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HomeMy WebLinkAboutResolution - 2006-R0610 - Agreement - SPPHCL - Commission - 12/19/2006Resolution No. 2006—RO610 December 19, 2006 Item No. 5.28 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, an Agreement for Commission by and between the City of Lubbock and South Plains Professional Hockey Club Limited, and all related documents. Said Agreement for Commission is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this 19th day of ATTEST: Reb cca Garza, City Secretary APPROVED AS TO CONTENT: M Scott Snider Assistant City Manager/Community Services APPROVED AS TO NORM: ()M I t L. yra /"� s t Richard K. Casner, First AssistCity Attorney as/ccdocs/Agreement for Commission -Cotton Kings Dcccmber 15, 2006 December 2006. DAVID A ILLER, MAYOR Resolution No. 2006-RO610 December 19, 2006 Item No. 5.28 AGREEMENT FOR COMMISSION This Agreement for Commission (the "Agreement") is dated effective December 7, 2006, by and between South Plains Professional Hockey Club Limited ("Cotton Kings") and the City of Lubbock, Texas, a Texas home -rule municipal corporation ("City„). WHEREAS, the City owns, operates and leases the Lubbock Municipal Coliseum and Lubbock Municipal Auditorium ("Facilities") for various sports, cultural, civic and entertainment events; WHEREAS, the City desires to convey the naming rights of the Facilities and to receive compensation therefore; WHEREAS, due to its unique situation of being a tenant of all or part of the Facilities, and their presence in the community of Lubbock and knowledge of the market therefore, the City desires that the Cotton Kings assist the City in soliciting potential purchasers of the naming rights of the Facilities; WHEREAS, the Cotton Kings are amenable to performing such services for the City, on a commission basis. NOW, THEREFORE, the City and Cotton Kings hereby agree as follows: 1. The Cotton Kings shall utilize their best efforts to obtain a purchaser of the naming rights of the Facilities on terms agreeable to the City and said purchaser. 2. In consideration of the services to be provided by the Cotton Kings hereunder, the City shall pay to the Cotton Kings, as commission, the sum of One Hundred Thousand Dollars ($100,000), as a one time payment for its services herein. Said commission shall be payable on or before forty- five (45) days after the City shall enter into a valid and binding naming rights agreement between the City and the purchaser of said naming rights. This payment shall be a one time commission, and the Cotton Kings shall be entitled to no other consideration or compensation for services under this Agreement or any other services related to the naming rights of the Facilities. 3. The City and Cotton Kings each represent and warranty that they have the full power, authority and legal right to enter to into this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly authorized by all necessary requisite corporate action of each of the parties hereto and upon execution and delivery by each party to this Agreement, this Agreement shall constitute a binding and obligation of each party, enforceable in accordance with its terms. 4. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, notwithstanding the potential application of laws of other jurisdictions. This Agreement is performable, at least in part, in Lubbock County, Texas, and venue for any and all disputes arising out of or related to this Agreement shall lie solely and exclusively in the courts of competent jurisdiction in Lubbock County, Texas. 5. Whenever possible, each provision of this Agreement shall be interpreted in such a manner so is to give effect and validity under applicable law. In the event any provision or application hereof is invalid, such provision shall be effective only to the extent of its validity, without invalidating or otherwise effecting the remainder of such provision or the remaining provisions of this Agreement. 6. This Agreement contains the entire understanding between the Cotton Dings and the City and supersedes any prior understandings and written or oral agreements respecting the subject matter of this Agreement. All such. agreements and understanding, if any, are deemed to be merged into this Agreement. There are no representations, agreements, arrangements, or understandings, oral or written, between the City and Cotton Kings relating to the subject matter of this Agreement that are not fully expressed in this Agreement. 7. This Agreement expires on February 1, 2007. Agreement for Commission — Page 2 This instrument is executed this 19th day of December , 2006. SOUTH PLAINS PROFESSIONAL HOCKEY CLUB LIMITED Nam Title CITY OF LUBBOCK, TEXAS DAVID A. MILLER, MAYOR ATTEST: R ecca Garza City Secretary APPROVED AS TO CONTENT: _57 C Scott Snider Assistant City Manager/Community Services APPROVED AS TO FORM: /____1 /I ') et Richard K. Casn ,— First Assistant City Attorney as/CITYATT/Richard/Agreement for Commission -Cotton Kings (December 15.2006 Agreement for Commission — Page 3