HomeMy WebLinkAboutexhibit 2- amendment to RLAAMENDMENT NO. 2 TO REVOCABLE LICENSE AGREEMENT
This amendment (hereinafter referred to as "Second Amendment") to the Revocable
License Agreement (hereinafter referred to as "Agreement") dated May 15, 2002, by and
between Raceworks, LLC, a limited liability corporation organized and existing under the laws
of the State of Delaware and licensed as a foreign corporation in the State of Florida (hereinafter
referred to as "Licensee"), the City of Miami, a municipal corporation of the State of Florida
(hereinafter referred to as the "City"), and Bayfront Park Management Trust, a limited agency
and instrumentality of the City of Miami (hereinafter referred to as "Trust"), is made as of this
day of , 2004, but effective as of , 2004.
Recitals:
WHEREAS, the City, the Trust and Licensee executed a Revocable License Agreement
("Agreement") on May 22, 2002, as amended, and entered into various other agreements and
arrangements in connection with Raceworks for Raceworks to conduct motor vehicle racing
events in Downtown Miami ("Race Events"); and
WHEREAS, pursuant to the Agreement, the Licensee is required to remit to the Trust
payment for a use fee, ticket fee, and pay other financial obligations incurred as a result of the
2003 Race Events; and
WHEREAS, the Trust has found the Licensee to be in default of the Agreement due to its
failure to satisfy its outstanding financial obligations; and
WHEREAS, the Trust and the Licensee wish to settle all outstanding obligations
associated with the 2003 Race Events and desire to cancel, compromise, and settle its agreements
with each other; and
WHEREAS, the Trust and Licensee have had negotiations to execute a Compromise,
Settlement and Release Agreement ("Settlement Agreement") that would settle all outstanding
obligations associated with Licensee's Race Events; and
WHEREAS, the Trust would like to terminate its participation in the Agreement; and
WHEREAS, Licensee has agreed not to conduct future events at Bayfront Park unless
Licensee remits the full amount that is due to Trust as a result of the 2003 Race Events; and
Now therefore, in consideration of the terms and conditions herein, the parties agree as
follows:
1. Parties to the Agreement: Upon the Licensee's fulfillment of its obligations
pursuant to the Settlement Agreement and the execution of this Second Amendment, the Trust
shall be released from any obligations pursuant to the Agreement and shall no longer be a party
to the Agreement. The parties to the Agreement shall be the City and Licensee. All references
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Revocable License Agreement, Amendment No. 2
to the Bayfront Park Management Trust or the use of Bayfront Park shall be stricken and, from
this point forth, shall no longer have effect.
2. Effect of this Amendment: All remaining terms of the Agreement, not
specifically amended herein, shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly
executed and delivered by their respective officers and hereunto duly authorized as of the date
first above written.
ATTEST: LICENSEE, LLC, a
Delaware corporation.
Print Name:
Print Title:
ATTEST:
Priscilla A. Thompson
City Clerk
ATTEST
Print Name:
Print Title:
Chuck Martinez
President and General Manager
CITY OF MIAMI,
a municipal corporation of the
. State of Florida
Joe Arriola
City Manager
BAYFRONT PARK MANAGEMENT
TRUST, a limited agency and
instrumentality of the City of Miami
Timothy F. Schmand
Executive Director
APPROVED AS TO INSURANCE APPROVED AS TO FORM AND
REQUIREMENTS: CORRECTNESS
Dania Carrillo Alejandro Vilarello
Risk Management Administrator City Attorney
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Revocable License Agreement, Amendment No. 2