Approved Agreements and Contracts Risers Indoor Soccer Club Contract 10-13-20

View the PDF version Google Docs PDF Viewer

                      Agenda Item Review Form
                                                   us                             GO
                         Muskegon City Commission

Commission Meeting Date: 10/13/2020                     Title: Risers Indoor Soccer Club Contract

Submitted By: Mike VanderMolen                          Department: Finance

Brief Summary: City staff is requesting approval of the attached lease with the Muskegon Risers
Indoor Soccer Club. This is a long-term lease with extension opportunities.

Detailed Summary:
The Muskegon Risers are looking to deepen their commitment to the Muskegon community and
the downtown with a long-term lease with the Mercy Health Arena . Some of their goals are listed:

   •   Increase resources dedicated to soccer programming for underprivileged youth .
   •   Facilitating adult social and competitive soccer leagues through our newly formed city
       soccer association which is registered with Michigan Soccer Association .
   •   Investing in their own outdoor practice and game facility inside the City of Muskegon .
   •   Expanding the women's team into a full-season operation .
With this contract the city will receive 100% of concession revenue, which gives the arena flexibility
with how concessions are managed. The ticket facility fee will be more consistent with the other
sports team tenants, reaching $2.00 per ticket by year 5 of the contract. The facility fees go directly
toward keeping the arena viable.

Amount Requested: $0                                  Amount Budgeted: $0

Fund(s) or Account(s) : N/A                            Fund(s) or Account(s): N/A

Recommended Motion : Approval of the contract.

For City Clerk Use Only:

Commission Action:
                                     Shared Use Agreement

          This Shared Use Agreement (the "Agreement") is effective on   tf}cJ. , ·3,   2020, between
the City of Muskegon, a Michigan municipal corporation ("City"), and Zonifi, LLC, a Michigan limited
liability company, doing business as "Muskegon Risers Soccer Club" ("MRSC").

        City and MRSC agree as follows:

        1.               Use of Premises. City agrees to permit MRSC to use, and MRSC agrees to occupy
and use, a certain portion of the commercial space identified on the attached Exhibit A ("Premises"),
located at 470 W Western Ave, Muskegon Ml 49440 and commonly known as the "Mercy Health
Arena," together with all improvements located thereon, subject to all of the terms and conditions of
this Agreement.

                a.       The dates and times in which MRSC chooses to use the Premises shall be subject
        to the dates previously reserved by other groups under their respective shared use agreement
        with the City or other agreements relating to the use of the Premises. MRSC acknowledges and
        agrees that WC Hockey, LLC (aka the "Muskegon Lumberjacks") shall have first priority to
        schedule event dates at the Premises.

                b.      The City and MRSC agree to reasonably work together to coordinate event use
        dates that do not conflict with other groups using or leasing the Premises. The provision of such
        dates by MRSC to City shall allow reasonable time for preparation and execution by both parties.

       2.            Term. The term of this Agreement shall commence on December 1, 2020 and
end on November 30, 2025 ("Term").

        During the Term, MRSC shall only occupy the Premises from 8 am to 11 pm on mutually
agreeable dates, along with any other dates and times that are mutually agreed to in writing in advance;
provided that MRSC will occupy the Premises for at least 6 dates between December 1 and April 30
("Season") of each year during the Term (and it is anticipated that M RSC will occupy the Premises for 12
dates between December 1 and April 30 of each year during the Term).

        Notwithstanding the foregoing, in the event that MRSC's soccer season is reduced or cancelled
for reasons beyond MRSC's control, such as a health emergency, MRSC shall not be required to occupy
the Premises for the minimum 6 dates during that season.

        3.                 Option to Renew. MRSC shall have an option to renew this Agreement on the
expiration of the initial Term of the Agreement for two additional terms offive years, by giving written
notice of renewal to City 90 days before this Agreement expires. The renewal shall default to the same
terms and conditions as stated in this Agreement. During each stated period of renewal, both parties
reserve the right to renegotiate terms and conditions.

                                                                                               Page i of 7
        4.                Rent/Facility Fee. MRSC shall pay to City as rent of the Premises $1,500.00 per
date for the first 6 dates each Season. This amount shall be collected by the City from the ticket revenue
settlement for each date that MRSC occupies the Premises. For any additional dates that Season, the
amount collected from the ticket revenue settlement by City shall be $4,050 per date.

         5.              Ticketing. MRSC shall receive 100% of all net revenue from ticket sales by way
of settlement from City. City shall distribute settlement within 5 business days of each respective
occupancy date. Additional ticketing fees shall be collected by City; City shall collect a $.10 per ticket fee
to be paid on settlement by team and City shall collect a $1.00 facility fee per ticket in years 1 and 2,
$1.50 in years 3 and 4, $2.00 in years 5 to 15. All stated ticket fees shall be paid by ticket buyer as an
additional cost to the base ticket pricing established by MRSC.

        6.               Cancellation/No Refund Policy. MRSC shall be obligated to pay full rent for the
Premises for dates reserved by MRSC, whether or not MRSC actually uses the Premises, unless MRSC
provides City written notice of such cancellation no later than 5 days before such scheduled event.
MRSC would not be responsible for paying rent for cancellations solely caused by the City or occurrences
outside of MRSC's control (e.g., pandemic, unusual weather events, acts of God)

       7.             Concessions. City will receive 100% of all net revenue from concession sales at
the Premises during MRSC's occupancy dates. Any concession promotions or discounts will be as
mutually agreed upon by the parties.

       8.              Parking. City will receive 100% of all net revenue from parking sales at the
Premises during MRSC's occupancy dates. Any parking promotions or discounts will be as mutually
agreed upon by the parties.

        9.               Event Operations. City agrees to provide the following arena soccer event
operations as part of this Agreement;

                a.       Conversion of Premises surface and boards to facilitate arena soccer
        competition. This includes removal of all glass from side boards, installation of arena soccer
        goals, coverage of ice with subfloor and field turf, taping field turf with specified boundaries and
        markings, installation and storage of semi-permanent dasherboards. Conversion of the Premises
        also encompasses a return to its original state by City.

                 b.        Ticketing system management and support. This includes advance event
        creation in ticketing system and a dedicated box office staff for advance ticket sales and
        fulfillment of ticket orders during normal Premises business hours and on specified M RSC
        occupancy dates.

                c.       Staff for events operated through the City's ticketing system, including an
        adequate number of ticketing staff at all dedicated entry points on Premises, ushers and security
        personnel. Audiovisual production staff shall be provided by MRSC, either directly or through a
        third party approved by City.

                                                                                                    Page 2 of 7
               d.       MRSC shall have access to all audiovisual production equipment owned by City
       during rental period, including monitors, computers, microphones, lighting and sound boards.

        i 0.            Possession. MRSC will have exclusive possession of the Premises on its
previously reserved occupancy dates. City will be allowed continued access to the Premises, so long as
such access does not disturb MRSC's permitted use of the Premises -with determination of what
constitutes a disturbance to be at MRSC's commercially reasonable discretion.

        ii.               Use of Premises. MRSC shall primarily use and occupy the Premises for amateur
and professional soccer games, and may also use the Premises for other athletic and entertainment
related activities, so long as all uses of the Premises comply with the terms of this Agreement. M RSC
shall not use the Premises in a manner that constitutes a violation of any applicable law, order, or
ordinance. MRSC shall not commit or allow any waste in or about the Premises, nor shall MRSC cause or
permit any nuisance

       MRSC shall have exclusive use of the Premises, subject to existing shared use and lease
agreements, during the entire Term for soccer-related activities, and MRSC must provide written
consent in advance for any other soccer-related activities; provided, however, that MRSC will not
unreasonably withhold consent for any events hosted by schools, colleges, universities, or under-17
youth soccer clubs.

        i2.              Signage and Advertising. MRSC shall only place, erect or maintain at the
Premises such signs, lettering, decorations, or advertising as are permitted by law; and any such items
that MRSC desires to erect on the Premises in a permanent manner (including on the field turf) must be
approved in advance by City in writing. Upon vacating the Premises after each occupancy date (unless
otherwise provided by City in writing), MRSC agrees to remove all signs or other such items and to repair
all damage caused by such removal.

         MRSC shall have the right to sell all non-permanent advertising for dasherboards, video boards
and field turf at Premises during MRSC's occupancy dates.

        i 3.            Taxes and Utilities. City shall pay all real property taxes and assessments on the
Premises and property in which the Premises is located, and provide gas (heat), electric, internet, water
and sewer for the entire Premises during the term of the Agreement, the costs of which are included as
part of MRSC's rent.

         i 4.            Repairs and Maintenance. City shall maintain in good condition and repair and
shall make any necessary capital replacements of the heating and air conditioning plant system, the
electrical wiring system, and the roof and structural walls, to the extent necessary to preserve MRSC's
intended use and enjoyment. Repairs or replacements necessitated by the negligent acts of the MRSC
shall be made at the expense of the MRSC. MRSC shall keep and maintain the Premises in good and
sanitary order and condition.

       i 5.           Alterations or Improvements. MRSC may not make any alterations,
improvements, additions, and changes to the Premises without City's prior written approval.

                                                                                                Page 3 of 7
       '16.            Condition of Premises. M RSC acknowledges that there will be other users of the
Premises during the Term, and agrees to immediately let City know if there is any condition at the
Premises preventing MRSC from using the space during its occupancy.

       17.              Insurance and Indemnity.

               a.      City shall procure and maintain in full force and effect fire and extended
       coverage insurance with an all-risk endorsement on the Premises and immediately surrounding
       property in which the Premises is located for its full insurable replacement cost (excluding
       foundations and excavation).

                b.       MRSC shall, at its sole cost and expense, procure and maintain in full force and
        effect during the term of this Agreement, comprehensive general public liability insurance
        against claims for personal injury, death, or property damage occurring on, in, or about the
        Premises in a minimum amount of $1,000,000 in respect of personal injury or death to any one
        person, and of not less that $1,000,000 in respect of any one occurrence, and of not less than
        $1,000,000 for property damage.

                  c.       All insurance policies required hereunder, which may be so-called "blanket
        policies," shall: (i) name City and MRSC as insureds; (ii) be payable as provided in paragraph 14;
        and, (iii) be purchased from companies reasonably satisfactory to City.

                d.      Subject to the other provisions of this Agreement, MRSC shall indemnify and
        hold City harmless from all claims, demands, actions, losses, damages and liabilities and all fees,
        costs and expenses (including reasonable attorneys' fees) relating to or in any way arising with
        regard to the Premises or from the use of the Premises, from any cause whatsoever.

         '18.             Fire or Casualty; Condemnation. In the event the Premises are totally destroyed
by fire, wind, or other causes beyond the control of the City, or are condemned or otherwise taken by
authority of local, state or federal government, then in any of these events the use term shall cease and
terminate as of the date of such destruction, condemnation or taking. In the event of any loss or
damage by fire or other casualty for which the building or improvements on the Premises may be
insured, all amounts payable upon any policy or policies of insurance shall be paid to City.

        '19.            Assignment and Subletting. MRSC may not assign this Agreement or sublet all
or any part of the Premises at any time during the Term of this Agreement without the prior written
consent of City.

                                                                                                 Page 4 of 7
         20.              Default. The violation of any term, provision or condition of this Agreement by
MRSC, including the failure to pay any amounts owed to City shall be an event of default.
Notwithstanding the foregoing, prior to declaring a default, City agrees to provide M RSC with a written
notice of default, specifying the nature of the default, and what actions are required to be taken by
MRSC to cure the default. MRSC shall have three (3) business days thereafter to cure the default,
provided MRSC shall have such extended period as may be required beyond the three (3) business days
if the nature of the cure is such that it reasonably requires more than three (3) business days and MRSC
commences the cure within the three (3) business day period and thereafter continuously and diligently
pursues the cure to completion. In such event, City may suspend MRSC's continued use of the Premises
until such time as MRSC cures the default. In the event of a non-monetary default and a failure of MRSC
to cure as provided above, City may elect to terminate this Agreement as its sole remedy. In the event
of a monetary default, in addition to terminating this Agreement, City shall be permitted to initiate legal
proceeding to recover any monies owed under this Agreement. In such event, the prevailing party in
any litigation or other legal proceedings arising under this Agreement shall be entitled to
reimbursement from the non-prevailing party for reasonable attorneys' fees and expenses.

        21.              Miscellaneous.

                a.               Entire Agreement. This Agreement shall constitute the entire
        agreement, and shall supersede any other agreements, written or oral, and any
        contemporaneous or prior negotiations and representations that may have been made or
        entered into, by and between the parties with respect to the subject matter of this Agreement
        and shall not be modified or amended except in a subsequent writing signed by the party
        against whom enforcement is sought.

                b.               Binding Effect. This Agreement shall be binding upon, and inure to the
        benefit of, and be enforceable by, the parties and their respective legal representatives,
        permitted successors and assigns.

                 c.              Severability. Should any one or more of the provisions of this
        Agreement be determined to be invalid, unlawful, or unenforceable in any respect, the validity,
        legality, and enforceability of the remaining provisions of this Agreement shall not in any way be
        impaired or affected.

                                                                                                 Page 5 of 7
         City and MRSC have caused this Agreement to be effective as of the day and year first above

Name: Stephen     J. Gawron                              Name: _ Matthew Schmitt_ _ _

Title:   Mayor                                          Title:   _President/Owner_ __

Date: October 13, 2020                                   Date:    ~o / 1 c;- /   20)0

                                                                                              Page 6 of 7
Exhibit A:

Premises is defined as all area indicated inside the blue outline.


Top of Page

Sign up for City of Muskegon Emails