RES-2009-135RESOLUTION NO. 2009 -135
A RESOLUTION OF THE OF THE CITY COUNCIL OF THE
CITY OF ANAHEIM APPROVING THE SECOND AMENDMENT
TO THE FACILITY MANAGEMENT AGREEMENT WITH
ANAHEIM ARENA MANAGEMENT, LLC; AND APPROVING
THE TAKING OF RELATED ACTIONS.
WHEREAS, the City of Anaheim, California (the "City has entered into that
certain Facility Management Agreement (the "Agreement dated as of December 16, 2003,
between the City and Anaheim Arena Management, LLC (the "Manager pursuant to which the
Manager operates the sports and events arena located in the City known as the Honda Center;
and
WHEREAS, on June 20, 2006, the City Council of the City of Anaheim approved
a First Amendment to Facility Management Agreement, amending Section 10.2 thereof
concerning naming rights to the arena facility; and
WHEREAS, the Manager has requested that the Agreement be amended as
provided in the Second Amendment to Facility Management Agreement (the "Amendment
anti
WHEREAS, the Agreement provides that it can be amended by an instrument in
writing signed by both parties to the Agreement; and
WHEREAS, it is in the public interest and for the public benefit that the City
authorize and direct execution of the Amendment; and
WHEREAS, a form of the Amendment has been filed with the City Clerk of the
City (the "City Clerk and the members of the City Council, with the aid of its staff, have
reviewed said form of the Amendment; and
WHEREAS, upon adoption of this Resolution all acts, conditions and things
required by the laws of the State of California to exist, to have happened and to have been
performed precedent to and in connection with the consummation of the transactions authorized
hereby do exist, have happened and have been performed in regular and due time, form and
manner required by law, and the City is now duly authorized and empowered, pursuant to
each and every requirement of law. to consummate such transactions for the purpose, in the
manner and upon the terms herein provided.
as follows:
NOW. THEREFORE, it is hereby DETERMINED, RESOLVED and ORDERED
Section 1. The Amendment is hereby approved, and each of the Mayor, the City
Manager. the City Treasurer, and the Finance Director (each such officer being hereinafter
referred to as an "Authorized Officer severally, is hereby authorized and empowered to
execute the Amendment by manual or facsimile signature and deliver the Amendment, in
substantially the form on file with the City Clerk, with such changes, insertions and deletions as
arc approved by the City Attorney and the Authorized Officer executing such document, such
approval to be conclusively evidenced by the execution thereof, and the City Clerk is hereby
authorized and directed to attest to such Authorized Officer's signature.
Section 2. All actions taken by any member of the City Council or any officer or
employee of the City with respect to the Amendment and the actions contemplated by the
Amendment, are hereby approved, confirmed and ratified, and the members of the City Council,
the officers and employees of the City and their authorized deputies and agents are hereby
authorized and directed, acting severally, to execute such other agreements, documents and
certificates, and to take such other actions, including the execution and delivery of closing
documents, in connection with the Amendment and the actions contemplated by the Amendment,
which they or the City Attorney may deem necessary or advisable in order to effectuate the
purposes of the Amendment.
Section 3. This Resolution shall take effect immediately upon its adoption.
The FOREGOING RESOLUTION is approved and adopted by the City Council of
the City of Anaheim this 11 th day of August 2009, by the following roll call vote:
AY ES: Mayor Pringle, Council Members Hernandez, Sidhu, Galloway, Kring
NOES: NONE
ABSENT: NONE
ABSTAIN NONE
By:
ATTES
CITY CLERK OF CITY OF ANAHEIM
73839.v2
CITY OF ANAHEIM
MAYOR OF THE CITYUFANAHEIM
9M
SECOND AMENDMENT TO
FACILITY MANAGEMENT AGREEMENT
This Second Amendment to Facility Management Agreement (this " Amendment ") is
entered into as of July 15, 2009 between THE CITY OF ANAHEIM, a municipal corporation
and charter city under the laws of the State of California ( " Owner ") and ANAHEIM ARENA
MANAGEMENT, LLC, a California limited liability company ( " Manager ").
RECITALS
A. Owner and Manager previously entered into a Facility Management Agreement
dated as of December 16, 2003 and a First Amendment dated June 20, 2006, collectively (the
" Agreement ").
B. Owner and Manager desire to amend certain provisions of the Agreement and
enter into this Amendment for that purpose.
NOW, THEREFORE, in consideration of the above recitals and other valuable
consideration, receipt of which is acknowledged, the parties agree as follows:
Section 1. Recitals Part of Amendment and Defined Terms The Recitals are part of
this Amendment. All capitalized terms used and not otherwise defined in this Amendment shall
have the same meanings as in the Agreement.
Section 2. Amendment to Schedule 5. Schedule 5 to the Agreement is amended in its
entirety to read as follows:
"Permitted Investments" means (i) direct obligations of the United States of
America and agencies guaranteed by the United States government having a final
maturity of one year or less from date of purchase thereof; (ii) certificates of deposit
(including those offered in conjunction with the Certificate of Deposit Account Registry
Services (CDARSO)) which are fully insured by the Federal Deposit Insurance
Corporation and having a final maturity of one year or less from the date of purchase
thereof; (iii) certificates of deposit issued by, or bankers' acceptances of, or time deposits
with, any bank, trust company or national banking association incorporated or doing
business under the laws of the United States of America or one of the states thereof
having combined capital and surplus and retained earnings as of its last report of
condition of at least $500,000,000 and having a short-term deposit debt rating of "Al" by
S &P or "Pl" by Moody's (or, if neither such organization shall rate such short-term
deposits at any time, a rating equal to the highest ratings assigned by any nationally
recognized rating organization in the United States of America) and having a final
maturity of one year or less from date of purchase thereof; (iv) commercial paper of any
holding company of a bank, trust company or national banking association described in
clause (iii) and commercial paper of any corporation or finance company incorporated or
doing business under the laws of the United States of America or any state thereof having
a rating assigned to such commercial paper of "Al" by S &P or "P1" by Moody's (or, if
neither such organization shall rate such commercial paper at any time, a rating equal to
the highest ratings assigned by any nationally recognized rating organization in the
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United States of America) and having a final maturity of 270 days or less from the date of
purchase thereof; (v) demand deposit accounts that are fully insured by the Federal
Deposit Insurance Corporation, provided that except for investments described in clause
(i) and (ii) above, no more than the greater of $10,000,000 or 50% of amounts invested
under this Agreement (excluding earned interest) may be invested as "Permitted
Investments" in any one corporation, bank holding company, bank, trust company or
national banking association at any given time, (vi) money market funds rated in one of
the two highest rating categories by Moody's or S &P; and (vii) bank money market
accounts or mutual funds that invest exclusively in any one or more of the foregoing.
Section 3. Agreement to Remain in Effect and Confirmation of Obligations The
Agreement shall remain in full force and effect as originally executed and delivered by the
parties except as expressly modified by this Amendment. The parties confirm and reaffirm all of
their obligations under the Agreement as modified by this Amendment.
Section 4. Successors and Assigns The rights and obligations of the parties shall
inure to the benefit of, and shall be binding upon, their respective successors and assigns.
Section 5. Severability In the event any provision of this Amendment shall be held
invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate
or render unenforceable any other provisions of this Amendment.
Section 6. Execution of Counterparts This Amendment may be simultaneously
executed in several counterparts, each of which shall be an original and all of which shall
constitute but one and the same instrument.
Section 7. Entire Agreement This Amendment sets forth all of the covenants,
promises, agreements, conditions and understandings of the parties relating to the subject matter
of this Amendment, and there are no covenants, promises, agreements, conditions or
understandings, either oral or written, between them other than as are set forth in this
Amendment. This Amendment supersedes all prior written and oral communications relating to
the subject matter of this Amendment.
Section 8. Modification. Waiver and Termination This Amendment and each
provision of this Amendment may be modified, amended, changed, altered, waived, terminated
or discharged only by a written instrument signed by the party sought to be bound by such
modification, amendment, change, alteration, waiver, termination or discharge.
Section 9. Construction
(a) The headings of this Amendment are for convenience only and shall not
define or limit the provisions of this Amendment.
(b) Where the context so requires, words used in the singular shall include the
plural and vice versa, and words of one gender shall include all other genders.
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Section 10. Governing Law This Amendment shall be governed exclusively by and
construed in accordance with the applicable laws of the State of California.
Entered into at Corona del Mar, California.
MANAGER: ANAHEIM ARENA MANAGEMENT, LLC, a
California limited liability company
By: 4 �
Michael Schulman
Its: Chairman
OWNER: CITY OF ANAHEIM, a municipal corporation and
charter city
By:
William G. Sweeney
Its: Finance Director
Consented to this 3rd day of August, 2009
BANKERS COMMERCIAL CORPORATION
am
Its:
APPROVED AS TO FORM
CRISTINATALLEY, CITY ATTORNEY
BY:
ATTEST:
By
Linda N. Andal
!City Cleric
SecondAmffacilityMgmtAg final.doc -3-
Section 10. Governing Law This Amendment shall be governed exclusively by and
construed in accordance with the applicable laws of the State of California.
Entered into at Corona del Mar, California.
MANAGER: ANAHEIM ARENA MANAGEMENT, LLC, a
California limited liability company
Un
Michael Schulman
Its: Chairman
OWNER: CITY OF ANAHEIM, a municipal corporation and
charter city
William G. Sweeney
Its: Finance Director
Consented to this 3rd day of August, 2009
BANKERS COMMERCIAL CORPORATION
By. �.
inda Landucci
Its: Vice President
ATTEST:
By
Linda N. And of
City Clerk
SecondAmffacilityMgmtAg final.dcc -3-