Oakland Coliseum lease agreement

SEVENTH AMENDMENT
TO
OAKLAND -ALAMEDA COUNTY COLISEUM
OAKLAND ATHLETICS
AMENDED AND RESTATED STADIUM LICENSE AGREEMENT
This Seventh Amendment (the “Seventh Amendment”) to the Oakland-
Alameda County Coliseum—Oakland Athletics—Amended and Restated Stadium
License Agreement (as more particularly described in the Recitals below) is entered into
as of the day of 2006 between Oakland-Alameda County
Coliseum Authority, a joint exercise of powers authority established by the City of
Oakland, a municipal corporation and a charter city duly organized and existing under the
laws and the constitution of the State of California, and the County of Alameda, a
political subdivision of the State of California (“Licensor”), and Athletics Investment
Group LLC, a California limited liability company (“Licensee”).
Recitals
A. On October 31, 1995, Oakland Alameda County Coliseum, Inc., a California
non-profit corporation (the “Former Licensor”) and The Oakland Athletics
Baseball Company, a California limited partnership (“OABC”), entered into
the Oakland Alameda County Coliseum—Oakland Athletics—Amended and
Restated Stadium License Agreement (“License Agreement”).
B. On October 31, 1995, Licensee and Athletics Stadium Operations Company
LLC, a California limited liability company (“ASOC”), acquired all of the
partnership interests in OABC. Thereafter OABC assigned to ASOC all of
OABC’s right, title and interest in and to the License Agreement.
C. On June 26, 1998, Licensor, Former Licensor, Licensee and ASOC entered
into a First Amendment To The Oakland-Alameda County Coliseum—
Oakland Athletics Amended and Restated Stadium License Agreement.
D. On July 30, 1998, Licensor, Former Licensor, Licensee and ASOC entered
into a Second Amendment To The Oakland-Alameda County Coliseum—
Oakland Athletics Amended and Restated Stadium License Agreement.
E. On October 9, 1998, Licensor, Former Licensor, Licensee and ASOC entered
into a Third Amendment To The Oakland-Alameda County Coliseum—
Oakland Athletics Amended and Restated Stadium License Agreement.
F. On December 24, 1998, Licensor, Former Licensor, Licensee and ASOC
entered into a Fourth Amendment To The Oakland-Alameda County
Coliseum—Oakland Athletics Amended and Restated Stadium License
Agreement.
G. On September , 2002, Licensor, Former Licensor and Licensee entered into a
Fifth Amendment To The Oakland-Alameda County Coliseum—Oakland
Athletics Amended and Restated Stadium License Agreement.
H. On March 23, 2006, Licensor, Former Licensor, Licensee and ASOC entered
into a Sixth Amendment To The Oakland-Alameda County Coliseum—
Oakland Athletics Amended and Restated Stadium License Agreement.
I. On July 31, 2006, all rights of Former Licensor to license the Stadium
terminated pursuant to the terms of the Operating Agreement, dated as of July
31, 1996, between the Licensee and the Former Licensee.
J. Licensor and Licensee desire to extend the term of, and otherwise further
amend, the License Agreement as provided below.
K. The parties recognize that Section 31 of the License Agreement requires the
approval of the Office of the Commissioner of Baseball of any such
amendment.
L. The parties recognize that the Licensor is required to obtain the approval of
the City of Oakland and the County of Alameda prior to entering to any such
amendment.
M. As used herein, the term “License Agreement” shall mean the original License
Agreement and all amendments to it as recited above; “Licensee” shall refer to
Athletics Investment Group LLC; Licensor shall refer to the Oakland
Alameda County Coliseum Authority; and capitalized terms used but not
defined herein shall have the meaning ascribed to them in the License
Agreement.
Agreement
Now, Therefore, Licensor and Licensee hereby amend the License Agreement as
follows:
1. Term of License Agreement.
Section 7.1 of the License Agreement is hereby amended to read, and is replaced in
its entirety, as follows:
“This License Agreement shall be for a term commencing November 1,
1995 and ending on December 31, 2010 (the “Fixed Term”); provided, however,
Licensee shall have the right to elect, as such right may be exercised in its
absolute sole discretion, to continue the License Agreement on a “year-by-year”
basis after the end of the Fixed Term through the end of the 2013 Baseball Season
and to December 31st of such applicable year (the “Option Period”) on the terms
and conditions applicable under this License Agreement. The Fixed Term and the
Option Period are sometimes referred to in the License Agreement as the “Term.”
If Licensee elects for any reasons, as determined in its absolute sole discretion, to
continue the License Agreement on a “year-by-year” basis after the end of the
Fixed Term, them Licensee shall give Licensor written notice of its election to
continue the License Agreement on or before July 15 preceding each year during
which the License Agreement shall be continued,”
Section 7.2 of the License Agreement is hereby amended to read, and is replaced in
its entirety, as follows:
“Provided Licensee is not in material default under the terms of this
License Agreement and notwithstanding Section 7.1 above, Licensee, may at any
time terminate the License Agreement, including this Seventh Amendment, as
follows:
“(a) If Licensee evidences an intent to use, and thereafter does secure
and/or otherwise contracts for the use of, a baseball facility to play its Home
Games located within Alameda County, (i) upon providing to Licensor written
notice One Hundred Twenty (120) days prior to the date of such termination and
(ii) without the payment of any amounts otherwise due or payable or of any
penalty or other consideration to, and without recourse by, Licensor and/or
Authority or any other party; or
“(b) Notwithstanding and except as provided in Section 7.1 above, and as
determined in its absolute sole discretion, upon (i) providing to Licensor written
notice One Hundred Twenty (120) days prior to the date of such termination and
(ii) the payment of all amounts due and all amounts that would become due
through the end of the Fixed Term as provided in Section 8.1(a) of the License
Agreement, as amended by this Seventh Amendment, plus an additional Two
Hundred Fifty Thousand Dollars ($250,000); provided, however, with respect to
such termination, in no case shall Licensee be obligated to pay any “Paid
Attendance” amount provided in Section 8.1(c) below.”
2. License Fees.
Section 8.1 of the License Agreement is hereby amended in its entirety as follows:
“License Fees. As consideration for all of the use of areas licensed as
described in Section 3, and Licensor’s other covenants and promises under this
License Agreement, Licensee shall pay “License Fees” to Licensor as follows:
“(a) During the portion of the Fixed Term beginning January 1, 2003,
Licensee shall pay the sums of (i) Five Hundred Thousand Dollars ($500,000) not
later than each June 30 of and for the years 2003 through 2005; (ii) Five Hundred
Fifty Thousand Dollars ($550,000) not later than June 30 of and for the year
2006; (iii) Six Hundred Thousand Dollars ($600,000) not later than June 30 of
and for the year 2007; and (iv) Seven Hundred Fifty Thousand Dollars ($750,000)
of and for the years 2008 through 2010;
“(b) Not later than June 30 of each year for which Licensee has given
notice of continuation of the License Agreement during the Option Period
pursuant to Section 7.1 above, Licensee shall pay the sums of (i) One Million
Two Hundred Thousand Dollars ($1,200,000) for the year 2011; (ii) One Million
Dollars ($1,000,000) for the year 2012; and (iii) Eight Hundred Thousand Dollars
($800,000) for the year 2013;
“(c) Not later than December 15 of each respective year during the
portion of the Fixed Term beginning January 1, 2003 and ending December 31,
2006, Licensee shall pay the sum equal to Fifty Cents ($0.50) multiplied by the
number by which the “Paid Attendance” (as defined below) during the preceding
Regular Season exceeds two million. For purposed of this section, “Paid
Attendance” shall mean the number representing paid attendance for the Regular
Season as reported by Licensee to the Office of the Commissioner of Baseball.
Together with each such payment, Licensee shall provide to Licensor an officer’s
certificate certifying that the Paid Attendance used to calculate the payment
required by this Section 8.1(c) is the true and correct Paid Attendance as reported
to the Office of the Commissioner of Baseball.”
3. Concessions.
The License Agreement is hereby amended to add a new Section 12.5 to read as
follows:
“Effect of Termination of the License Agreement. Notwithstanding the
foregoing and regardless of whether Licensee has provided the notice required
under Section 7.2 above, if Licensee announces its intent or agrees to commence
playing its Home Games at any location outside of Alameda County during the
Option Period, all rights granted the Licensee under Section 12 shall immediately
terminate, (if such announcement occurs during the Option Period), or shall
terminate at the end of the Fixed Term (if such announcement occurs during the
Fixed Term) and the Licensor shall succeed to all such rights, except that
Licensee shall continue to have the sole right to all revenues received from the
sale of food and beverage at Home Games. Licensee agrees that, during the
Option Period, all contracts to provide or sell food and beverages at the Stadium,
including at Home Games, shall terminate on December 31 of each year unless
Licensee has given notice pursuant to Section 7.1 of Licensee’s election to
continue the License Agreement.”
4. Continuing Effect of License Agreement.
Except as otherwise expressly set forth in this Seventh Amendment, the License
Agreement shall remain in full force and effect. No other modification, alteration
and/or amendment of this Seventh Amendment and/or the License Agreement shall
be permitted, unless evidenced by the written consent of the parties hereto. This
Seventh Amendment, together with the License Agreement, is the entire agreement of
the parties and supercedes all prior agreements and representations, irrespective of
whether or not such are oral or written.
5. Counterparts.
This Seventh Amendment may be executed in any number of counterparts, each of
which shall be deemed to be an original and all of which together shall constitute one
agreement.
LICENSOR:
Oakland Alameda County Coliseum Authority,
A joint powers authority
By:
Gail Steele, chair
LICENSEE:
ATHLETICS INVESTMENTS GROUP LLC,
A CALIFORNIA LIMITED LIABILITY COMPANY
By:
Manager

SEVENTH AMENDMENT

TO

OAKLAND -ALAMEDA COUNTY COLISEUM

OAKLAND ATHLETICS

AMENDED AND RESTATED STADIUM LICENSE AGREEMENT

This Seventh Amendment (the “Seventh Amendment”) to the Oakland-Alameda County Coliseum—Oakland Athletics—Amended and Restated Stadium License Agreement (as more particularly described in the Recitals below) is entered into as of the ___ day of _________ 2006 between Oakland-Alameda County Coliseum Authority, a joint exercise of powers authority established by the City of Oakland, a municipal corporation and a charter city duly organized and existing under the laws and the constitution of the State of California, and the County of Alameda, a political subdivision of the State of California (“Licensor”), and Athletics Investment Group LLC, a California limited liability company (“Licensee”).

Recitals

A. On October 31, 1995, Oakland Alameda County Coliseum, Inc., a California non-profit corporation (the “Former Licensor”) and The Oakland Athletics Baseball Company, a California limited partnership (“OABC”), entered into the Oakland Alameda County Coliseum—Oakland Athletics—Amended and Restated Stadium License Agreement (“License Agreement”).

B. On October 31, 1995, Licensee and Athletics Stadium Operations Company LLC, a California limited liability company (“ASOC”), acquired all of the partnership interests in OABC. Thereafter OABC assigned to ASOC all of OABC’s right, title and interest in and to the License Agreement.

C. On June 26, 1998, Licensor, Former Licensor, Licensee and ASOC entered into a First Amendment To The Oakland-Alameda County Coliseum— Oakland Athletics Amended and Restated Stadium License Agreement.

D. On July 30, 1998, Licensor, Former Licensor, Licensee and ASOC entered into a Second Amendment To The Oakland-Alameda County Coliseum— Oakland Athletics Amended and Restated Stadium License Agreement.

E. On October 9, 1998, Licensor, Former Licensor, Licensee and ASOC entered into a Third Amendment To The Oakland-Alameda County Coliseum— Oakland Athletics Amended and Restated Stadium License Agreement.

F. On December 24, 1998, Licensor, Former Licensor, Licensee and ASOC entered into a Fourth Amendment To The Oakland-Alameda County Coliseum—Oakland Athletics Amended and Restated Stadium License Agreement.

G. On September , 2002, Licensor, Former Licensor and Licensee entered into a Fifth Amendment To The Oakland-Alameda County Coliseum—Oakland Athletics Amended and Restated Stadium License Agreement.

H. On March 23, 2006, Licensor, Former Licensor, Licensee and ASOC entered into a Sixth Amendment To The Oakland-Alameda County Coliseum— Oakland Athletics Amended and Restated Stadium License Agreement.

I. On July 31, 2006, all rights of Former Licensor to license the Stadium terminated pursuant to the terms of the Operating Agreement, dated as of July 31, 1996, between the Licensee and the Former Licensee.

J. Licensor and Licensee desire to extend the term of, and otherwise further amend, the License Agreement as provided below.

K. The parties recognize that Section 31 of the License Agreement requires the approval of the Office of the Commissioner of Baseball of any such amendment.

L. The parties recognize that the Licensor is required to obtain the approval of the City of Oakland and the County of Alameda prior to entering to any such amendment.

M. As used herein, the term “License Agreement” shall mean the original License Agreement and all amendments to it as recited above; “Licensee” shall refer to Athletics Investment Group LLC; Licensor shall refer to the Oakland Alameda County Coliseum Authority; and capitalized terms used but not defined herein shall have the meaning ascribed to them in the License Agreement.

Agreement

Now, Therefore, Licensor and Licensee hereby amend the License Agreement as follows:

1. Term of License Agreement.

Section 7.1 of the License Agreement is hereby amended to read, and is replaced in its entirety, as follows:

“This License Agreement shall be for a term commencing November 1, 1995 and ending on December 31, 2010 (the “Fixed Term”); provided, however, Licensee shall have the right to elect, as such right may be exercised in its absolute sole discretion, to continue the License Agreement on a “year-by-year” basis after the end of the Fixed Term through the end of the 2013 Baseball Season and to December 31st of such applicable year (the “Option Period”) on the terms and conditions applicable under this License Agreement. The Fixed Term and the Option Period are sometimes referred to in the License Agreement as the “Term.”

If Licensee elects for any reasons, as determined in its absolute sole discretion, to continue the License Agreement on a “year-by-year” basis after the end of the Fixed Term, them Licensee shall give Licensor written notice of its election to continue the License Agreement on or before July 15 preceding each year during which the License Agreement shall be continued,”

Section 7.2 of the License Agreement is hereby amended to read, and is replaced in its entirety, as follows:

“Provided Licensee is not in material default under the terms of this License Agreement and notwithstanding Section 7.1 above, Licensee, may at any time terminate the License Agreement, including this Seventh Amendment, as follows:

“(a) If Licensee evidences an intent to use, and thereafter does secure and/or otherwise contracts for the use of, a baseball facility to play its Home Games located within Alameda County, (i) upon providing to Licensor written notice One Hundred Twenty (120) days prior to the date of such termination and (ii) without the payment of any amounts otherwise due or payable or of any penalty or other consideration to, and without recourse by, Licensor and/or Authority or any other party; or

“(b) Notwithstanding and except as provided in Section 7.1 above, and as determined in its absolute sole discretion, upon (i) providing to Licensor written notice One Hundred Twenty (120) days prior to the date of such termination and (ii) the payment of all amounts due and all amounts that would become due through the end of the Fixed Term as provided in Section 8.1(a) of the License Agreement, as amended by this Seventh Amendment, plus an additional Two Hundred Fifty Thousand Dollars ($250,000); provided, however, with respect to such termination, in no case shall Licensee be obligated to pay any “Paid Attendance” amount provided in Section 8.1(c) below.”

2. License Fees.

Section 8.1 of the License Agreement is hereby amended in its entirety as follows:

“License Fees. As consideration for all of the use of areas licensed as described in Section 3, and Licensor’s other covenants and promises under this License Agreement, Licensee shall pay “License Fees” to Licensor as follows:

“(a) During the portion of the Fixed Term beginning January 1, 2003, Licensee shall pay the sums of (i) Five Hundred Thousand Dollars ($500,000) not later than each June 30 of and for the years 2003 through 2005; (ii) Five Hundred Fifty Thousand Dollars ($550,000) not later than June 30 of and for the year 2006; (iii) Six Hundred Thousand Dollars ($600,000) not later than June 30 of and for the year 2007; and (iv) Seven Hundred Fifty Thousand Dollars ($750,000) of and for the years 2008 through 2010;

“(b) Not later than June 30 of each year for which Licensee has given notice of continuation of the License Agreement during the Option Period pursuant to Section 7.1 above, Licensee shall pay the sums of (i) One Million Two Hundred Thousand Dollars ($1,200,000) for the year 2011; (ii) One Million Dollars ($1,000,000) for the year 2012; and (iii) Eight Hundred Thousand Dollars ($800,000) for the year 2013;

“(c) Not later than December 15 of each respective year during the portion of the Fixed Term beginning January 1, 2003 and ending December 31, 2006, Licensee shall pay the sum equal to Fifty Cents ($0.50) multiplied by the number by which the “Paid Attendance” (as defined below) during the preceding Regular Season exceeds two million. For purposed of this section, “Paid Attendance” shall mean the number representing paid attendance for the Regular Season as reported by Licensee to the Office of the Commissioner of Baseball.

Together with each such payment, Licensee shall provide to Licensor an officer’s certificate certifying that the Paid Attendance used to calculate the payment required by this Section 8.1(c) is the true and correct Paid Attendance as reported to the Office of the Commissioner of Baseball.”

3. Concessions.

The License Agreement is hereby amended to add a new Section 12.5 to read as follows:

“Effect of Termination of the License Agreement. Notwithstanding the foregoing and regardless of whether Licensee has provided the notice required under Section 7.2 above, if Licensee announces its intent or agrees to commence playing its Home Games at any location outside of Alameda County during the Option Period, all rights granted the Licensee under Section 12 shall immediately terminate, (if such announcement occurs during the Option Period), or shall terminate at the end of the Fixed Term (if such announcement occurs during the Fixed Term) and the Licensor shall succeed to all such rights, except that Licensee shall continue to have the sole right to all revenues received from the sale of food and beverage at Home Games. Licensee agrees that, during the Option Period, all contracts to provide or sell food and beverages at the Stadium, including at Home Games, shall terminate on December 31 of each year unless Licensee has given notice pursuant to Section 7.1 of Licensee’s election to continue the License Agreement.”

4. Continuing Effect of License Agreement.

Except as otherwise expressly set forth in this Seventh Amendment, the License Agreement shall remain in full force and effect. No other modification, alteration and/or amendment of this Seventh Amendment and/or the License Agreement shall be permitted, unless evidenced by the written consent of the parties hereto. This Seventh Amendment, together with the License Agreement, is the entire agreement of the parties and supercedes all prior agreements and representations, irrespective of whether or not such are oral or written.

5. Counterparts.

This Seventh Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together shall constitute one agreement.

10 thoughts on “Oakland Coliseum lease agreement

  1. Perfect. The fixed period expires at the end of the 2013 season. Assuming the TR are waved, there should be no problem getting a ballpark built in San Jose in time for Opening Day 2014.

    • Mr. Russo’s recent comments appear to be a knee-jerk reaction to someone at Oakland City Hall (after reading about Herrera’s pre-mayoral election campaign letter to Selig) asking him (Russo) if he is doing anything with the A’s situation. It reminds me of my 13 year old yellow labrador snappin’ at flies that he will never catch. If Russo thinks he can find a breach or some sort of bad faith conduct out of that document he is smoking weed with Stacy Keech, Cheech Marin and Tommy Chong. Maybe there is more, maybe there are other documents (and facts) when coupled with the lease and its amendments could be fashioned into a colorable argument for breach. Just don’t see it yet. However, as Russo so stated, “I’m going to be looking over the lease real carefully….” Good Luck and Good Night Irene!

  2. Slightly OT but it has something to do with the Coliseum and it’s HUGE NEWS: http://www.sfgate.com/cgi-bin/article.cgi?f=/c/a/2009/12/19/BAG21B6ERB.DTL&type=49ers

    People have speculated about this for years but it’s the first statement I’ve read about this from the owner. It also makes that potential lawsuit from SF even more ridiculous, especially if this scenario ever comes into play. The A’s would also not mind this scenario, if it makes it easier for them to move out.

    • Wow. I happen to agree with Jed York. A football only Coliseum is a great idea. But I have to wonder why he would say it publicly right now. Considering the campaign that is afoot in Santa Clara, I mean.

      • From my perspective the only reason JY said anything was to head of any speculation that SF was no 2 on the list–its all about Santa Clara—and SF is not anywhere on their radar screen. While I agree the Coli has lots of potential as a back-up site for a joint stadium the same fundamental issues with Oakland are present. Santa Clara has been working with the ‘9ers for the past 2 years on the term sheet. These things don’t happen overnight….which is why Oakland and the Raiders should be talking terms now in the event SC doesn’t materialize….just like SJ has done over the past 5 years in workign on establishing their site–

  3. York is using this as a scare tactic to the anti-Oakland crowd in the Peninsula and San Francisco. But it is a great idea. You could have the Raiders and Forty Niners in a state-of the-art facility which could also be designed to host a World Cup. The Oakland Athletics would then be free to move to a charming urban waterfront ballpark on Victory Court.

  4. Okay, I’ll be the first to say it, “Damnit Oakland, keep your filthy paws off of OUR team”. How dare you try and steal OUR team. You already have a team, why do you need OUR team? Do you know how many loyal fans we have, and the tradition behind this team? Damn, I knew Jed York was a carpetbagger.

    Now Navigator, how ridiculous does that all sound?

    I think this just illustrates what we’ve been saying, the Niners, Raiders, A’s, Giants, Warriors, and Sharks all market to the entire Bay Area, not just the city where they are located.

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