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Res 072-2001 6/19/20013 RESOLUTION NO. 'I a,-JMI RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WICHITA FALLS, TEXAS, TO APPROVE CHANGE ORDER NUMBER ONE FOR THE MULTI - PURPOSE EVENTS CENTER COLISEUM TO CONSTRUCT SKYBOXES, AND AUTHORIZING THE CITY MANAGER TO EXECUTE A SKYBOX AGREEMENT WITH ELECTRA CONSTRUCTION, INC.; FINDING AND DETERMINING THAT THE MEETING AT WHICH THIS RESOLUTION WAS PASSED WAS OPEN TO THE PUBLIC AS REQUIRED BY LAW. WHEREAS, the City of Wichita Falls has entered into a contract for the construction of the Multi- Purpose Events Center Coliseum with Electra Construction Company, Inc.; and WHEREAS, it is the desire of the City and Electra Construction Company, Inc., to construct skyboxes for the Multi- Purpose Events Center Coliseum; and WHEREAS, the construction of the skyboxes will be funded pursuant to the Skybox Agreement between the parties, and shall not result in any change in the original contract price between the parties. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WICHITA FALLS, TEXAS, THAT: SECTION 1. Change Order Number One for the Multi- Purpose Events Center Coliseum Project, to construct skyboxes pursuant to that certain Skybox Agreement attached hereto as Exhibit A, is approved, and the City Manager is authorized to execute the Change Order and Skybox Agreement. SECTION 2. It is hereby officially found and determined that the meeting at which this resolution was passed was open to the public as required by law. PASSED AND APPROVED this the 19th day of June 2001. ATTEST: 1' City Clerk MAYOR SKYBOX AGREEMENT This agreement is entered into by and between the WICHITA FALLS/WICHITA COUNTY MULTI - PURPOSE EVENTS CENTER CORPORATION, a non - profit corporation located in Wichita Falls, Wichita County, Texas, acting as the management of the Events Center known as MPEC, hereinafter called "MPEC ", THE CITY OF WICHITA FALLS, TEXAS, a municipal corporation located in Wichita County, Texas, hereinafter called "City ", and EDMOND HAL WILLIAMS and LANE SIMMONS, DBA Electra Construction Company, a partnership with principal offices located in Electra, Wichita County, Texas, hereinafter called "ECC ", to provide for the construction of ten (10) skyboxes to be included in the Coliseum to be built on behalf of the City. RECITALS A. City is the owner of a Coliseum to be built in the City of Wichita Falls. B. MPEC is the operator of the Coliseum for City. C. MPEC wishes to provide for the construction of ten (10) skyboxes located on the south /south -east side of said coliseum. D. ECC desires to construct said skyboxes and to assist City /MPEC in securing such skyboxes by financing the construction of said boxes. E. City will be the owner of said skyboxes, and neither City nor the taxpayers of the City of Wichita Falls will have any financial obligation for either the construction of or the debt associated therewith, save and except for the obligations contained herein. The parties hereto agree as follows: 1 1. ECC agrees to construct ten skyboxes in accordance with plans and specifications included as a part of a contract with City, said contract already providing for the construction of the Coliseum. Said skybox project will have a price of Nine Hundred eighty -four thousand, four hundred eighty -three and No /100 Dollars ($984,483.00). 2. City agrees to reimburse ECC for the construction of the skyboxes from 100% of all rental of said skyboxes received by MPEC. Although it may do so at its option, City will have no liability to repay ECC from any source other than the rental of said skyboxes. Said payments are to be made by City within thirty (30) days of City's receipt from MPEC of any rental proceeds from said skyboxes. Additionally, City agrees to pay ECC seven percent (7 %) simple interest on the unpaid principal balance due ECC under this agreement, said interest to commence on the date of the official opening of the Coliseum. Interest shall be payable with the principal payments as hereinabove provided from revenue paid to MPEC for the rental of said skyboxes. Payments shall be first applied to accrued interest and then to the principal owed. 3. MPEC shall keep the skyboxes in good repair and condition during the term of this agreement. It shall be the sole right and responsibility of MPEC to rent said skyboxes, to set the rental prices for said skyboxes, and to collect the rental proceeds therefrom. MPEC does not guarantee, however, to collect any rents from said skyboxes and neither MPEC nor City incur any liability in making any payment to ECC until rental from said skyboxes is actually received by City. 4. Edmond Hal Williams and Lane Simmons, and their wives, Carolynn Williams and Cynthia Simmons (hereinafter called Williams- Simmons), are hereby given the right to rent one skybox of their choice for their lives, or the life of any of them, at twenty-five percent (25 %) of the highest typical rate charged each year by MPEC for the rental of such skyboxes. The rent paid by Williams- Simmons shall be applied to the obligation of City to ECC under this agreement. Williams- Simmons shall not be allowed any discount over the usual and normal charges of MPEC to any skybox lessee for tickets, beverages, or maintenance. At any time Williams- Simmons should fail to rent a skybox under the terms hereof, this right to lease a skybox in future years shall terminate. The right to lease said skybox is not transferable or assignable by Williams- Simmons and any such attempted assignment, sublease, or transfer shall be void. 2 5. In the event of bankruptcy of ECC, dissolution of the partnership of ECC, or divorce of either Edmond Hal Williams and Carolynn Williams and /or Lane Simmons and Cynthia Simmons, the Trust Department of Waggoner National Bank, whose principal office is located in the City of Vernon, Wilbarger County, Texas, shall be the payee for the debt associated with said skyboxes. 6. Should MPEC determine that additional skyboxes should be built, ECC shall have the option to construct and finance the additional skyboxes under the same terms and conditions as herein set out (save and except Williams- Simmons shall not have the right to rent an additional skybox at the discounted price contained hereinabove) for a period of ten (10) years, commencing with the opening of the Coliseum. Nothing herein to the contrary withstanding, MPEC may at any time inform ECC of MPEC's desire to have the ten additional skyboxes built. ECC shall have six (6) months from the receipt of said notice from MPEC to complete negotiations in good faith and to commence construction of said additional skyboxes. Failure of ECC and MPEC to complete good faith negotiations and for ECC to begin construction of said skyboxes within said six - month period shall result, at MPEC's option, in the termination of ECC's option contained herein. Any additional skyboxes constructed by ECC shall be at a price to be negotiated by MPEC and ECC. 7. It is understood and agreed that ECC shall have no lien upon any property located at the Coliseum, including, but not limited to, said skyboxes. It is further understood and agreed that City reserves the right to prepay the debt to ECC in any amount, at any time prior to maturity, without penalty. City promises to pay to the order of ECC at their offices in Electra, Wichita County, Texas, according to the terms herein, the principal amount plus interest at the rate stated above. This provision overrides other provisions of this and any other instruments concerning the debt. this day of i 2001. This agreement entered into —� y 0 , WICHITA FALLS/WICHITA COUNTY MULTI- PURPOSE EVENTS CENTER CORPORATION Kathryn AlYeager, 3 6 June 2001 OF WVCHITA F James � Berzina, CipManager ELECTRA CONSTUPUCTI N COMP NY By 6 -1 Edmond Hal Williams, Partner 4 Lane Simmons, Partner 4 Change Order PROJECT: (Name and address) THE MULTI - PURPOSE EVENTS CENTER COLISEUM AND THE ASSOCIATED SITE WORK WITHIN THE BLOCK ON WHICH THE WORK IS TO BE PERFORMED. THE SITE OF THE WORK IS: 900 5TH STREET WICHITA FALLS TX, WICHITA_ COUNTY TO CONTRACTOR: ELECTRA CONSTRUCTION CO INC PO BOX 271 (76360 -0271) 2202 N HIGHWAY 25 ELECTRA TX 76360 (Name and address) THE CONTRACT IS CHANGED AS FOLLOWS: 2000 Edition - Electronic Format AIA Document G701— 2000 CHANGE ORDER NUMBER: ONE (#01) OWNER DATE: 06 JUNE 2001 ARCHITECT ARCHITECT'S PROJECT NUMBER: CONTRACTOR 92910.20 CONTRACT DATE: 26 NOVEMBER 1999 FIELD CONTRACT FOR: OTHER ❑ GENERAL CONSTRUCTION (Inc lude, where applicable, any undisputed amount attributable to previously executed Construction Change Directives.) The Contractor shall proceed with the design and construction of ten (10) sky boxes on the east side of the Coliseum consistent with preliminary plans prepared by Bundy Young Sims & Potter. dated 2 March 2001. Sheets A101 A102 and A103 are attached as Attachment Number One (_ #01) to this Change Order. This Change Order is subject to the approval of the agreement between Hal Williams and Lane Simmons and the City of Wichita Falls, describing the terms of reimbursement for the cost of construction of the sky boxes NO CHANGE IN COST The original ( ontract um) ( ('—ranteed llaydmum YfiEe) was $ The net change by previously authorized Change Orders s 0.00 The (Contract Sum) (r d ' i " ) prior to this Change Order was $ 19.024,172.00 The (Contract Sum) (r d MaXifflUffi Priee) will be (' d) (.aeErea°ea) (unchanged) by this Change Order in the amount of s 0.00 The new (Contract Sum) (r M m PriEe) including this Change Order will be s 19.024.172.00 The Contract Time will be O -eased) (d Ereased) (unchanged) by ZERO ( -0- ) days. © 2000 The American Institute o Arc itects. Reproduction ot the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: G701- 92910- 20- MPEC.AIA -- 6/6/2001. AIA License Number 1006975, which expires on 3/30/2002. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. © 2000 AIA® AIA DOCUMENT G701 -2000 CHANGE ORDER The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006 -5292 • The d-a te'of Substantial Completion as of the date of this Change Order therefore is 23 OCTOBER 2002. ,- NOTE: This Change Order does not include changes in the Contract Sum, Contract Time or Guaranteed Maximum Price which have been authorized by Construction Change Directive for which the cost or time are in dispute as described in Subparagraph 7.3.8 of AIA Document Ami. Not valid until signed by the Architect, Contractor and Owner. MPEC COLISEUM JOINT VENTURE f RICHARD H. BUNDY,AIA U-1 D DAT COORDINATING ARCHITECT HARPER PERKINS ARCHITECTS INC 4AP PERKINS, AIA Q - ot DATE ELECTRA CITY OF CONSTRUCTION CO INC WICHITA FALLS y EDMOND HAL WILLIAMS J11 NY ZINA � PRESIDENT Crry MAN Qjlik DATE DA O 000 The American Institute or Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. User Document: 8701- 92910 -22- mpec.aia -- 6/6/2001. AIA License Number 1006975, which expires on 3/30/2002. 1111 � •• ., EXP. DATE: 311 JULY 2001 DATE: &-& -C� t w Lol 0 0 ' 0 0 r ,fig 4� L I p: Yg 'kv If F -1 1 T I I f % Z' ■ W-N .. FL. COPIC SEATING 0 2 F A 3Nr Eo MIN" om"VE-1 mo> 00 Z r* o"o C:� 0 W 5- to co --p In 5* Eo P3 S- I� 0 1 ., t (b ib 3: 0 0 :3 m CD z .i " =r > Z 0 ' C? I r ,fig 4� L I p: Yg 'kv If F -1 1 T I I f % Z' ■ W-N .. FL. 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