Mitchy moo
04-08-2006, 01:58 PM
STADIUM LEASE
THIS STADIUM LEASE (the "Stadium Lease") is made as of the _____ day of July 1998, by and between ERIE COUNTY STADIUM CORPORATION, a New York business corporation and wholly-owned subsidiary of the New York State Urban Development Corporation d/b/a the Empire State Development Corporation, a public benefit corporation having an office and principal place of business at 633 Third Avenue, New York, New York 10017-6754 (the "ECSC") and BUFFALO BILLS, INC., a New York business corporation having an office and principal place of business at One Bills Drive, Orchard Park, New York 14127 (the "Bills").
R E C I T A L S :
WHEREAS, the County of Erie (the "County") is the owner of an approximately 135 acre parcel of real property situated in the Town of Orchard Park, New York, which parcel is improved by a football stadium and related amenities (the "Stadium Complex"); and
WHEREAS, pursuant to its rights as a National Football League franchisee, the Bills are the owners of the "Buffalo Bills" football team (the "Team"); and
WHEREAS, pursuant to a certain Agreement of Lease, dated as of October 15, 1971, between the County and the Bills' predecessor in interest (as amended, the "Original Lease"), the Team has used and occupied the County's football stadium for its home games since 1973; and
WHEREAS, the term of the Original Lease expires on July 31, 1998; and
WHEREAS, the County, New York State (the "State") and the Bills have determined that the Team encourages and fosters economic development and prosperity for the citizens of Erie County and Western New York, enhances the image of Erie County and Western New York and provides recreational and other opportunities for the citizens of Erie County and Western New York; and
WHEREAS, the citizens of Western New York have supported and enjoyed the Team since its inception such that the Team has become an integral part of the Western New York community; and
WHEREAS, on January 12, 1998, the State, the County and the Bills entered into a Memorandum of Understanding (the "MOU") setting forth in principle certain actions to be undertaken by each of the parties to enable the Team to continue to play its home games at the County's football stadium through July 31, 2013; and
WHEREAS, pursuant to Chapter _______ of the 1998 Session Laws of New York (the "Authorizing Legislation"), the State has found and declared, among other things, that the refurbishment, renovation, improvement, operation, maintenance, repair and financing of the Stadium Complex constitute a public and governmental purpose for the benefit of the citizens of the County and the State, and has specifically authorized the implementation of the various actions contained in the MOU, including, without limitation, the execution and delivery of this Stadium Lease and certain other documents relating to the Stadium Complex; and
WHEREAS, certain of the actions contained in the MOU relate to the refurbishing, renovation and improvement of the Stadium Complex at a cost of approximately $63.25 million; and
WHEREAS, under the New York State Urban Development Act, Chapter 174 of the 1968 Laws of New York, as amended (the "Act"), the New York State Urban Development Corporation d/b/a the Empire State Development Corporation (the "ESDC") is empowered to lease real property from municipalities and to rehabilitate and improve such real property; and
WHEREAS, pursuant to Section 12 of the Act, the ESDC is empowered to create subsidiary corporations and to confer upon such subsidiary corporations all "privileges, immunities, tax exemptions and other exemptions" which the ESDC enjoys, including, without limitation, such privileges, immunities, tax exemptions and other exemptions which enure to the ESDC by virtue of the ESDC's status as a public benefit corporation; and
WHEREAS, on February 6, 1998, the ESDC filed a Certificate of Incorporation with the New York Secretary of State forming the ECSC; and
WHEREAS, paragraph seven of such Certificate of Incorporation provides that the ECSC shall enjoy all of the "privileges, immunities, tax exemptions and other exemptions" of the ESDC; and
WHEREAS, in the Authorizing Legislation, the State has confirmed that the ECSC is a public benefit corporation; and
WHEREAS, on February 27, 1998, the ESDC and the Bills entered into a Design Funding Agreement pursuant to which the Bills have agreed to undertake certain preliminary design and construction work related to the refurbishing, renovation and improvement of the Stadium Complex; and
WHEREAS, to implement the refurbishing, renovation and improvement of the Stadium Complex, the ECSC, the County and the Bills entered into a certain Construction Coordinating Agreement dated as of July ___, 1998 (the "Construction Coordinating Agreement"); and
WHEREAS, pursuant to the terms of the Construction Coordinating Agreement, the ECSC has agreed to contract and pay for, and to oversee such refurbishing, renovation and improvement; and
WHEREAS, to facilitate such refurbishing, renovation and improvement, the County has leased the Stadium Complex to the ECSC pursuant to a certain Master Lease, dated as of July __, 1998, between the County, as lessor, and the ECSC, as lessee; and
WHEREAS, the ECSC has agreed to simultaneously sublease the Stadium Complex to the Bills on the terms and conditions set forth in this Stadium Lease; and
WHEREAS, in its capacity as "lead agency," the County has issued, on its own behalf and on behalf of all other involved agencies, a "negative declaration" under the New York State Environmental Quality Review Act covering the refurbishing, renovation and improvement of the Stadium Complex.
NOW, THEREFORE, for one dollar ($1.00) and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged
THIS STADIUM LEASE (the "Stadium Lease") is made as of the _____ day of July 1998, by and between ERIE COUNTY STADIUM CORPORATION, a New York business corporation and wholly-owned subsidiary of the New York State Urban Development Corporation d/b/a the Empire State Development Corporation, a public benefit corporation having an office and principal place of business at 633 Third Avenue, New York, New York 10017-6754 (the "ECSC") and BUFFALO BILLS, INC., a New York business corporation having an office and principal place of business at One Bills Drive, Orchard Park, New York 14127 (the "Bills").
R E C I T A L S :
WHEREAS, the County of Erie (the "County") is the owner of an approximately 135 acre parcel of real property situated in the Town of Orchard Park, New York, which parcel is improved by a football stadium and related amenities (the "Stadium Complex"); and
WHEREAS, pursuant to its rights as a National Football League franchisee, the Bills are the owners of the "Buffalo Bills" football team (the "Team"); and
WHEREAS, pursuant to a certain Agreement of Lease, dated as of October 15, 1971, between the County and the Bills' predecessor in interest (as amended, the "Original Lease"), the Team has used and occupied the County's football stadium for its home games since 1973; and
WHEREAS, the term of the Original Lease expires on July 31, 1998; and
WHEREAS, the County, New York State (the "State") and the Bills have determined that the Team encourages and fosters economic development and prosperity for the citizens of Erie County and Western New York, enhances the image of Erie County and Western New York and provides recreational and other opportunities for the citizens of Erie County and Western New York; and
WHEREAS, the citizens of Western New York have supported and enjoyed the Team since its inception such that the Team has become an integral part of the Western New York community; and
WHEREAS, on January 12, 1998, the State, the County and the Bills entered into a Memorandum of Understanding (the "MOU") setting forth in principle certain actions to be undertaken by each of the parties to enable the Team to continue to play its home games at the County's football stadium through July 31, 2013; and
WHEREAS, pursuant to Chapter _______ of the 1998 Session Laws of New York (the "Authorizing Legislation"), the State has found and declared, among other things, that the refurbishment, renovation, improvement, operation, maintenance, repair and financing of the Stadium Complex constitute a public and governmental purpose for the benefit of the citizens of the County and the State, and has specifically authorized the implementation of the various actions contained in the MOU, including, without limitation, the execution and delivery of this Stadium Lease and certain other documents relating to the Stadium Complex; and
WHEREAS, certain of the actions contained in the MOU relate to the refurbishing, renovation and improvement of the Stadium Complex at a cost of approximately $63.25 million; and
WHEREAS, under the New York State Urban Development Act, Chapter 174 of the 1968 Laws of New York, as amended (the "Act"), the New York State Urban Development Corporation d/b/a the Empire State Development Corporation (the "ESDC") is empowered to lease real property from municipalities and to rehabilitate and improve such real property; and
WHEREAS, pursuant to Section 12 of the Act, the ESDC is empowered to create subsidiary corporations and to confer upon such subsidiary corporations all "privileges, immunities, tax exemptions and other exemptions" which the ESDC enjoys, including, without limitation, such privileges, immunities, tax exemptions and other exemptions which enure to the ESDC by virtue of the ESDC's status as a public benefit corporation; and
WHEREAS, on February 6, 1998, the ESDC filed a Certificate of Incorporation with the New York Secretary of State forming the ECSC; and
WHEREAS, paragraph seven of such Certificate of Incorporation provides that the ECSC shall enjoy all of the "privileges, immunities, tax exemptions and other exemptions" of the ESDC; and
WHEREAS, in the Authorizing Legislation, the State has confirmed that the ECSC is a public benefit corporation; and
WHEREAS, on February 27, 1998, the ESDC and the Bills entered into a Design Funding Agreement pursuant to which the Bills have agreed to undertake certain preliminary design and construction work related to the refurbishing, renovation and improvement of the Stadium Complex; and
WHEREAS, to implement the refurbishing, renovation and improvement of the Stadium Complex, the ECSC, the County and the Bills entered into a certain Construction Coordinating Agreement dated as of July ___, 1998 (the "Construction Coordinating Agreement"); and
WHEREAS, pursuant to the terms of the Construction Coordinating Agreement, the ECSC has agreed to contract and pay for, and to oversee such refurbishing, renovation and improvement; and
WHEREAS, to facilitate such refurbishing, renovation and improvement, the County has leased the Stadium Complex to the ECSC pursuant to a certain Master Lease, dated as of July __, 1998, between the County, as lessor, and the ECSC, as lessee; and
WHEREAS, the ECSC has agreed to simultaneously sublease the Stadium Complex to the Bills on the terms and conditions set forth in this Stadium Lease; and
WHEREAS, in its capacity as "lead agency," the County has issued, on its own behalf and on behalf of all other involved agencies, a "negative declaration" under the New York State Environmental Quality Review Act covering the refurbishing, renovation and improvement of the Stadium Complex.
NOW, THEREFORE, for one dollar ($1.00) and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged