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Seventh Amendment to Shared Use Agreement
2024-77(D)
This Seventh Amendment to Shared Use Agreement (“Seventh Amendment”)
dated effective August 27, 2024 ("Effective Date”), is entered into between the City of
Muskegon, a municipal corporation, of 933 Terrace Street, Muskegon, Michigan 49440
(“City”) and Muskegon Lumberjacks Organization, LLC, a Michigan limited liability
company, of 470 W. Western Avenue, Muskegon, Michigan 49440 (“Lumberjacks”)
(collectively, the “Parties”) with reference to the following facts:
Background
A. The City and WC Hockey, LLC entered onto a Shared Use Agreement dated
July 1, 2019, which WC Hockey, LLC has assigned to Muskegon Lumberjacks
Organization, LLC.
B. The Shared Use Agreement has been amended by the First Amendment
dated July 1, 2019 which revised paragraphs 3 (Term: Early Termination), 12(a) (Shared
Sponsorships) and 14(c) (Additional Lease Space, Future Restaurants, Pubs or Retail
Space); Second Amendment dated July 1, 2019 which revised paragraphs 4(c) (Minimum
Gross Revenue) and 12(a) (Shared Sponsorship); Third Amendment dated July 1, 2019
which revised Paragraphs 12 (Sponsorship and Advertising), 14(a) (Capital Construction),
18 (City Participation), and WZZM Studio Space; Fourth Amendment dated July 1, 2019
which revised paragraph 14(a) (Capital Construction); Fifth Amendment dated July 1,
2021 which revised Paragraph 3 (Term); and Sixth Amendment dated May 23, 2023,
which revised Paragraph 3 (Term), Initial Term and Options, Additional Work,
Lumberjacks Breach, City Breach and Consolidation of Agreement and Amendments.
C. The Sixth Amendment contemplated the City and Lumberjacks would work
together in good faith to enter into written agreements to make future improvements to
the Arena (i.e. Additional Work”). To that end, the Parties desire to enter this Seventh
Amendment to set forth the terms and conditions according to which the City will share
in the costs of purchase and installation of a new overhead Scoreboard in the Arena.
Therefore, the Agreement is amended and modified as follows:
1. Paragraph 14 (a). Capital Construction. This paragraph is modified as
follows:
The City intends to purchase a new Scoreboard, the cost for which will be
$400,000.00. The City will pay one-half of the cost of the Scoreboard upfront. The
Lumberjacks will advance to the City the balance of the purchase price in the
amount of $200,000.00 ("Scoreboard Advance”), which shall be reimbursed to the
Lumberjacks through seven annual offsets against future Base Rent owed by the
Lumberjacks to the City. Interest shall accrue on the Scoreboard Advance at the
annual rate of 5.25% beginning in the 2027-2028 Season.
The Lumberjacks are currently entitled to Base Rent offsets for Capital
Construction advances made to the City by the Lumberjacks in 2019, which shall
expire after the 2026-2027 Season. Therefore, the Base Rent offsets for the
Scoreboard Advance shall commence in the 2027-2028 Season.
The Lumberjacks shall be repaid through annual offsets against Base Rent owed
by the Lumberjacks to the City during the last three years of the Second Option
Period (i.e. years 10 through 12) and the first four years of the Third Option
Period (i.e. years 13 and 16) under this Agreement (together, the “Repayment
Period"). The annual rent offsets shall be applied to first rents coming due to the
City during each year of the Repayment Period as follows: 2027-2028
Season: $33,250.89; 2028-2029 Season: $33,250.89; 2029-2030
Season: $33,250.89; 2030-2031 Season: $33,250.89; 2031-2032
Season: $33,250.89; 2032-2033 Season: $33,250.89; and 2033-2034 Season:
$33,250.89.
2. Full Force and Effect. Except as set forth in this Seventh Amendment, the
terms and conditions of the Agreement shall remain in full force and effect.
3. Counterparts/Electronic Signature. This Seventh Amendment may be
executed in any number of counterparts and by different parties to this Amendment on
separate counterparts, each of which, when so executed, will be deemed an original, but
all such counterparts will constitute one and the same amendment. Any signature
delivered by a party by fax or email will be deemed to be an original signature.
4. Full Execution. This Seventh Amendment requires the signature of both
parties. Until fully executed, on a sign copy or in counterparts, this Seventh Amendment
is of no binding or effect and if not fully executed, this Seventh Amendment is void.
The Parties hereto have executed this Seventh Amendment as of the Effective
Date.
Lumberjacks — City
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Muskegon Lumberjacks Organization, LLC City of Muskegon
By: Sndina Lye
Name: Andrea Rose
By: Nor besee—§
Name: Ken Johnson
Title: President of Business Operations Title: City Mayor
Name: Ann Marie Meisch
Title: City Clerk
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