the State of Washington. Together, the City and Team
are referred to as the "Parties."
RECITALS
On August 7, 2007, the City and Team executed the "License Agreement by and
Between City of Kent and Thunderbird Hockey Enterprises, LLC" which set forth the
terms and conditions of the Team's use of the building that would be constructed and
become known as the accesso ShoWare Center (hereinafter "Center")' On March 28,
2OLZ the Team, and on April 3, 2OL2 the City, executed the "First Amendment to the
License Agreement by and Between City of Kent and Thunderbird Hockey Enterprises,
LLC." Collectively, these documents are referred to herein as the "License
Agreement." The Team played its first hockey game in the Center on January 3, 2009.
During winter of 202A, the COVID-l9 pandemic arrived in Washington State. In
response, Washington's Governor issued emergency proclamations closing various
public and private operations and requiring the self-quarantine or lockdown of citizens
- all aimed at stopping the spread of the virus.
On March 8,2020, the Team played its final game of the season at the Center, as
the Center was closed and the Western Hockey League schedule was cancelled.
Now, approximately one year later, and with permission of the State of Washington,
the Western Hockey League is prepared to restart play with a limited season wherein
games will not be open for public attendance. As a result, while play will resume at
the center, tickets will not be sold, and vendor services will not be utilized or offered.
Under the License Agreement, revenue from the use of the Center is contingent on
ticket sales and other publicly offered services. As a result of not having ticket sales
or other publicly offered services, the Center has no potential for the generation of
revenue.
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WHL Hockey at accesso ShoWare Page 1 of 6
This Agreement sets forth the terms of the Team's use of the Center for the purposes
of facilitating play at the Center for a limited season without ticket sales or vendor
services. The intent of this Agreement is to ensure the Team can utilize the Center
at no cost to the Center or the CitY.
TEM PORARY MODIFICATION
1. Term. This Temporary Modification shall be in effect from February 24,TAZL
to May g, Z02L, and modifies some provisions of the License Agreement. Upon the
expiration of this term, and except to the extent payment is due and owing by the
Team pursuant to this Temporary Modification, this Temporary Modification will
expire and the relationship between the Parties will again be controlled solely by the
License Agreement.
2. License AEree-ment.and Amendments Temporarily' Modified - Reimbursement.
The License Agreement was based around revenue generated from ticket sales, suite
sales, advertising, Center naming rights and concessions. During the term of this
Temporary Modification, the Parties agree that the intent of this Temporary
Modification is to permit the Team to practice and play a limited schedule as
established by the Western Hockey League in a manner that is cost neutral to the
City. In accordance with that intent, the following Cost Schedule is established to
ensure the City is reimbursed for all costs associated with permitting the Team to
resume play for a shortened season without the ability to generate revenue due the
to the inability of the public to attend games.
Cost Schedule
Temporary Modification to Allow
WHL Hockey at accesso ShoWare
Service Cost Notes
Ice Installation $4,000
Estimated
$4,000 is the estimated total.The final
cost will be based on the actual labor and
material cost,
Utilities (gas, electric,
water, sewer)
Per Formula Utilities billed based on following formula:
I [ebruary-. d-a"ys .slsdirg-on the -day-
that ice installetion bsgius-plil.g all
davs dgring" rnonth of March: Actual
Monthly Utility Bill Amount for
March minus $1L,675, minus $350
Per Day, Minus $500 for each
Portland Winterhawks Home Game
Played at the Center - Reduced to
daily rate.
Page 2 of 6
a
day* ln May that ige r*mains: Actual
Monthly Utility Bill Amount for April
minus $11,675, minus $350 Per
Day, Minus $500 for each Portland
Winterhawks Home Game PlaYed at
the Center - Reduced to dailY rate,
lce Maintenance $23.00/hour Number of hours to be based on actua
time s nt basis
Ice Maintenance Crew $23,00/hour Number of hours to be based on actual
time s ent basis
House keepi n g/Ja n itoria I $25.00/hour Number of hours to be bas ed on actual
time ent basis
Propane/Fuel
Zamboni
for Actual Cost N/A
Zamboni
Sharpeninq
Blade Actual Cost N/A
Ice Removal Actual Cost A
Building labor hours or staffing levels necessary for hockey practice and hockey
games will be agreed upon in writing between the Team and ASM Global/SMG.
3. payment. The Center shall deliver to the Team an invoice for reimbursement
of costs in accordance with the Cost Schedule above on or about the dates noted
below:
. April tA,2021 Invoice: Will cover all costs accrued for February 2021 -
March 2O2L;
* May tQ, 2O2L lnvoice: will cover costs accrued for April 202L;
. June LO, 2O2L Invoice: Will cover costs accrued for May 202L.
The above schedule may be adjusted in the event the Center has not received bills
to establish costs to be passed on. A delay in sending an invoice shall not be grounds
for non-payment.
The Team shall provide payment to the Center within 20 days of receipt of an invoice'
To the extent this section alters Section 11.18 of the License Agreement dated
August 7, ZOO7, this section shall prevail. Otherwise, Section 11.18 of the License
Agreement shall aPPly.
The Team shall pay to the City all costs set forth in the Cost Schedule and in
accordance with the payment schedule set forth in this section. The Parties agree
that within 60 days following the Term of this Temporary Modification, the Parties
shall meet to ensure all payments have been made consistent with this Temporary
Modification.
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WHL Hockey at accesso ShoWare Page 3 of 6
4. Se.ptions of Ljgenqe.Ag.r:eement qnd A,'"nendmSnts No[ Modifi-ed' The Parties
agree that except to the extent in conflict with this Temporary Modification, the terms
of the License Agreement shall be in full force and effect. To that end, Articles 1,2,
4.g,7,L,7,3, and 8-15 shall remain in effect except to the extent they conflict with
this Temporary Modification. In the event of a direct conflict between this Temporary
Modification and the License Agreement, this Temporary Modification shall control.
5. Changes to this Tempclrary Modifiea-Ltgrt.
a. In Geruerql: No change to this Temporary Modification shall be effective
unless in writing and signed by both Pafties'
b. public_p.grunitted: In the event COVID-19 restrictions are changed and
the public is permitted to attend games at 100o/o of Centercapacity, the
License Agreement shall become fully re-effective on the first day of
public admittance to a game, and this Temporary Modification shall be
null and void; provided, any outstanding payment for services provided
up to the date of reopening shall be paid by the Team. The parties agree
to negotiate in good faith the effects of a partial reopening that occurs
during the term of this Temporary Modification'
c. Use of_{enter-pr.ohi_bited: In the event the use of the Center becomes
prohibited by order of the Washington governor or by other lawful order,
the use of the facility shall cease. Upon cessation of use, the Team shall
be responsible for the cost or removal of the ice and shut down of the
ice plant, and shall also be responsible for all costs incurred up to the
date of ice removal; provided, the Center will work with the Team to
reduce costs. This subsection shall supersede Section 12.6 Force
Majeure found in the License Agreement signed on August 7,2A07. This
provision (c) shall also apply in the event the Team must terminate its
season by order of the western Hockey League, league play is
terminated by the Western Hockey League, or the Team must terminate
the season due to a coVID-19 0utbreak within the Team.
6.As a condition of the use of the Center by
the Team, the Team shall comply with all lawfully issued COVID-19 regulations,
including but not limited to, the "sporting Activities COVID-19 Requirements" issued
by the state of Washington and attached hereto by reference as Exhibit A as now
enacted or later amended, the "Western Hockey League Return to Play Protocol
Washington State 2O2Q-2021 Season" attached hereto by reference as Exhibit B as
now enacted or later amended, and the "WHL Player ProtocolTimelines - US Division"
attached hereto by reference as Exhibit C as now enacted or later amended. In the
event there is a conflict between any of these documents, the Sporting Activities
COVID-19 Requirements shall control. The Team shall bear all costs of the Team's
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WHL Hockey at accesso ShoWare Page 4 of 6
compliance with all lawfully issued COVID-19 regulations, and shall fully cooperate
with any state or county agency having enforcement authority of COVID-19
regulations.
7, COVID*I lndemhity and Defense. The Team hereby agrees to indemnify and
defend the Center and any of its employees, agents, appointed officials or volunteers,
as well as the City of Kent and the Public Facilities District and any of their employees,
agents, elected or appointed officials or volunteers, from and against any and all
claims related to any death, injury, illness, damage, or liability to any person who is
employed by, volunteers for, plays for, or is associated with or an agent for, the Team
or league play, such as but not limited to players, coaches, medical or support
personnel, referees, time keepers, scorers, observers, etc., when such death, injury,
illness, damage, or liability is related in any way to COVID-19 or any of its variants.
This indemnity and the associated duty to defend shall supplement and be in addition
to any other agreed upon indemnity and defense provision set forth in the Licensing
Agreement.
The City hereby agrees to indemnify and defend the Team and any of its employees,
agents, appointed officials or volunteers, from and against any and all claims related
to any death, injury, illness, damage, or liability to any person who is employed by,
volunteers for, or is otherwise associated with or an agent of, the City, when such
death, injury, illness, damage, or liability is related in any way to COVID-19 or any
of its variants. This indemnity and the associated duty to defend shall supplement
and be in addition to any other agreed upon indemnity and defense provision set
forth in the Licensing Agreement.
The obligations provided for in this Section 7 shall survive any termination or
expiration of this Temporary Modification'
The parties below execute this Agreement, which shall become effective
upon final signature.
THUNDERBIRD HOCKEY
ENTERPRTSES, LLC
By
(signature)
CamobellPrint Name : Colin
DATE
CITY OF KENT
By
)
Print Name:Dana Ralnh
DATE:
APPROVED AS TO FORM:
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WHL Hockey at accesso ShoWare Page 5 of 6
t Law ent
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