HomeMy WebLinkAbout1954 Authorizing the City to enter into a Temporary Construction License AgreementBILL NO. 2023-063 ORDINANCE NO. 1954
AN ORDINANCE AUTHORIZING THE CITY TO ENTER INTO A TEMPORARY
CONSTRUCTION LICENSE AGREEMENT
WHEREAS, the City of Riverside, Missouri a fourth-class city organized and existing
under the laws of the State of Missouri ("City") owns the real property more particularly
described on Exhibit A attached hereto and incorporated herein (collectively, the
"Property"); and
WHEREAS, the City and Live Nation Entertainment, Inc., a Delaware corporation ("LNE")
are Parties to that certain Lease Agreement dated as of December 6, 2022 (the "Lease"),
leasing the Property from the City and the Parties are currently negotiating an amendment
of the Lease, (the "Negotiations"); and
WHEREAS, the timely completion of LNE's proposed improvements to the Property (the
"Project") is in the mutual interest of both Parties; and
WHEREAS, to help facilitate such timely completion, LNE has requested from the City a
license on and over the Property for LNE, its affiliates, and their respective agents,
employees, contractors, subcontractors, material men, suppliers, consultants, and other
representatives (collectively, "LNE Parties") to enter the Property and perform contractor
mobilization, prepare temporary roadways and laydown areas, install the storm water
pollution prevention plan, perform earthwork grading and other various site work as set
forth on Exhibit B, attached hereto and incorporated herein, (collectively, "Permitted
Activities"); and
WHEREAS, City Staff recommends the City's Board of Aldermen to authorize the City to
enter into a Temporary Construction License Agreement "License") in substantially the
same form and upon the same conditions as the License attached hereto as Exhibit C,
attached hereto and incorporated herein; and
WHEREAS, the Board of Aldermen find that authorization of the Temporary Construction
License Agreement requested by LNE, as contained in Exhibit C, attached hereto and
incorporated herein, fulfills a public purpose and will provide an opportunity to further the
growth of the City, facilitate the development of Riverside, improve the environment of the
City, increase the assessed valuation of the real estate situated within the City, increase
the sales tax revenues realized by the City, foster increased economic activity within the
City, increase employment opportunities within the City, and otherwise be in the best
interests of the City by furthering the health, safety, and welfare of its residents and
taxpayers.
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE
CITY OF RIVERSIDE, MISSOURI AS FOLLOWS:
SECTION 1 — BEST INTEREST OF THE CITY TO AUTHORIZE THE CITY TO ENTER
INTO A TEMPORARY CONSTRUCTION LICENSE AGREEMENT. It is in the best
interest of the City, in order to provide an opportunity to further the growth of the City,
improve the environment of the City, foster increased economic activity within the City,
JC 17518836.1
increase employment opportunities within the City, further the objectives of the TIF Plan,
further build out the public infrastructure and otherwise is in the best interests of the City
by furthering the health, safety, and welfare of its residents and taxpayers, to authorize
the City to enter into a Temporary Construction License Agreement in substantially the
same form as that attached hereto as Exhibit C, and incorporated herein.
SECTION 2 — AUTHORITY GRANTED. The Mayor, City Administrator, Special Counsel
to the City — Spencer Fane LLP, and other appropriate officials and employees of the City
are hereby authorized and directed to take any and all actions as may be deemed
necessary or convenient to carry out and comply with the intent of this Ordinance and to
execute and deliver for and on behalf of the City all certificates, instruments, agreements
and other documents as may be necessary or convenient to perform all matters herein
authorized.
SECTION 3 — EFFECTIVE DATE. This Ordinance shall be in full force and effect from
and after its passage and approval.
BE IT REMEMBERED that the above was read two times by heading only,
PASSED AND APPROVED by a majority of the Board of Aldermen and APPROVED by
the Mayor of the City of Riverside, Missouri, this 31s1 day of October, 2023.
/s/ Kathleen L. Rose
Kathleen L. Rose, Mayor
ATTEST:
/s/ Robin Kincaid
Robin Kincaid, City Clerk
Approved as to form:
/s/ Joe Bednar
by Joe Bednar, Spencer Fane LLP,
Counsel to the City
JC 17518836.1
EXHIBIT A
PROPERTY DESCRIPTION
JC 17518836.1
EXHIBIT A
Description of License Property
Approximately 130+/- acres as generally depicted below and consisting of the following Parcel
Nos:
23-3.0-07-000-000-003.000
2 3-3.0-07-000-000-004.000
23-3.0-07-000-000-005.000
23-3.0-07-000-000-006.000
23-3.0-07-000-000-006.001
23-3.0-07-000-000-007.000
23-3.0-07-000-000-008.000
23-3.0-07-100-001-002.000
23-3.0-07-000-000-009.000
23-3.0-07-000-000-016.000
233.0-07-000-000-015.000
(map of area with property highlighted in blue)
Exhibit A to Early Access License Agreement
EXHIBIT B
PERMITTED ACTIVITES CONTRACT
JC 17518836.1
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
LIVE NATION
LIVE NATION
9348 Civic Center Dr.
Beverly Hills, CA 90210
Tel 310-867-7000
October 27, 2023
Via E-mail
ARCO Construction Company, a division of ARCO Construction Holdings, Inc.
900 North Rock Hill Road
Saint Louis, MO 63119
Attn: Adam Meyer, Project Manager
Phone: 314-732-6762
Email: ameyer@arcol.com
Re: Limited Notice to Proceed — LNKC Riverside Amphitheater located at the northwest intersection
of Horizons Parkway and I-635 in Riverside, Missouri (the "Property")
Dear Adam:
This letter concerns the proposed work (the "Work") to be done by ARCO Construction Company, a
division of ARCO Construction Holdings, Inc. ("Contractor") at the Property pursuant to the Contractor's
Proposal, attached to this letter as Exhibit A, dated September 27, 2023 (as revised by agreement of the parties
October 27, 2023) previously provided by Contractor to Live Nation Entertainment, Inc. ("Owner"). The parties
are negotiating a construction contract (the "Contract") to set forth Contractor's and Owner's respective rights and
obligations with respect to Contractor's performance of the Work. Unless and until the Contract is executed and
delivered by Contractor and Owner, there shall be no binding agreement for Contractor to perform the Work
(except for the portions thereof expressly permitted to be commenced by this letter, and then only up to the dollar
amount hereunder which Owner is required to pay Contractor therefor). No legal terms and conditions from the
Contractor's proposal are incorporated except to the extent included in the Contract. In the event of any conflict
between the terms of the Limited Notice to Proceed and Exhibit A (and any sub -exhibits thereunder), the Limited
Notice to Proceed shall control unless approved otherwise by Owner in writing.
Execution and delivery of this letter agreement by Contractor shall be deemed a limited notice to proceed
("Limited Notice to Proceed") with the work described herein. Pursuant to such Limited Notice to Proceed,
Contractor shall commence with the "LNTP Work" (as defined herein) on or before November 6, 2023.
Contractor shall provide notice to Owner if permits required to begin the LNTP Work are not received by such
date, and (in such case) Contractor shall provide Owner with a revised commencement date and schedule for the
LNTP Work for Owner's approval. The "LNTP Work" shall mean solely the following: as described in Exhibit
A. Contractor shall assign sufficient numbers of duly qualified personnel as necessary to ensure that LNTP Work
is performed in accordance with this Limited Notice to Proceed.
If the Work includes obtaining surveys or geotechnical and other tests and reports related to the project
site ("Reports"), Contractor will act as Owner's limited agent for purposes of obtaining Reports in Owner's name
and may rely on them (within the applicable standard of care) in performance of the Work.
Owner shall be obligated to pay Contractor for the actual substantiated costs reasonably incurred by Contractor in
performing the LNTP Work plus markup for Contractor's overhead, profit, and insurance (per Exhibit B) in the
amount of 10.25%; provided that in no event shall Owner's liability in connection with the LNTP Work exceed
Two Million Eight Hundred Twenty -Six Thousand Eighty -Nine Dollars ($2,826,089) (the "LNTP Work Cost
Cap"). Contractor shall invoice Owner for the LNTP Work and shall provide supplier and subcontractor invoices,
lien waivers, and reasonable supporting documentation regarding any invoiced amounts as reasonably requested
in advance by Owner. Owner shall pay any undisputed amounts due in accordance with the terms hereof and in
connection with the LNTP Work within thirty (30) days after Owner's receipt of Contractor's invoice and all
required supporting documentation requested by Owner. For the avoidance of doubt, any amounts paid by Owner
in connection with the LNTP Work shall be credited against any amounts due from Owner under the Contract if
and when entered into by Owner and Contractor.
v. 7.8.22
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
ARCO Construction Company, a division of ARCO Construction Holdings, Inc.
October 27, 2023
Page 2
Upon execution hereof, Contractor shall provide Owner with insurance certificates evidencing
Contractor's Workers' Compensation, Commercial General Liability, and Business Automobile Liability, as set
forth in Exhibit B. Owner reserves the right to request additional coverage and have more detailed insurance
requirements with higher limits in the Contract.
To the fullest extent not prohibited by law, Contractor agrees to indemnify, defend and hold harmless
Owner and Owner's employees, board members, and consultants from and against any and all claims, causes of
action, losses, damages and liabilities for bodily injury, personal injury or property damage to the extent caused
by Contractor's negligence. Without limiting the foregoing, Owner recognizes that Contractor's sole obligation
for the presence of hazardous materials at the site of the Work not brought to the site by Contractor or its
subcontractors is to stop Work and notify Owner so Owner can address the issue. Owner shall indemnify
Contractor against all damages to the extent arising out of or resulting from the presence, exacerbation, removal
or remediation of hazardous materials at the Site, except to the extent Contractor introduces hazardous materials
at the Site or fails to follow instructions from Owner's environmental consultant, if any.
Contractor grants an irrevocable, royalty free license to Owner in all documents, models and other work
product of Contractor or any consultant or subcontractor of Contractor relating to the performance of the LNTP
Work, whether hard copy or on electronic media (collectively "Work Product").
Owner agrees that the foregoing license and right to use the Work Product is subject to the following
conditions: (i) Owner's alteration of incomplete Work Product, and/or Owner's use of the Work Product without
the involvement of Contractor (except to the extent used to complete, maintain, or add to the Project without
alteration of such Work Product), is at Owner's sole risk and without liability or legal exposure to Contractor or
anyone working by or through Contractor; (ii) Owner shall indemnify and hold harmless the Contractor from and
against any and all claims, damages, liabilities, losses, and expenses, including attorneys' fees, arising out of or
resulting from such use or alteration. The obligations of this section shall survive completion and/or termination
of this Limited Notice to Proceed.
Contractor may subcontract designated portions of its LNTP Work ("Subcontract") to any third party
("Proposed Subcontractor"), provided that, before Contractor enters into any such Subcontract, Owner shall have
approved the following in writing: (a) the Proposed Subcontractor and (b) the specific LNTP Work to be
subcontracted or delegated. Notwithstanding any subcontract or delegation of the LNTP Work as permitted
above, Contractor shall remain fully responsible for all obligations hereunder, including, without limitation, the
LNTP Work provided by its subcontractors and consultants. All subcontracts and purchase orders shall be fully
assignable to Owner or Owner's designee, and shall grant to Owner the same rights in and to such subcontractor's
or consultant's work product as is set forth in this Limited Notice to Proceed with respect to the Work Product. If
Contractor and Owner do not enter into the Contract, then, at Owner's option, subcontracts and purchase orders
shall be assigned to Owner or its designee without recourse against Contractor.
In connection with their respective obligations under this Limited Notice to Proceed, each party shall
comply with all applicable federal, state and local laws effective as of the date of this letter.
This Limited Notice to Proceed may be terminated by Owner without cause and for its convenience upon
not less than ten (10) days' written notice. In the event of any termination, Contractor shall be paid for all
properly performed LNTP Work (including materials procured, any unreturned deposits, cancellation fees, or
other costs due in settlement of cancelled agreements related to the Work) actually rendered up to the date of
termination and for its overhead and profit on such actually rendered Work. Nothing in this Limited Notice to
Proceed authorizes Contractor to recover fee or profit with respect to LNTP Work not performed or Work not
performed. Upon any termination of this Limited Notice to Proceed, Contractor shall deliver (or cause to be
delivered) to Owner copies of all Work Product in both hard copy and electronic form.
2
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DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
ARCO Construction Company, a division of ARCO Construction Holdings, Inc.
October 27, 2023
Page 3
Upon execution of the Contract, any of the permitted work actually performed under this Limited Notice
to Proceed shall be deemed to have been performed as work under the Contract. If Owner and Contractor do not
enter into a Contract for the Work, Contractor shall have no right to perform, or be paid for, any of the Work
except to the extent permitted hereunder for the LNTP Work up to the amount of the LNTP Work Cost Cap.
Neither Contractor nor Owner shall be liable for, and each hereby waives all claims for any consequential
losses or damages, whether arising in contract, warranty, tort (including negligence), strict liability or otherwise,
including but not limited to losses of use, profits, business, reputation, or financing. However, this mutual waiver
shall not apply or preclude recovery for: (a) claims, damages, costs or expenses to the extent arising out of fraud,
gross negligence or willful misconduct; or (b) third party claims covered by indemnity obligations hereunder, but
only to the extent Contractor was afforded the opportunity to control the defense of such claims.
The Contractor shall comply with all rules, policies, procedures and requirements (including the payment
of prevailing wage in accordance with applicable laws), imposed by the Owner's lenders, fmanciers or other
parties involved with any incentives for the Project. Owner shall notify Contractor of such requirements and
Contractor may request a modification to this LNTP for an increase in the LNTP Work Cost Cap if such
requirements result in an actual increase in costs. Notwithstanding the foregoing, the parties agree that prevailing
wages as required by the wage determination in effect on the date hereof are included in the LNTP Work Cost
Cap and will not be a reason for an increase in the LNTP Work Cost Cap.
Please sign this letter where provided below, and return it by e-mail to the undersigned. Signatures
hereon transmitted electronically shall be valid for all purposes; however, any party shall deliver an original
signature hereon to the other party upon request. Please let me know if you have any questions.
Sincerely.
DocuSigned by:
/s/ David Codiga
David Codiga
President
Accepted and Agreed:
ARCO Construction Company, a division of ARCO Construction Holdings, Inc.
-DocuSigned by:
By: /s/ Matt Sander
Matt Sander, P.E.
Title: Vice President
3
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
ARCO Construction Company, a division of ARCO Construction Holdings, Inc.
October 27, 2023
Page 4
EXHIBIT A
CONTRACTOR'S PROPOSAL
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
OUTLINE SPECIFICATIONS
For:
LNKC Amphitheater - Phase 1
Site Preload / Grading for +/- 16,000 Seat Amphitheater
LIVE
NATION
CLIENT:
Live Nation Worldwide, Inc.
LOCATION:
Riverside, Missouri
BY:
ARCO Construction Company, Inc.
ARCO
CONSTRUCTION
THE DESIGN/BUILD PEOPLE
ARCO Job #507
September 27, 2023
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
PROJECT OVERVIEW
The work shall include the earthwork grading associated with preload for settlement and
consolidation of soils at the +/- 16,000 seat Amphitheater project for Live Nation Worldwide, Inc
("Owner"). This specification is in accordance with the drawings and geotechnical report
information as listed in this Outline Specification; as prepared by ARCO Construction and
includes the following items:
1. Design information utilized for creation of this outline specification and construction
considerations:
A. 100% schematic design drawings (civil, architectural, landscaping, electrical,
plumbing, design finishes) [08.25.2023]
B. 100% schematic design narratives (architectural, structural, MEPFT) [08.25.2023]
C. Updated Draft geotechnical engineering report [08.17.2023]
2. ARCO excludes all environmental assessment, testing, and remediation; and assumes no
liability for schedule delays due to third -party environmental work.
3. ARCO has included the following costs associated with improving the site for preload
settlement and consolidation of the amphitheater bowl and retaining wall, and auxiliary
buildings throughout the plaza:
A. Mobilization, supervision, and existing utility -locates for mass grading, cut/fill
operations.
B. Clearing/grubbing and strip site topsoil and stockpile for reuse at landscaping
areas (topsoil placement in landscaped areas not included in this phase). Limits
of topsoil stripping and mass grading are defined generally by the Figure 1 within
the Earthwork section of these Outline Specifications.
C. Mass grading cut/fills required to bring site, amphitheater bowl, and auxiliary
buildings to elevation as required in the geotechnical report specific to
preloading/surcharging. Site grades/elevations within Figure 1 limitations shall
help promote/establish positive drainage during and beyond Phase 1 activities.
D. Removal of surcharge material is not included in Phase 1 pricing.
E. Storm Water Pollution Prevention Plan (SWPPP) best management practices
(BMP's) to be installed to accommodate Phase 1 earthwork activities.
F. Construction staking as needed to support Phase 1 earthwork activities.
G. Temporary rock/aggregate laydown and construction roadways are included to
support Phase 1 earthwork activities as shown in Figure 2 within the Outline
Specifications.
Building Overview 1 page
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
OUTLINE SPECIFICATIONS
TABLE OF CONTENTS PAGE
Division 1 - General Requirements 1
Division 2 - Sitework 3
Division 3 - Concrete 5
Division 4 - Masonry 5
Division 17 - Exclusions and Clarifications 5
Building Overview 2 1 P a g e
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
OUTLINE SPECIFICATIONS
Division 1 - General Requirements
1.1
Summary of the Work
A. The work shall include the Phase 1 earthwork grading associated with preload for
settlement and consolidation of soils at the +/- 16,000 seat Amphitheater facility.
The new Phase 1 construction shall include clearing/grubbing/stripping,
temporary roadways/laydown areas, and SWPPP as defined within these Outline
Specifications.
1.2 Building Features
A. Not applicable ("N/A") for Phase 1.
1.3 Applicable Codes
A. The work shall be completed in accordance with these Specifications, the
working drawings, and all applicable local codes.
B. All work shall be completed in accordance with the requirements of the Platte
County, City of Riverside, Riverside City Fire Department, and the State of Missouri.
1.4 Permits and Fees
A. Owner shall obtain and pay all building/site/applicable permits and inspection
fees required for this project.
B. ARCO does not include any costs associated with utility extensions or
infrastructure fees.
1.5 Drawings and Specifications
A. Owner shall provide complete working drawings for the civil and engineering
requirements for the project. These drawings will be provided for construction use
prior to the start of construction.
B. All required construction and engineering drawings shall bear the seal of licensed
engineers of the State of Missouri. Should a governing body, airport authority, or
local building inspector require that changes be made to any phase of the
building plans or specifications, as they were prepared, approved and permitted,
then any additional cost for said changes shall be paid for by Owner.
C. No deviations from the approved plans and specifications shall be permitted
without authorization from Owner.
1.6 Insurance
A. ARCO shall carry State Worker's Compensation, Liability Insurance in amounts
sufficicnt for this projcct. required by the LNTP.
B. Owner shall provide Builder's Risk Insurance, wits 1 owner respoe fur poyme
of all deductibles in the event of a claim.
C. All Certificates of Insurance shall be submitted to Owner prior to the start of
construction.
1.7 General
A. All work shall be performed in a professional workmanlike manner in accordance
with generally accepted construction practices.
B. ARCO shall provide temporary power, water, lighting, sanitary facilities, temporary
field office, safety barriers, and trash removal as required during construction and
Outline Specification 1 1 P a g e
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
pay for all costs in connection with same including their removal.
C. ARCO excludes provisions to provide local fire department a paved (concrete or
asphalt) access roadway during construction.
D. ARCO excludes temporary fencing and/or sitc sccurity mcasures for Phase 1.
No third -party or off -hours security guard is inc uded. ARCO shall
take reasonable industry measures to ensure site security.
E. ARCO includes jobsite trailer (double -wide mobilizing at beginning of Phase 1
construction, and rental for (1 1) months, through settlement monitoring of
preload/surcharging.
F. ARCO field supervision time is included for the (5.5) months schedule for Phase 1
construction, as detailed in the Phase 1 Construction Schedule datcd 9/27/2023.
October 26, 2023.
1.8 Warranty
A. N/A for Phase 1
1.9 Schedule & Seasonal Costs
A. ARCO shall maintain a bar chart progress schedule and hold monthly meetings
with the owner to review the progress of the project.
B. ARCO does not assume the responsibility to make-up for delays caused by
environmental testing or remediation.
C. We include an allowance of $250,000 for premiums for seasonal costs for this
Phase based on the schedule anticipated at this time. Please note that
winter/summer costs will need to be evaluated depending upon overall schedule
and impact due to encountered and forecasted weather conditions. Winter
costs would include but is not limited to the following examples: lime drying, snow
removal, soil discing, water pumping, rock for subgrade, etc.
1.10 Testing
A. All quality control testing shall be provided by Owner, including settlement plate
monitoring.
B. Soil compaction, moisture, density, etc. testing is by Owner. All settlement and
consolidation testing and monitoring is by Owner.
C. Environmental assessment and testing are excluded from ARCO's scope of work.
D. ARCO excludes all testing.
1.11 Surveys
A. ARCO shall provide an "As -Built" topography survey showing preloading fill
elevations and detention/swale limits to Owner after this Phase of the project has
been completed.
B. ARCO shall provide construction staking to establish limits for property lines,
retaining wall at bowl, amphitheater bowl and preloading, auxiliary building
preloading/surcharging, SWPPP, detention and swales for cut/fill and drainage,
and temporary roadways.
C. An Alta survey is not included at this time. Topography surveys shall be by Owner,
with exception of as -built survey.
Outline Specification 2 1 Page
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
1.12 LEED
A. ARCO shall construct with sustainable intent, however, no costs are included for
pursuing LEED certification. All LEED premiums are excluded.
Division 2 - Sitework
2.1 Earthwork
A. Any existing vegetation shall be cleared and removed within the areas of the
mass grading as defined in Figure 1.
B. ARCO has analyzed the site and will provide a balanced cut/fill. No import/export
will be required at this location. Cut/fill quantities are evaluated for a balanced
site for all Phases of the project, including and beyond Phase 1.
C. The deep fills and prior pond burial performed by others (City of Riverside, etc.)
increases the risk for differential settlement and soil consolidation with the added
loads of soil and building from leveling the steep site. Geotechnical Engineer and
Owner anticipate 6-month settlement monitoring period between constructing
the preloading fills at the retaining wall and amphitheater bowl, and receiving
clearance from the geotechnical engineer to achieve settlement/consolidation,
and proceed with construction. The actual process of settlement and
observations by the geotechnical engineer will dictate the ultimate timeline
associated with mitigating this risk and moving forward with the building
construction.
D. ARCO does not include supervision services once preloading and mass grading
associated with Phase 1 per Figure 1 is achieved. Figure 1 represents cut/fill
assumptions of +/- 150,000 CY of material for preloading the Amphitheater
retaining wall and bowl, and +/- 15,000 CY of material for auxiliary buildings. An
additional +/- 100,000 CY of cut/fill mass grading is included to promote/establish
site positive drainage within the limits shown in Figure 1.
E. No removal or re -compaction of poor soils is included. Lift thicknesses and
compaction rates to be achieved per the geotechnical report. Deviations from
this report could result in additional costs, pending review and direction from
Owner's testing agency.
F. Removal/replacement of preloading/surcharge material is not included in Phase 1
scope of work.
G. At auxiliary buildings, ARCO includes providing a preload/surcharge of 5' above
the planned finish elevation of each building, extending full -depth to a distance
10' beyond the building pads laterally in all directions.
H. At amphitheater retaining wall and bowl, ARCO includes providing a
preload/surcharge of 5' above the planned finish elevation of retaining wall,
extending full -depth to a distance allowing safe -sloping of 2:1 slopes from top of
preload/surcharge elevation. ARCO assumes 5' of preload/surcharge coverage
will need to be maintained above all bowl elevations exceeding 10' above plaza
elevation - i.e.: as the finish elevation of bowl slopes towards the stage,
preload/surcharge material will slope similarly until elevation 10' above plaza
elevation is achieved; then preload/surcharge material will slope 2:1 to bottom of
slope.
Outline Specification 3( Page
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
We include all required siltation control and fulfillment of SWPPP (Storm Water
Pollution Prevention Plan) per Platte County and Missouri Department of Natural
Resources.
J. Based on prior test -pitting and results of the Owner -provided geotechnical
investigation, ARCO does not anticipate encountering rock on the site and no
cost for rock excavation or sorting/management of large rocky material has
been included. Should buried obstructions be discovered during the earthwork
phase, the extent of the obstruction and solutions for such shall be assessed at
that time.
Phase 1 Limitations (land disturbance, stripping, cut/fill mass grading, etc.)
Figure 1: Phase 1 Earthwork Limitations (+/-)
2.2 Temporary Roadway/Laydown Surfacing
A. Temporary roadway/laydown surfacing is included to allow for Phase l
construction activities. The surfacing shall include the following:
1. Clearing, grading and compaction of existing subgrade.
2. Non -woven fabric.
3. 12" section of recycled crushed concrete material ("RCM"); placed and
compacted. RCM shall be a 1.5" minus screened material.
B. Any and all surfacing, paving, etc. beyond the temporary scope listed above is
excluded from Phase 1.
Outline Specification 4 1 Page
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
Temp Roads & Fencing Legend
Description | Quantity | Unit
Trailer Laydown / General Parking Area 99,084 sf
Figure 2: Phase 1 Temporary Laydown & Roadway Limitations (+/-)
2.3 Site Utilities
A. N/A for Phase 1
2.4 Landscaping
A. N/A for Phase 1
2.7 Retaining Walls
A. N/A for Phase 1
Division 3 - Concrete
3.1 N/A for Phase 1
Division 4 - Masonry
4.1 N/A for Phase 1
All Other Divisions
N/A for Phase 1
Division 17 - Clarifications & Exclusions
17.1 Architecture & Engineering
A. Owner shall furnish complete geotechnical, architectural, civil, structural,
plumbing, HVAC, fire protection, electrical, construction documents,
specifications and coordination of all other engineering disciplines as required for
Phase 1 construction.
Outline Specification 5 | P a g e
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
17.2 Items provided by Owner and not ARCO:
A. Field testing, material testing, QAQC third -party testing, etc. related to soils
consilitdation, settlement, compaction, moisture, densities, etc.
B. Settlement plates installation, monitoring, reporting, etc.
C. Design and construction documents.
D. Permits and permit fees.
E. Topography surveys for design coordination/implementation.
17.3 Items not included in ARCO's Scope of Work.
A. Environmental assessment study or any testing for hazardous materials and/or
environmental demolition or remediation
B. Rock excavation and sorting or removal of any buried obstructions, rubble,
hazardous materials, or other unforeseen conditions
C. Deep foundations, moisture control of soil, sink hole remediation, slab
underdrains, french drains, dewatering, etc.
D. Temporary fencing, site security, etc.
E. Landscape maintenance
F. Soil remediation, lime, or Code L soil treatment (see allowances).
G. Renderings
H. Traffic generation fees or studies
Scope items not listed within this Outline Specification.
Outline Specification 6 I P a g e
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
Schedule of Values
Project Name: LNKC Amphitheater Estimate Type: Phase 1 - Pre-load/Surcharge
Address: Riverside, MO Date: 10/16/2023
Drawing Date: 8/25/2023 100% SD Revision: 1
Phase 1 - Preload/Surcharge
Trade Description | Combined Total | Clarifications
Earthwork $1,837,899
Subtotal: Site Cost $1,837,899
Allowances
Seasonal Conditions $250,000
Subtotal: Allowances $250,000
Total Trade Cost $2,087,899
General Conditions & Requirements Total
Field Supervision/Setup for Surcharge of Ancillary Buildings and Amphitheater Bowl $443,014
Staking/Perliminary Layout $25,000
Geotechnical Engineering/Monitoring BY OWNER
Total General Conditions & Requirements $468,014
Budget Summary
Total Trade Cost = $2,087,899
Total General Conditions & Requirements = $468,014
Insurance 1.25% $32,081
Overhead 4.00% $103,520
Profit 5.00% $134,576
Total Additional Pre-Construction Cost = $2,826,089
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
General Conditions and Allowances Breakdown
Project Name: LNKC Amphitheater
ARCO Scope: Phase 1 - Pre-Load/Surcharge of Amp. Bowl and Auxiliary Buildings
Printed - October 26, 2023 (1:18 PM)
COMPANY ARCO
CONTACT Adam Meyer/NorbStausebach
PHONE 314-732-6762 / 314-309-6169
EMAIL
ALLOCATION % | QTY | UOM | RATE | SUBTOTAL | CLARIFICATIONS
Project Management Staff $107,500
Project Executive 0% 120 Days $1,000.00 $0.00
Senior Project Manager 0% 120 Days 625.00 $0.00
Project Manager 0% 120 Days 500.00 $0.00
Assistant Project Manager 100% 120 Days 500.00 $60,000.00
Assistant Project Manager / Intern 0% 120 Days 175.00 $0.00
PM Staff Travel 1 LS 27,500 $27,500.00
Estimator 0% 120 Days 500.00 $0.00
Legal 1 LS 20,000.00 $20,000.00
Project Field Staff $138,500
General Superintendent 5% 120 Days $1,000.00 $6,000.00
Senior Superintendent 100% 120 Days 750.00 $90,000.00
Superintendent 0% 120 Days 650.00 $0.00
Assist Superintendent 0% 120 Days 650.00 $0.00
Superintendent Staff Travel 1 LS 42,500 $42,500.00
Safety Manager - Onsite 0% 120 Days 500.00 $0.00
Laborer 0% 120 Days 440.00 $0.00
Security $13,750
Security Fencing & Misc 0 LS $0.00
Security Equipment Rental 0 Months 5,000.00 $0.00
Security Staff - off hours 0 Weeks $0.00
Temporary Security System / Webcam 11 Months 1,250.00 $13,750.00
Temporary Security System - install 0 LS $0.00
Temporary Construction $64,750
Temporary Toilets 100 Services 100.00 $10,000.00
Temporary Handwashing Stations Services 100.00 50.00
Potable Water 11 Months 750.00 $8,250.00
Temporary Office Trailers 11 Months 3,000.00 $33,000.00
Temporary Office Trailers - Mobilization 1 LS 13,500 $13,500.00
Temporary Storage Trailers/Containers 0 Months $0.00
Equipment & Storage $39,750
Stationary/office supplies 0 Months $0.00
Water coolers, refrigerators 0 Months $0.00
Street Sweeping & Misc Equipment LS $0.00
Onsite ATV's / Vehicles 11 Months 1,250.00 $13,750.00
Computers, printers 11 Months 1,000.00 $11,000.00
IT jobsite setup 1 LS 15,000.00 $15,000.00
Final Photos EA $0.00
Progress Photos EA 400.00 $0.00
Removed from Phase I per LN on 10/9
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
Project Name: LNKC Amphitheater
ARCO Scope: Phase 1 - Pre-Load/Surcharge of Amp. Bowl and Auxiliary Buildings
Printed - October 26, 2023 (1:18 PM)
COMPANY ARCO
CONTACT Adam Meyer /NorbStausebach
PHONE 314-732-6762/314-309-6169
EMAIL
Safety Management $10,000
OSHA Training LS $0.00
Temporary protection and signage 1 LS 10,000 $10,000.00
Fire extinguishers LS $0.00
PPE LS $0.00
Temporary Condifiom & Utilities $44,000
Temporary Heating EA $0.00
Snow removal/ploughing LS $0.00
Temporary power - connection LS $0.00
Temporary power - monthly service fee 11 Months 3000 $33,000.00
Temporary water 1 LS 11,000 $11,000.00
Temporary access roads LS $0.00
Waste Management $11,000
Rubbish removals - x no. per week 20 LS EA 550.00 $11,000.00
Concrete recycle dumpster, concrete washout LS 50.00
Chutes LS $0.00
Miscellaneous $13,764
Temporary Site Signage 1 LS 12,500 $12,500.00
Final Cleaning $0.00
Other 1 LS 1,264 $1,264.00
Allowances $250,000
Water Pumping 1 LS $75,000.00 Estimated breakout within global allowance
Discing of Wet Soils 1 LS 75,000 $75,000.00 Estimated breakout within global allowance
Snow Removal/Ploughing 1 LS 50,000 $50,000.00 Estimated breakout within global allowance
Extra Rock/Lime Drying/Misc. 1 LS 50,000 $50,000.00 Estimated breakout within global allowance
BASE TOTAL $693,014
A.
B.
C.
PRE VE / ALTERNATE ADJUSTED TOTAL $0
ADJUSTED TOTAL with HIGHLIGHTED ALTERNATES / ARCO ADJUSTMENTS $693,014
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
Earthwork Breakdown
HB Construction
15955 NW 120th Street
Platte City, Mo 64079
Contact: Jason Falldorf
Office Phone: 816.330.3600
Cell Phone: 308390.9061
Date: 10/24/2023
Job Name: ARCO - LNKC - Budget
Plans: Generator Studio 100%
8/25/2023
Revisions:
Pre -Load Items Prevailing Wage
ITEM | DESCRIPTION | QUANTITY | UNIT
10 Mobilization 1.00 LS
20 GPS Files / Site Calibration 1.00 LS
General Conditions 70.443.17
100 Construction Entrance - To Remain in At Grade 1.00 EA
105 Remove Curb and Asphalt 1.00 LS
106 Clearing and Grubbing 1.00 LS
110 Strip & Stockpile 6" 65,000.00 CY
130 Cut/Fill - Minor Grading to Estabilish Drainage 100,000.00 CY
Excavation 698,327.11
270 5' Surcharge for Buildings 15,000.00 CY
272 Surcharge +/- 20' Average (50,000.00 CY
Pre-Load/Surcharge Work 801,900.00
282 Silt Fence 6,360.00 LF
Erosion Control 9.921.60 900
Laydown Area - Recycled Concrete 12" 7,340.00 TON
902 Fine Grade Laydown 99,149.00 SF
Laydown Area 212,385.85 910
Add Fabric for Laydown 11,010.00 SY
Add Fabric (Non -Woven) 44,920.80
GRAND TOTAL 1,837,898.53
NOTES:
Notes:
Page 1 of 2
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
Sales tax is included on installed materials.
Deduct $14,500 for TE.
Prevailing wage.
Relocated Soil limited to Quoted Quantities.
Rock Break & Relocation limited to Quoted Quantities.
Additional costs for CAD revisions will be billed at cost plus 10%.
Topsoil to remain on -site.
Construction Entrance to remain in at grade.
Meters by others.
(strikethrough)
Exclusions:
Bonds, permits, fees, testing, other than quoted; layout; survey; erosion control; prevailing wages; cleanup of others; fencing
removal, salvage or installation; seed or sod; pavement, curb, or walk restoration; bollards; utility adjustments or relocations of
site utilities; traffic control; hazardous materials; street cleaning/sweeping for other scopes/trades; water to be supplied onsite by
GC; any additional spoils material generated by others; structural/footing excavation; retaining wall excavation or backfill;
Interior or exteriror Structural Backfill; removal of frost; winter conditions; washdown area in construction entrance; overtime;
unsuitable soil replacement; demolition of existing structures; inlet protection; scour stops; salvaging; flowable fill; imported
soils; amended soils; aggregate under pavements; beyond quoted; capillary break under building pad; Perforated underdrains;
footing drains; SWPPP's plan or management; bioretention soils or piping; Fly Ash, Lime or other Chemicals; rock excavation;
beyond quoted; concrete washout pit; Dewatering, Parking Striping; Wheel Stops; Erosion Control Maintenance; Erosion
Control Removal (end strikethrough)
Page 2 of 2
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
ID
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Task Task Name Duration Start i ,,,,
('Mod.
▪ LNKC Amphitheater - PHASE 1 - PRELOADING & SITE PREPARATION 297 days Mon 7/3/23 Tue 8/20/24
64 Milestones (Phase 1 Only) 87 days Fri 10/27/23 Tue 2/27/24
Notice to Proceed to ARCO 0 days Fri 10/27/23 Fri 10/27/23
Mt Groundbreaking 0 days Wed 11/8/23 Wed 11/8/23
24 Substantial Completion 0 days Tue 2/27/24 Tue 2/27/24
ugi Preconstruction, Pricing, & Permitting 145 days Mon 7/3/23 Fri 1/19/24
Update Budgets - 100% SD 15 days Mon 8/28/23 Fri 9/15/23
Updated Budgets - 100%5D Review / Budget Approval 10 days Mon 9/18/23 Fri 9/29/23
mil ARCO Phase 1 Proposal to LN 1 day Wed 9/27/23 Wed 9/27/23
▪ LN Phase 1 Proposal Review 5 days Thu 9/28/23 Wed 10/4/23
Phase 1 Notice to Proceed / Contract Execution 17 days Thu 10/5/23 Fri 10/27/23
Design Phase 1 - Civil / Site 80 days Mon 7/3/23 FN 10/20/23
wig Full Civil / Site Design Release 0 days Mon 7/3/23 Mon 7/3/23
64 Submit Pre -Application / Planning 1 day Mon 7/3/23 Mon 7/3/23
Entitlements Documents (Site/Grading/Utiliies/Storm/Traffic/Arcl 20 days Mon 9/4/23 Fri 9/29/23
Construction Documents - Design Phase 1 Civil / Surcharge-Preloa 20 days Mon 9/4/23 Fri 9/29/23
Construction Documents - Design Phase 1 Civil / She (Land 20 days Mon 9/4/23 Fri 9/29/23
Disturbance / Grading)
Construction Documents - Design Phase 1 Civil / Site (30% CD's) 20 days Mon 9/4/23 Fri 9/29/23
Construction Documents - Phase 2 (Civil / Site) 15 days Mon 10/2/23 Fri 10/20/23
O 4 Permits & Approvals 145 days Mon 7/3/23 Frl 1/19/24
Pre -Application / Planning Submittal & Review 45 days Mon 7/3/23 Fri 9/1/23
'4 City of Riverside Entitlements (Site/Grading/Utilities/Storm/ 80 days Mon 10/2/23 FN 1/19/24
Traffic/Arch)
64 Design Phase 'Civil / Surcharge -Preload Plan Review / Approval 20 days Mon 10/2/23 Fri 10/27/23
Design Phase 1 Civil / Site Permit Review / Approval (Land 20 days Mon 10/2/23 Fri 10/27/23
Disturbance / Grading Permit)
i MDNR Permit 5 days Mon 10/2/23 Fri 10/6/23
Civil / Site (Phase 2) 20 days Mon 10/23/23 Fri 11/17/23
11 Construction 212 days Frl 10/27/23 Tue 8/20/24
Sltework 212 days Fri 10/27/23 Tue 8/20/24
64 Construction Phase I (Preload / Surcharging / Site Prep / Grading212 days Fri 10/27/23 Tue 8/20/24
Mobilization 33 days Fri 10/27/23 Wed 12/13/23
i Notice to Proceed to ARCO 0 days Fri 10/27/23 Fri 10/27/23
• Subcontractor Awards for Phase 1 5 days Mon 10/30/23 fri 11/3/23
• Mobilization 3 days Mon 11/6/23 Wed 11/8/23
▪ Initial Temp Laydown and Construction Road Stabl(zation / 25 days Thu 11/9/23 Wed 12/13/23
Rock Placement
Trailer Drop & Setup 10 days Thu 11/23/23 Wed 12/6/23
8
Grading & Drainage - Site Preparation - at Areas Highlighted 110 days Thu 11/9/23 Wed 4/10/24
In Supplemental Exhibit (Figure 1 in Outline Specifications)
Site Clearing 30 days Thu 11/9/23 Wed 11/22/23
Mass Grading 40 days Thu 2/1/24 Wed 3/27/24
Weather Days - Site Prep Grading 10 days Thu 3/28/24 Wed 4/10/24
Preload / Surcharge Fill Placement & Monitoring 79 days Thu 11/9/23 Tue 2/27/24
Stripping for Fill Placement 20 days Thu 11/9/23 Wed 12/6/23
Mass Grading - Fills for Amphitheater Retaining Wall / Bowl 140 days Wed 11/29/23 Tue 1/23/24
Mass Grading - Fills for Auxilary Structures Surcharging 6 days Wed 1/24/24 Wed 1/31/24
Weather Days - Amphitheater Preload 25 days Wed 1/24/24 Tue 2/27/24
Weather Days - Auxiliary Structures Preload 5 days Thu 2/1/24 Wed 2/7/24
Preloading Completion - Amphitheater Prealod 0 days Tue 2/27/24 Tue 2/27/24
Preloading Completion - Auxiliary Structure Preload 0 days Wed 2/7/24 Wed 2/7/24
Settlement Monitoring (by Owner) 139 days Thu 2/8/24 Tue 8/20/24
Settlement Monitoring - Amphitheater Preload (Variable Dur 125 days Wed 2/28/24 Tue 8/20/24
Settlement Monitoring - Auxilary Structures (Variable Durath 60 days Thu 2/8/24 Wed 5/1/24
LNKC Amphitheater
Phase 1 Construction Schedule
ARCO Job a507
October 26, 2023
2 2023
Ha 1, 2024 HMI2 2024 Ina'. 1. 2025
! I_ M M L 5 I t1_ l 1 Ad i M
LNKC Amphiteater - PHASE 1 - PRELOADING & SITE PREPARATION
•
Mlesto es (Phase 1 Only)
Notice to Proceed to ARCO
1.. Groundbreaking
-Substantial Completion
J t P 1 cf n, Pricing, & Permitting
Update Budgets - 100% SD
Updated Budgets - 100% SD Review / Budget Approval
iiry
RCO Phase 1 Proposal to LN
LN Phase 1 Proposal Review
i1a Phase 1 Notice to Proceed / Contract Execution
I Design Phase 1 - Civil / Site
Full Civil / Site Design Release
Submit Pre -Application / Planning
Entitlements Documents (Site/Grading/Utiliies/Stonn/Traffic/Arch)
Construction Documents - Design Phase 1 Civil / Surcharge -Preload Plan
Construction Documents - Design Phase 1 Civil / Site (Land Disturbance / Grading)
Construction Documents - Design Phase 1 Civil / Site (30% CD's)
Construction Documents - Phaae 2 (Civil / Site)
P rmlts& Approvals
on/ Planning Submittal & Review
City of Riverside Entitlements (Site/Grading/Utilities/Storm/ Traffic/Arch)
Page 1
gn Phase 1 Civil / Surcharge -Preload Plan Review / Approval
gn Phase 1 Civil / Site Permit Review / Approval (Land Disturbance / Grading Permit)
Civil / Site (Phase 2)
Construction
Ste o k
C t t Phase I (Preload / Surcharging / Site Prep / Grading)
M b l t.
j hlotice to Proceed to ARCO
Subcontractor Awards for Phase 1
Mobilization
Initial Temp Laydown and Construction Road Stablization / Rock Placement
Trailer Drop & Setup
Site Clearing
G d g & Drainage - Site Preparation at Areas Highlighted in Supplemental Exhibit (Figure 1 in Outlin4
Mass Grading
Weather Days - Site Prep Grading
P I ad / Surcharge Fill Placement & M¢nitoring
Fill PI#cement
ass Grading - Fills for Amphitheater Retaining Wall / Bowl Preload
Mass Grading - Fills for Auxilary Structures Surcharging
Weather Days - Amphith Preload
her Days - Auxiliary Structures Preload
Preloading Completion - Amphith Prealod
Pro oading Completion - Auxiliary Structure Preload
5 ttl t M nit ring (by Owner)
Settlement Monitoring - Amphitheatar Preload (Variable Duration)
Settlement Monitoring - Auxilary Structures (Variable Duration)
DocuSign Envelope ID: D7D82206-E242-4DDA-AF89-610A3F5E0A33
ARCO Construction Company, a division of ARCO Construction Holdings, Inc.
October 27, 2023
Page 5
I.
EXHIBIT B
INSURANCE REQUIREMENTS
Contractor shall furnish the following insurance:
A. Worker's Compensation
1. Statutory
B. Employer's Liability
1. $1,000,000
C. Commercial General Liability Including Completed Operations
1. Bodily Injury and Property Damage Combined Single Limits
a. $4,000,000 per -project aggregate limit
b. $4,000,000 products -completed operations aggregate
c. $2,000,000 bodily injury and property damage occurrence limit
D. Commercial Automobile Liability
1. Bodily Injury and Property Damage Combined Single Limits
a. $2,000,000 combined single limit
E. Umbrella Excess Liability - $5,000,000 aggregate
F. Professional Liability
1. $5,000,000 each claim
2. $5,000,000 annual aggregate
[I. Builder's Risk Insurance shall be provided by check one: ❑ ARCO or ® Owner:
A. Builder's Risk Insurance shall be provided at the total value for the Work on a replacement cost basis for flood, water damage,
earthquake, earth movement, windstorm, and named storm unless otherwise disclosed. Contractor and Owner shall be Named
Insureds. Owner shall make commercially reasonable efforts to have sublimits not less than stated below unless approved by
Contractor in writing: additional claim data loss expense ($250,000), demolition costs ($1,000,000), debris removal ($1,000,000),
goods in transit ($5,000,000), offsite storage ($5,000,000), fire/police department service charge coverage ($500,000), mechanical
breakdown, design, vandalism and malicious mischief, property located underground, riggers, scaffolding, freezing, testing, glass,
and all other perils.
B. Contractor will be responsible for payment of all deductibles up to $50,000 payable in connection with a loss caused by
Contractor's negligence. Owner shall otherwise be responsible for all deductibles and all costs not covered due to deductibles.
Each party shall be entitled to a copy of the policy with premiums redacted.
C. Notwithstanding anything herein to the contrary, Contractor and Owner waive, and shall cause their respective insurance carriers to
waive, against each other, and the parties' design consultants, subcontractors, agents and employees of each and all of them, all
damages covered by property insurance, except such rights as they may have to the proceeds of such insurance.
III. Intentionally Omitted.
IV. Subcontractors shall, and Owner shall make commercially reasonable efforts to cause Owner's separate contractor's to, furnish the following
insurance:
A. Worker's Compensation: Statutory limits whether required by law or not, and Employers Liability with limits of not less than
$500,000 bodily injury by accident, each accident/ $500,000 bodily injury by disease, policy limit/$500,000 bodily injury by
disease, each employee, or if greater, in the amounts required by statute.
B. Commercial General Liability (occurrence format), (including Completed Operations, Broad Form Property Damage):
$1,000,000 Per Occurrence
$1,000,000 Products/Completed Operations Aggregate
$1,000,000 General Aggregate (Per Project)
C. Automobile Liability: $1,000,000 per accident
D. Excess Umbrella Policy: $1,000,000
E. Professional Liability: $1,000,000 each claim
$1,000,000 annual aggregate
V. Additional Insureds:
A. Contractor shall name the following as additional insureds on its Commercial General Liability, Automobile and Umbrella Policies:
Owner, Owner's Representative, Owner's lenders, Landlord, and each of their respective parents, officers, board members, directors,
shareholders, members, partners, directors, Affiliates, subsidiaries, and employees ("Additional Insureds"), provided that no
Additional Insured shall have broader additional insured rights than those of the Owner as provided in this Agreement.
B. Contractor shall require its Subcontractors to endorse their Commercial General Liability, Automobile and Umbrella Policies to
name the Additional Insureds as Additional Insured under such policies, and Owner shall cause its separate contractors, to endorse
their Commercial General Liability, Automobile and Umbrella Policies to name the Contractor as Additional Insured under such
policies.
5
EXHIBIT C
TEMPORARY CONSTRUCTION LICENSE
JC 17518836.1
TEMPORARY CONSTRUCTION LICENSE
THIS TEMPORARY CONSTRUCTION LICENSE AGREEMENT (this "Agreement") is entered
into and effective as of the date of the final execution of this Agreement as set forth below (the "Effective
Date"), by and between the CITY OF RIVERSIDE, MISSOURI, a fourth-class city organized and existing
under the laws of the State of Missouri (the "Licensor") and LIVE NATION ENTERTAINMENT, INC., a
Delaware corporation ("Licensee") (collectively, the "Parties" and each, a "Party").
RECITALS:
A. The City owns the real property more particularly described on Exhibit A attached hereto
and incorporated herein (collectively, the "Property").
B. The City and LNE are parties to that certain Lease Agreement dated as of December 6,
2022 (the "Lease"), and the Parties are currently negotiating an amendment of the Lease, (the
"Negotiations").
C. The timely completion of LNE's proposed improvements to the Property (the "Project") is
in the mutual interest of both Parties.
D. To help facilitate such timely completion, LNE has requested from the City, and the City
has agreed to grant to LNE, a license on and over the Property (the "License") for LNE, its affiliates, and
their respective agents, employees, contractors, subcontractors, material men, suppliers, consultants, and
other representatives (collectively, "LNE Parties") to enter the Property and perform contractor
mobilization, prepare temporary roadways and laydown areas, install the storm water pollution prevention
plan, perform earthwork grading and other various site work as set forth on Exhibit B, attached hereto and
incorporated herein, (collectively, "Permitted Activities").
NOW, THEREFORE, in consideration of the sum of Ten and No/100 Dollars ($10.00), the
foregoing recital and mutual covenants contained herein, and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the City and LNE hereby agree as follows:
1. The City hereby grants to LNE the License for LNE and the LNE Parties to enter the
Property to so perform such Permitted Activities. Such entry and Permitted Activities will be limited to
those parts of the Property as necessary or reasonable in connection with the exercise of the License and
performance of Permitted Activities and only as so authorized (to the extent such authorization is required
by applicable governmental laws, rules and regulations as a condition precedent of performing such
Permitted Activities) by the State of Missouri, County of Platte, City of Riverside and the Riverside
Quindaro Bend Levee District and the Army Corps of Engineers, to the extent of their jurisdiction over the
Permitted Activities (collectively "Governmental Authorities"). All work undertaken by or through LNE
pursuant to the License shall be done in a good and workmanlike manner, and only in accordance with
applicable governmental laws, rules and regulations as authorized herein. LNE shall not cause or suffer,
nor permit any LNE Parties to cause or suffer, any mechanics' or materialmen's claims or liens with respect
to any work performed on the Property by LNE or the LNE Parties pursuant to the License.
2. All Contracts related to the Permitted Activities ("Contracts") are or will be consistent with
industry standards, and shall require contractors and vendors to comply with applicable laws, rules and
regulations. LNE shall acquire or cause its LNE Parties to acquire insurance consistent with the
requirements of the Lease. All public infrastructure contracts ("Public Works Contracts") shall require
contractors and vendors to comply with applicable laws, rules and regulations, including but not limited to
applicable City Ordinances.
3. No recommendations, approvals, or other actions under this Agreement by the Mayor, City
Administrator, City Project Coordinator, or any other representative of the City will in any manner cause
the City to waive its sovereign immunity and bear any responsibility or liability for the design, development
or construction of the Project or for any defects related thereto or any inadequacy or error therein or any
failure to comply with applicable law, ordinance, rule, or regulation. Approval of any Project design,
development or construction documents by the City pursuant to this Agreement will not constitute an
opinion or representation as to their adequacy for any purpose other than the City's own purposes.
4. All Permitted Activities are or will be consistent with industry standards, and shall comply
with applicable laws, rules and regulations. LNE shall acquire insurance to cover Permitted Activities with
provisions for insurance consistent with the requirements of the Lease.
5. LNE agrees to indemnify, hold harmless, and defend the City and its governing body
members, directors, officers, employees and agents (collectively, the "Indemnitees") from and against any
and all claims, demands, liabilities and costs, including reasonable attorneys' fees, arising from or related
to: (a) damage or injury, actual or claimed, to persons or property occurring or allegedly occurring in, on
or about the Property during the exercise by or through LNE of the License rights granted hereunder; or (b)
any mechanics' or materialmen's claims or liens with respect to any work performed on the Property by
LNE or the LNE Parties pursuant to this Agreement during the term of the License. Notwithstanding the
foregoing or anything in this Agreement to the contrary, the above agreement to indemnify, hold harmless
and defend shall not apply to, and neither LNE nor any LNE Parties will have any obligation to indemnify,
any Indemnitee for any claims, demands, liabilities, or costs arising from or related to: (i) any pre-existing
condition of the Property or any portion thereof, or (ii) the negligence or intentional acts or willful
misconduct of any Indemnitee. This provision shall survive the expiration or termination of this License.
6. Prior to commencing any Permitted Activities on the Property pursuant to the License and
for so long thereafter as LNE or the LNE Parties continue in the performance of any such Permitted
Activities, LNE shall maintain or cause to be maintained a policy of commercial general liability insurance,
including contractual indemnity provisions, in an amount of not less than $2,000,000 (combined single
limits bodily injury damage). Copies of insurance certificates evidencing the coverage required hereunder
will be delivered or made available to the City upon request.
7. If LNE shall fail to keep or perform any obligation expressly required to be kept or
performed by it hereunder, and fails to cure or commence and diligently pursue such cure within ten (10)
days following written notice from the City to LNE specifying such and requiring that it be remedied, then
the City shall have such rights and remedies as may exist at law or in equity; provided, however, in no event
will either Party seek or be entitled to any special, punitive, remote, or consequential damages.
8. The License granted under this Agreement shall expire upon the earlier of: (a) the date on
which the Amended Lease is fully -executed; and (b) upon a discontinuance of the Negotiations for whatever
reason, either Party may terminate and/or revoke this License upon thirty (30) days' written notice from
such Party given to the other.
9. Upon the termination of this License pursuant to paragraph 8(b) above, LNE shall or shall
cause the Property to be appropriately graded, seeded and strawed, and all debris equipment, tools and
materials to be removed from the Property, at its sole cost and expense.
2
10. The License shall be governed by the laws of the State of Missouri.
11. To the extent of any conflict arising from or out of this License, the prevailing party,
whether in court or through arbitration shall be entitled to be reimbursed for its actual expenses, including,
but not by way of limitation attorneys' fees and all related costs.
12. All notices required or permitted under this Agreement shall be in writing and shall be
deemed effective: (i) one (1) day after deposit with Federal Express or other nationally recognized
overnight courier, marked for next day delivery, addressed as set forth below; (ii) three (3) days after deposit
in United States Mail if sent by registered or certified mail, return receipt requested, addressed as set forth
below; or (iii) upon being sent by e-mail if followed the same or next business day by a hardcopy given
pursuant to one of the other means above. All notices sent pursuant to subsection (i) or (ii) above, shall
also be sent by e-mail. The notice addresses of the parties are as follows:
If to the City:
If to LNE:
City of Riverside, Missouri
2950 N.W. Vivion Road
Riverside, Missouri 64150
Attn: Sri q,si Rog_fl ..
E-mail:lnko2Al versickn1v.•9ov
Live Nation Worldwide, Inc.
c/o Live Nation
325 N. Maple Drive
Beverly Hills, CA 90210
Attn: Chief Counsel - Concerts
E-mail: Sheilasmall@livenation.com
13. This Agreement may be executed in one or more counterparts and exchanged by electronic
mail. A signature hereto sent or delivered in .pdf format shall be as legally effective and enforceable as a
signed original for all purposes.
[Remainder of page intentionally blank; signatures follow.]
3
IN WITNESS WHEREOF, the Parties have executed this Early Access License Agreement
effective as of the Effective Date.
CITY:
CITY OF RIVERSIDE, MISSOURI,
a fourth-class city organized and existing under the laws
of the State of Missouri
By:
Name:
Title:
Date:
LNE:
LIVE NATION ENTERTAINMENT, INC.,
a Delaware corporation
By: /y%itd
Name: Nicholas Rumanes
Title: EVP, Development - US Concerts
Date: October 31, 2023
Exhibit A to Early Access License Agreement
IN WITNESS WHEREOF, the Parties have executed this Early Access License Agreement
effective as of the Effective Date.
CITY:
CITY OF RIVERSIDE, MISSOURI,
a fourth-class city organized and existing under the laws
of the Stat of Missouri
By: (rthja -10
Name: )6}T}l LEEIV L-'Ros>'
Title: %J yoR_
Date: (1C .i3e /" 2/ 2.Z,3
LNE:
LIVE NATION ENTERTAINMENT, INC.,
a Delaware corporation
By:
Name:
Title:
Date:
Exhibit A to Early Access License Agreement
EXHIBIT A
Description of License Property
Approximately 130+/- acres as generally depicted below and consisting of the following Parcel
Nos:
2 3-3.0-07-000-000-003.000
2 3-3.0-07-000-000-004.000
2 3-3.0-07-000-000-005.000
2 3-3.0-07-000-000-006.000
23-3.0-07-000-000-006.001
23-3.0-07-000-000-007.000
23-3.0-07-000-000-008.000
23-3.0-07-100-001-002.000
23-3.0-07-000-000-009.000
23-3.0-07-000-000-016.000
2 3 3.0-07-000-000-015.000
a INra �lii'ii'+�:►�c
II -
" ,, 1.
0
Door. !ink
1st Plat
NW I
1
NW1)1(ONK
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111111 ; I ,1,1 !
•
40 West at
Horizons
y•
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elb
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1�11'111;0 Tv..
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STST'
35 HIGHWAY
ow'NN"ARGOSY (
0,1110,13. 00.1
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Exhibit A to Early Access License Agreement