AMENDMENT ONE WITH PHOENIX KART RACING ASSOC.PDF
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PKRA UMA Amendment One Page 1 o 3 AMENDMENT ONE TO USE MANAGEMENT AGREEMENT BETWEEN MARICOPA COUNTY AND PHOENIX KART RACING ASSOCIATION, INC. C-30-21-012-X-01 This Amendment One (“Amendment One”) to that certain Use Management Agreement dated December 9, 2020 (C-30-21-012-X-00) (“Agreement”) is entered into between Maricopa County, a political subdivision of the State of Arizona (the “County”), and Phoenix Kart Racing Association, Inc. an Arizona corporation (“Concessionaire”). The County and Concessionaire are sometimes collectively hereinafter referred to as the “Parties” and individually as a “Party”. RECITALS WHEREAS, the Concessionaire has informed the County that it is unable to complete the design and construction of the Complex in accordance with the PKRA Phasing Schedule in Section 4.F of the Agreement and Exhibit 1 and Exhibit 3 in the Agreement due to funding and market changes; and WHEREAS, the Parties now desire to enter into Amendment One to modify the PKRA Phasing Schedule, Exhibit 1 and Exhibit 2 for design and construction of the Complex; and WHEREAS, the County and the Concessionaire now desire to enter into this Amendment One with the understanding that, unless revised herein, all other provisions of the Agreement shall remain the same and in full force and effect. NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, County and the Concessionaire hereby agree as follows: I. INCORPORATION OF RECITALS The Recitals set forth above are hereby incorporated into this Amendment One. II. EFFECTIVE DATE Upon execution by the County, this Amendment One will become effective. III. SCOPE OF THE COMPLEX Revise Section 4.F of the Agreement by deleting the PRKA Phasing Schedule in its entirety and replacing it with the following: PKRA UMA Amendment One Page 2 o 3 Concessionaire shall complete the design and construction of the Complex in accordance with the schedule below and Exhibit 3 – Development of the Complex, attached hereto and made a part hereof. Contract Year PKRA Phasing Schedule (Subject to Funding) (Revised Amendment One) 1 - 3 Upgrade track lighting. Design and construct observation towers for officials. Improve and repair driveway from County road to compound. 4 - 6 Installation of additional storage units for karts. Additional track lighting upgrades. Various track upgrade projects. 7 - 20 Arrive and Drive Rental Track Resurface Track 1) If development impediments described in Exhibit 3 – Development of the Complex cause the improvements proposed in Years 1-6 of the Complex to extend past the years set forth in the Phasing Schedule in this Section F, the County may, but is not required to, grant a reasonable extension of the construction completion year, not to exceed two (2) years. 2) If Concessionaire concludes, in its reasonable judgment, that it will be unable to build all of the improvements proposed on Exhibit 1– Complex Conceptual Site Plan and/or develop and use a significant portion of the land due to development impediments as noted in Exhibit 3 - Development of the Complex, then, in the County’s sole discretion, either: (i) the Concessionaire shall immediately cease to use the portion of the land that cannot be developed and, within sixty (60) calendar days of Concessionaire’s notification to the County that the land cannot be developed as set forth in this Agreement, the Parties shall amend this Agreement to reflect the reduction in the size of the Complex and the revised Complex elements; or (ii) the County may terminate the Agreement in accordance with Section 6 of the Agreement. IV. EXHIBITS A. Delete Conceptual Site Plan in Exhibit 1 in its entirety and replace it with the following: . . . . . . . . PKRA UMA Amendment One Page 3 o 3 EXHIBIT 1 – CONCEPTUAL SITE PLAN PKRA UMA Amendment One Page 4 o 3 B. Delete Exhibit 2 Section 3 Complex Activities in its entirety and replace it with the following: 3. Complex Activities. A. The Complex shall be open to the public. The Concessionaire is anticipated to provide or construct the following additional structures, support facilities, and infrastructure for recreational activities associated with the improvements as stated herein: 1) Upgraded lighting 2) Additional storage units 3) Additional observation towers for officials 4) Improve and repair driveway from County road to main compound B. The Concessionaire is anticipated to provide the following recreational racing activities at the Complex: 1) Arrive and Drive Motorsports Kart Rentals 2) Competitive Bicycle Racing 3) Speedway Bikes 4) Quarter Midget Karts 5) Other types of activities approved in advance by MCPRD V. MISCELLANEOUS A. The Agreement, as amended, is subject to the provisions of A.R.S. 38-511. B. Capitalized terms used in this Amendment One without definition shall have the meanings assigned to such terms in the Agreement unless the context expressly requires otherwise. C. This Agreement, as amended, may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Electronic signatures shall have the same force and effect as original signatures. D. The foregoing paragraphs contain all the changes made by this Amendment One. All other terms and conditions, other than as revised in this Amendment One, shall remain unchanged and in full force and effect. . . . . . . . . . . . . . . PKRA UMA Amendment One Page 5 o 3 . . . . IN WITNESS WHEREOF, the Parties have executed this Amendment One as of the last date written below. CONCESSIONAIRE: PHOENIX KART RACING ASSOCIATION, INC. Brad Jacks Date President MARICOPA COUNTY _________________________________________ Bill Gates Chairman Board of Supervisors ATTEST _________________________________________ Clerk of the Board Date Approved as to Form: Deputy County Attorney Date 10/31/2022 Clint Hickman