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96-166 RESOLUTION NO.96R-166 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM APPROVING THE ASSIGNMENT AND ASSUMPTION OF CERTAIN AGREEMENTS AND OTHER MATTERS RELATING TO ANAHEIM STADIUM WHEREAS, the City of Anaheim (the "City") and California Angels, L.P., a California limited partnership (the "Team Owner") have entered into that certain Amended and Restated Lease Agreement dated as of May 15, 1996 (the "Team Sublease") relating to the use, occupancy and renovation of Anaheim Stadium and the use of adjacent parking facilities (the "Stadium"); and WHEREAS, the Team Sublease, which commences October 1, 1996, provides for the written assignment by the City to the Team Owner of various agreements affecting concession, advertising, operations at the Stadium (collectively, "Existing Operating Agreements"), the written assumption by the Team Owner of such Existing Operating Agreements, and the agreement of the parties to the systems, procedures and processes necessary to complete the transaction contemplated by the Team Sublease; and WHEREAS, there has been presented to this Council a sample form of Assignment and Assumption Agreement; and WHEREAS, it is in the best interests of the City for the City and the Team Owner to provide for the orderly transition of operations and establish systems and other means to administer and implement the contractual obligations under the Team Sublease; NOW, THEREFORE, the City Council of the City of Anaheim resolves as follows: Section 1. The City Manager {or his designee) is hereby authorized and directed, on behalf of the City, to enter into and execute on behalf of the City all documents as the City Manager (or his designee) deems necessary and appropriate to administer and implement the Team Sublease, including, but not limited to, an Assignment and Assumption Agreement such as the form presented to this Council, with such revisions and additions as the City Manager (or his designee) has approved and as are approved by counsel to the Council, such approval to be conclusively evidenced by the execution thereof. Section 2. All actions taken by any officer or agent of the City in implementing the transaction described in the Team Sublease are hereby approved, confirmed and ratified, and the City Manager (or his designee) are hereby authorized and directed, jointly and severally to do any and all things and to execute and deliver any and all notices, agreements and other documents as they or counsel to the Council deem necessary or advisable to consummate the transactions described in the Team Sublease and otherwise effectuate the purpose of this Resolution. THE FOREGOING RESOLUTION is approved and adopted by the City Council of the City of Anaheim this 24th day of September , 19 96 CITY CLERK OF THE CITY OF ANAHEIM 0020513.01 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF ANAHEIM ) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing Resolution No. 96R-166 was introduced and adopted at a regular meeting provided by law, of the Anaheim City Council held on the 24th day of September, 1996, by the following vote of the members thereof: AYES: MAYOR/COUNCIL MEMBERS: Tait, Zemel, Feldhaus, Lopez, Daly NOES: MAYOR/COUNCIL MEMBERS: None ABSENT: MAYOR/COUNCIL MEMBERS: None AND I FURTHER CERTIFY that the Mayor of the City of Anaheim signed said Resolution No. 96R-166 on the 24th day of September, 1996. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Anaheim this 24th day of September, 1996. CITY CLERK OF THE CITY OF ANAHEIM V (SEAL) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 96R-166 was duly passed and adopted by the City Council of the City of Anaheim on September 24th, 1996. CITY CLERK Of THE CITY OF ANAHEIM