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HOES-OG (B)
TRINITY HEALTH ARENA - MUSKEGON INDOOR FOOTBALL CONTRACT
THIS AGREEMENT is made and entered into on the 14th day of January 2025 by and
between the City of Muskegon (here after referred to as "City") of 470 West Western Avenue,
Muskegon, Ml. 49440 and MANA, LLC, (hereinafter referred to as (the "Ironmen") (together
the
“Parties”).
WITNESSETH:
WHEREAS, the City owns an arena located at 470 West Western Avenue, Muskegon,
Coutity of Muskegon, Michigan (the “Arena”); and
WHEREAS, Ironmen is organized for the purposes of promoting and sponsoring league
play of a professional indoor football team: and
_ WHEREAS, the Parties desire to enter into an agreement for the use of the facilities
operated by Arena;
IT 18; THEREFORE, AGREED THAT:
1; USE OF PREMISE: The Parties agree that for the Term (described below) Ironmen may
* utilize the Arena for professional indoor football and related indoor football activities as
” follows: .
a. Fully equipped sports arena for playing indoor football. Ironmen are responsible
to set up/tear down wall pads, and/or other equipment as may be required,
including the transportation and storage of the pads at an off-site location.
Ironmen will take appropriate measures to plan, install, and remove wall pads for
scheduled events. Ironmen will be allowed access to Arena at 9:00AM on
scheduled game days and until 10:30pm, or immediately following the game. This
includes time to remove pads and put away and for fifteen (15) minutes after each
event for authorized individuals to access the field for player meet-and-greet.
Ironmen will provide and/or compensate for staffing at any pre-game event
including amateur games, camps, cheerleading camps, or any other event as may
be approved by the Arena.
b. Operating public address system and lighting.
c. Seating facilities for spectators in arena area.
d. Four (4) dressing rooms for use on game days during indoor football season from
9:00AM to one (1) hour after game conclusion (A/B, C, D).
e. Sufficient officials’ room, trainer's working area and press box area which meet
the requirements for professional indoor football games. Ironmen shall be
responsible for any required equipment, such as production lighting, videoboards,
etc., or use of such equipment.
f. Heat at comfortable temperature.
Facility clean-up after games.
Ironmen further agrees to hold its entire league scheduled home games, both
regular season and playoffs at the Arena.
i. box office, ticket printing fees and arena staffing.
2. TERM OF AGREEMENT: This Agreement shall be effective for the period commencing
on January 14, 2025, and ending on March 31, 2025 (the “Term”). Ironmen are permitted
to use the Arena on the following dates:
February 14, 2025.
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February 22, 2025.
March 7, 2025.
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March 15, 2025.
May 31, 2025. (if needed for Championship).
3, COMPENSATION; FEES: Ironmen shall pay Four Thousand and 00/100 ($4,000.00) to
thé City as compensation for its right to use the Arena as described in paragraph #1 (the
*Rent”). Ironmen shall not be entitled to any parking revenue, which shall remain due
#olely to the City. The Parties agree that Ironmen shall not pay a facility fee per ticket
printed for all home games during the Term. As further compensation to the City,
Ironmen agree to provide ten (10) season ticket packets for admission to all home games
during the Term.
4. OTHER FACILITIES AND/OR SERVICES PROVIDED:
a Staffing: City shall, at its own expense, and in connection with the operation of
the building provide four security personnel durimg each game. Ironmen shall
provide the following personnel for the operation of the indoor football game,
including, but not limited to, medical services personnel, equipment repair
personnel, game officials, spotlight operator, music operator and/or any other
personnel required by the City. Ironmen shall have access to all technologies in
the Arena, which the Arena has legal authority to provide for Ironmen’s use.
Jronmen shall be responsible for any replacement or repair of such technologies
upon the request of the City. Arena and Ironmen will work together, and each
will use their best efforts to create a user-friendly atmosphere, which recognizes
the importance of each customer using the facility.
Merchandise: Ironmen shall retain exclusive ownership of all merchandise rights
bearing the Ironmen name, logo, or likeness. The City shall not have any claim to
merchandise revenues or intellectual property associated with the Ironmen.
Parking: Staff, players, and owners are permitted parking access to the arena
parking lot immediately adjacent to the arena building along Shoreline Drive,
subject to availability. During event dates, Ironmen reserves the right to designate
the parking lot as private and restrict access. However, this restriction shall only
apply if Ironmen hire a security guard or have an authorized representative of
Ironmen monitor the entrance and prevent unauthorized parking.
d. Music Services: City shall be responsible for ASCAP, BMI, SEASAC and any
other licensor of music, in connection with the operation of Ironmen Football
games.
e. Suite Protocol/Concessions: Ironmen will follow the Arena concession policy
relating to food and beverage in the suites and throughout the Arena. All
beverage sales for the suites will go through Arena Concessions. Food packages
from vendors are permitted with approval from Arena Director.
§, ARENA ADVERTISING SALES: Subject to the approval of Muskegon Lumberjacks
Organization, LLC, as applicable pursuant to a certain Shared Use Agreement between
the City and Muskegon Lumberjacks Organization, LLC, Ironmen shall sell and receive
100% of the proceeds from the sale of program ads, temporary banners in approved
locations, padding, promotions, kiosks and any other activities related to an arena football
game, all such advertising items and activities shall require approval from the Arena
Director. Temporary signage and kiosks must be removed and stored immediately after
games.
6. INSURANCE AND INDEMNITY: :
a. Ironmen shall obtain and retain throughout the term of this day-to-day rental,
insurance coverage of and for all claims arising out of or resulting from Ironmen’s
use of the Arena, which coverage shall include the following. Each policy shall
contain the provision that no cancellation shall be effective unless thirty (30) days
advance written notice is given by the carrier to the City. All insurance policies
shall name the City of Muskegon as additional insureds and loss payees:
i. Broad form comprehensive general liability insurance including:
1. Premises/operations
2. Products/Completed operations hazard,
3. Broad form contractual; and
4, Personal injury.
ii. This general liability insurance shall provide the following limits of
liability: $2,000,000.00 ($1,000,000.00 primary and $1,000,000.00
umbrella).
iii. Comprehensive automobile liability insurance for all owned and non-
owned vehicles used on behalf of the Ironmen in the amounts not less than
$1,000,000.00 for bodily injury and property damage and including
loading and unloading hazards.
iv. Worker's compensation insurance that provides statutory coverage for the
State of Michigan.
v. Such additional insurance which City may reasonably require from time to
time.
vi. Certificate of insurance in a form satisfactory to the City shall be filed
with the City at least thirty (30) days prior to the commencement of
Ironmen use under this Agreement.
b. Indemnification. Ironmen agrees that it will indemnify and hold and save, the City
of Muskegon, its agents, contractors, employees, invitees, guests, licensees,
officers, and assigns, whole and harmless of, from and against all claims,
demands, actions, damages, loss, costs, liabilities, expenses and judgments
incurred by, recovered from or imposed on or against them or any of them on
account of any injury or damage to person or property to the extent that.any such
damage may be incident to, arise out of or be caused, either proximately or
remotely, wholly or in part, by an act, omission, negligence or misconduct on the
part of the Ironmen or any of its agents, servants, employees, contractors, patrons,
guests, licensees or by or of any other person entering upon Arena with either the
express or implied invitation or permission of Ironmen or when any such injury or
damage is the result, proximate or remote, of the violation by Ironmen or any of
its agents, servants, employees, contractors, patrons, guests, licensees or invitees
of any law, ordinance or governmental order of any kind, or when any such injury
or damage may in any other way arise from or out of the occupancy or use by
Ironmen, its agents, servants, employees, contractors, patrons, guests, licensees or
of any portion of the Arena. Such indemnification of the above entities by the
Tronmen shall be effective unless such damage or injury results from the sole
negligence of the City of Muskegon. Ironmen covenants and agrees that in case
the City of Muskegon shall be made a party to any litigation commenced by or
against Jronmen or relating to this agreement or to the portion of Arena subject to
this agreement, then Ironmen shall and will pay all costs and expenses, including
reasonable attorneys’ fees and court costs, incurred by or imposed upon them,
their officers, officials, agents, employees, volunteers, or attorneys by virtue of
any such litigation. ;
7. RELEASE OF HAZARDOUS MATERIALS; Ironmen shall not cause or allow the
release of hazardous materials or pollution as defined by any local, state or federal law or
regulation to occur upon the premises. In the event of such release, Ironmen shall be
responsible for any and all costs, including clean up, penalties, fines, or damages to third
parties. Ironmen agrees to indemnify and hold harmless the City of Muskegon from any
such exposures or costs.
8. PRACTICE/TRAINING CAMP: Ironmen shall have daytime use of the arena on game
days beginning at 9:00am. Additional opportunities to access Arena for practices will be
determined by Arena Manager and per availability, Game day field possession will
belong to the City and the City will work with the Ironmen if promotional activities are
planned. Otherwise, the Arena will utilize the field for Parks and Recreation or other
revenue driven activity until 9:00am on game days.
LIABILITY/RESPONSIBILITY: City assumes no responsibility whatsoever for any
Ironmen property and is expressly relieved and discharged from any and all liability for
any loss, injury, or damage to persons or property that may be sustained during the Term
by reason of the occupancy and operation of said building or any part thereof under this
agreement. :
10, DEFAULT:
a. Ironmen shall be in default of this Agreement if it fails to pay Rent or any other
sums due hereunder when due. In the event of a default by Ironmen with regard to
payments or fees due hereunder or other default occur, the City shall be allowed,
without initiating legal proceedings against Ironmen, and without notice, to take
such money from box office receipts due to the Ironmen.
Ironmen shall be in default of this Agreement if it fails to observe or perform any
other material obligation hereunder and fails to cure such default within ten (10)
days after receipt of City’s written notice of the breach specifying the particulars
thereof.
If Ironmen shall be declared bankrupt, or Ironmen’s property shall come into the
control of a trustee, receiver or a person acting under court order and any such
trustee, receiver or person shall not be discharged within sixty (60) days after
taking such possession, then City may by written notice terminate this Agreement.
If the City elects not to terminate this Agreement, City may accept rent from the
trustee, receiver or person acting under court order for such term of such
occupancy without impairing or affecting in any way the rights of the City against
the Ironmen under this Agreement.
In no event shall Ironmen’s obligation to pay any monetary obligations or other
sums of money be accelerated, and Ironmen’s only obligation shall be to pay its
obligations, less the sums of money City may receive from any other person,
party, or entity.
Upon default, City has no further obligation to provide any services described in
paragraph #1 until the default has been cured. Ironmen shall save the City
harmless from any and all claims or actions for damages or injunctions.
11. FEES AND EXTRA SERVICES: Any sum due to the City by the lronmen, including,
but not limited to, any accommodations, extra services, material, or cost of repair, shall
be a first lien on the box office receipts and on any property of the Ironmen. Settlements
shall take place within four (4) working days from game day. Any balance due to the City
shall be paid at this time.
12, COMPLIANCE WITH LIQUOR LAWS: Ironmen acknowledges that all of Arena is a
"licensed premises" under the Michigan Liquor Control Act. Ironmen covenants that it
will not do or permit anything to be done which will violate the terms and conditions of
said Liquor License or the regulations of the Michigan Liquor Control Commission.
ENTRAN'CE: All articles, exhibits, fixtures, materials, displays, etc., shall be brought
into or out of the building at such points of entry as designated by the Arena Manager.
14, TERMINATION: Upon the termination of this Agreement, Ironmen shall vacate the
Arena, leaving it in the same condition as it existed on the Effective Date, except for the
consequences of ordinary wear and tear.
is. RELATIONSHIP OF PARTIES: No provision of this Agreement herein contained shall
be construed by the Parties or by any other person as one creating a partnership or joint
venture between the Parties, it being the intent of the Parties that this Agreement is solely
that of an agreement for the use of a portion of the premises owned by the City and
currently known as Trinity Health Arena.
16. REMOVAL OF PROPERTY: Personal equipment or other assets belonging to Ironmen
shall be removed from the Arena at or before the termination of this Agreement. Said
property shall not include advertising facilities, fixtures, locker room or arena equipment,
removable signage, advertising or messages, scoreboards, tables, platforms, benches,
seating or any property. All such excepted property shall be and is the property of the
Arena.
17, NUMBER OF PATRONS: Ironmen shall fully cooperate with City and shall not cause a
larger number of people to be admitted to the premises than the rated capacity of the
individual areas hereby rented. Maximum capacities shall be established as mandated by
the City of Muskegon Fire Departments. Capacities may be reduced due to setups or
obstructions. :
18. PUBLIC AREA OBSTRUCTIONS PROHIBITED: No portion of the sidewalks, ramps,
entries, corridors, passageways, vestibules, halls, lobbies, stairways, aisles, or access to
public utilities of Arena shall be obstructed by Ironmen or used for any purposes other
than for ingress or egress from the day to day use of the Arena.
19. PUBLIC SAFETY: Ironmen agrees that at all times they will conduct their activities with
full regard to public safety and will observe and abide by all applicable ordinances, laws,
and regulations, including reasonable requests by the City and duly authorized
governmental agencies responsible for public safety.
20. FLAMMABLE MATERIALS: Materials used for decorative purposes must be treated
with flame proofing and approved the Muskegon Fire Department. The Ironmen shall
not, without written consent of the Building Manager and approval of the appropriate
City official, such as the fire marshal, building inspector, or other appropriate official,
‘place or operate any engine or motor or machine on the premises, or use oils, burning
fluids, kerosene, propane, or gasoline, or any other flammable chemical for mechanical or
other purposes.
21. CONDITION OF PREMISES: Ironman shall have examined the premises prior to the
execution of this Agreement and arc presumed to be satisfied with the physical condition
of the premises. Ironmen by entering into this Agreement and the usage of the Arena,
dgrées that the premises arc in safe, sanitary condition, and in good repair.
PERMITS, LICENSES AND COPYRIGHTS: Ironmen agrees to obtain and pay for all
necessary permits and licenses required by Federal, State or local laws. Ironmen warrants
that all copyrighted material to be performed has been duly authorized or licensed by the
copyright owners or/their representatives and agrees to indemnify and hold harmless the
City of Muskegon from any and all claims, losses, expenses, including legal fees, which
might arise from any such permits, licenses and copyrights.
. RIGHT TO INSPECT: City reserves the right to inspect and control all events being held
on premises.
24. COMPLIANCE WITH LAW: Ironmen shall not conduct, or permit to be conducted on
the premises, any performance or activity which cither by speech, song, music, or other
conduct, is in violation of the laws of the United States, the State of Michigan, or the
yules and regulations of the Arena.
25. ASSIGNMENT: Ironmen may not assign this Agreement without the prior written
consent of the City. The City may freely assign this Agreement with ten (10) days writfen
notice to the Ironmen.
26. UNAVAILABILITY OF FACILITIES: In the event that the facilities herein rented or
any portion thereof and not available for occupancy upon commencement or during the
term of this Agreement due to fire, casualty, acts of God, strikes or national emergency or
other cause beyond the control of the Arena, this permit and the obligations of the Arena
and Ironmen herein shall terminate. Ironman hereby waives any claim against the City for
damages by reason of such termination.
27. BREACH OF AGREEMENT: In the case of the breach of any one or more of the teams
of this Agreement by Ironmen, the right to the use of the premises, the City may
terminate without notice or demand. Upon the termination of this Agreement, Ironmen
agrees to vacate the premises immediately. The Parties agree that City is in full control of
the Arena and may refuse admission to or put out any person including Ironmen for good
cause. No action by City under this paragraph shall cause forfeiture of any fees or
payments due the City.
28, CANCELLATION: Should Ironmen cancel an already scheduled game, without giving a
minimum of Fourteen (14) days advance notice to the Arena Manager, the Arena may
charge Ironmen the full amount of Arena Fees Per Game as specified in paragraph 3 of
this Agreement.
29. BINDING EFFECT: Each term of this Agreement shall be binding upon the parties and
their successors and assigns and cannot be varied or waived by any oral representations
or promise of any agent or other person of the parties hereto, unless the same be in
Writing and mutually signed by the duly authorized agent or agents who executed this.
30. LEGAL CONSTRUCTION: The Agreement shall be governed by the laws of the State
of Michigan.
31. ENTIRE AGREEMENT: The Parties hereto agree that all their agreements are fully set
forth herein and that no oral statement or representations of any kind have been made
upon which either party shall have the right to reply. This shall not limit the City from
imposing any reasonable additional rules or regulations which may be necessary in the
best interest of the operations of the facilities.
IN WITNESS WHEREOF, the City and Ironmen have caused this indenture to be executed the
day and year first above written.
CITY OF MUSKEGON
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KenJohnson
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‘Ann Meisch
Its: Clerk
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By: y
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