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091718 Council Mtg Agenda Backup North Augusta South Carolina Rive ifront REGULAR AGENDA OF SEPT I1IMIBER 17, 2018 NOTES } 1 North is � , CITY OF NORTH AUGUSTA Augusta South Carolina's Riverfront AGENDA: REGULAR CITY COUNCIL MEETING September 17,2018—Municipal Center—100 Georgia Avenue,3rd Floor CITIZEN COMMENTS: Citizens may speak to Mayor and City Council on each item listed on this agenda. Mayor Pettit will call for your comments prior to City Council discussing the matter. When speaking to Council,please step up to the microphone, give your full name and address,and direct your remarks to Mayor Pettit. CITIZEN ASSISTANCE: Individuals needing special assistance or sign interpreter to participate in the meeting,please notify the Administration Department 48 hours prior to the meeting. 1. CALL TO ORDER: 2. INVOCATION AND PLEDGE OF ALLEGIANCE: 3. ROLL CALL: 4. APPROVAL OF MINUTES: Regular and study session meeting minutes of August 20,2018 UNFINISHED BUSINESS None. NEW BUSINESS 5. COMMUNITY PROMOTION: Constitution Week—September 17—23,2018—Proclamation 6. PARKS,RECREATION,&TOURISM: Resolution No. 2018-19 - A Resolution Committing the City of North Augusta to Provide a Local Match for a Municipal Association of South Carolina Hometown Economic Development Grant 7. PARKS,RECREATION,&TOURISM: Resolution No.2018-20-A Resolution Authorizing Funding for the Design Fees for the Riverfront Park Project 8-A. ECONOMIC DEVELOPMENT: Resolution No.2018-21 -A Resolution Authorizing the City to Amend the Owner's Representative Agreement among the City,North Augusta Public Facilities Corporation and Greenstone Development Services, LLC. Such Deductive Amendment Related to the Owner's Representative Providing a Credit to the City 8-B. ECONOMIC DEVELOPMENT: Resolution No. 2018-22-A Resolution Authorizing the City to Amend the Stadium License Agreement with Green Jackets Baseball, LLC for the Minor League Baseball Stadium to be Constructed by the City within the Area Bounded Generally by Georgia Avenue, West Railroad Avenue, Center Street,and the Savannah River 9. PRESENTATIONS/COMMUNICATIONS/RECOGNITION OF VISITORS: A. Citizen Comments: At this time, citizens may speak to Mayor and City Council regarding matters not listed on the agenda. B. Council Comments 10. ADJOURNMENT: Administration Department North (.241'. ,7) Augusta South Carolina's I iverfront Interoffice Memorandum TO: Mayor and City Council FROM: B. Todd Glover, City Administrator DATE: September 14, 2018 SUBJECT: Regular City Council Meeting of September 17, 2018 REGULAR COUNCIL MEETING ITEM 5. COMMUNITY PROMOTION: Constitution Week— September 17 —23, 2018—Proclamation In cooperation with the Martintown Road Chapter of the D.A.R. Mayor Petit wishes to proclaim the week of September 17 - 23, 2018, as Constitution Week in the City of North Augusta. Please see ATTACHMENT#5 for a copy of the proposed proclamation. ITEM 6. PARKS, RECREATION, & TOURISM: Resolution No. 2018-19 - A Resolution Committing the City of North Augusta to Provide a Local Match for a Municipal Association of South Carolina Hometown Economic Development Grant A resolution has been prepared for Council's consideration committing the City of North Augusta to provide a local match for a Municipal Association of South Carolina Hometown Economic Development Grant. Please see ATTACHMENT #6 for a copy of the proposed resolution. ITEM 7. PARKS, RECREATION, & TOURISM: Resolution No. 2018-20 - A Resolution Authorizing Funding for the Design Fees for the Riverfront Park Project A resolution has been prepared for Council's consideration authorizing funding for the design fees for the Riverfront Park Project. September 17, 2018 Please see ATTACHMENT #7 for a copy of the proposed resolution. ITEM 8-A. ECONOMIC DEVELOPMENT: Resolution No. 2018-21 - A Resolution Authorizing the City to Amend the Owner's Representative Agreement among the City, North Augusta Public Facilities Corporation and Greenstone Development Services, LLC. Such Deductive Amendment Related to the Owner's Representative Providing a Credit to the City A resolution has been prepared for Council's consideration authorizing the City to amend the Owner's Representative Agreement among the City, North Augusta Public Facilities Corporation and Greenstone Development Services, LLC. Such deductive amendment is related to the Owner's Representative providing a credit to the City. Please see ATTACHMENT #8-A for a copy of the proposed resolution. ITEM 8-B. ECONOMIC DEVELOPMENT: A Resolution Authorizing the City to Amend the Stadium License Agreement with Green Jackets Baseball, LLC for the Minor League Baseball Stadium to be Constructed by the City within the Area Bounded Generally by Georgia Avenue, West Railroad Avenue, Center Street, and the Savannah River A resolution has been prepared for Council's consideration authorizing the City to amend the Stadium License Agreement with Green Jackets Baseball, LLC for the minor league baseball stadium to be constructed by the City within the area bounded generally by Georgia Avenue, West Railroad Avenue, Center Street, and the Savannah River. Please see ATTACHMENT #8-B for a copy of the proposed resolution. ATTACHMENT 5 North ' City of�1 North Augusta, Augusta g South Carolina South Carolina's Riverfront PROCLAMATION WHEREAS, our Founding Fathers, including South Carolinians, Pierce Butler, Charles Pinckney, John Rutledge, and Charles Cotesworth Pinckney, risked their fortunes, and some even their lives, to secure the blessings of liberty for themselves and their posterity, did ordain and establish a Constitution for the United States of America; and WHEREAS, September 17, 2018, marks the two hundred and thirty-first anniversary of the drafting of the Constitution of the United States by the Constitutional Convention; and WHEREAS, the anniversary of the signing of the Constitution provides an historic opportunity for all Americans to learn about and recall the achievements of our Founders, and to reflect on the rights and privileges of citizenship as well as its attendant responsibilities; and WHEREAS, the independence guaranteed to the American people by the Constitution should be celebrated by appropriate ceremonies and activities during Constitution Week, September 17 through 23, 2018, as designated by proclamation of the President of the United States of America in accordance with Public Law 915. NOW THEREFORE, I, Robert A. Pettit, Mayor of the City of North Augusta, South Carolina, do hereby proclaim September 17- 23, 2018, as CONSTITUTION WEEK in the City of North Augusta, South Carolina, and urge all our citizens to reflect during that week on the many benefits of our Federal Constitution and the privileges and responsibilities of American citizenship. IN WITNESS WHEREOF, I have hereunto set my hand and caused the seal of the City of North Augusta, South Carolina, to be affixed this 17th day of September, 2018. Robert A. Pettit, Mayor City of North Augusta ATTACHMENT 6 RESOLUTION NO. 2018-19 A RESOLUTION COMMITTING THE CITY OF NORTH AUGUSTA TO PROVIDE A LOCAL MATCH FOR A MUNICIPAL ASSOCIATION OF SOUTH CAROLINA HOMETOWN ECONOMIC DEVELOPMENT GRANT WHEREAS, the City is aware of a grant program through the South Carolina Municipal Association that could provide funds to be utilized for the Parks, Recreation, and Tourism Department Master Plan; and, WHEREAS, the grant program requires a minimum match for funding by the grant recipient in the amount of 15%. Such match must be in the form of cash; and, WHEREAS, the Director of Parks, Recreation, and Tourism has recommended that the City apply for a $25,000 grant,which is the maximum grant available; and, WHEREAS, after considering the matter, the Mayor and City Council have determined that such request is appropriate and it would be in the best interest of the City that the City apply for said grant. NOW, THEREFORE, BE IT RESOLVED by the Mayor and City Council of the City of North Augusta, South Carolina in meeting duly assembled and by the authority thereof, that the following is authorized: 1. The Parks,Recreation, and Tourism Department is authorized to apply for a $25,000 South Carolina Hometown Economic Development Grant to be used by the City for funding for the preparation of a new Parks, Recreation, and Tourism Department Master Plan. 2. The City Administrator is authorized to execute any documents necessary to apply for said grant. 3. The City commits to a local cash match of$25,000 in the event that the City is awarded the grant. 4. The funding for the$25,000 cash match will come from the Parks, Recreation, and Tourism budget. DONE, RATIFIED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF NORTH AUGUSTA, SOUTH CAROLINA, ON THIS DAY OF , 2018. Robert A. Pettit,Mayor ATTEST: Donna B. Young, City Clerk 1 ATTACHMENT 7 RESOLUTION NO. 2018-20 AUTHORIZING FUNDING FOR THE DESIGN FEES FOR THE RIVERFRONT PARK PROJECT WHEREAS, the Mayor and City Council in Resolution 2012-21 authorized the City Administrator to negotiate with the firm of W.R. Toole Engineers for services associated with the Riverfront Park project, subject to Council's final approval, including programming, site selection, design and construction; to sign agreements for services; make payments, and to sign all other documents related thereto; WHEREAS, W.R. Toole Engineers presented the concept design for the park to Mayor and City Council at the study session on August 6, 2018; WHEREAS, W.R. Toole Engineers has presented a design proposal to the City Administrator for the following services: Summary Total Cost Schematic Design Phase $25,600 Design Document Phase $39,800 Construction Document Phase $54,000 Construction Administration Phase $34,600 Permitting& Submittal Fees Cost+ 15% TOTAL DESIGN FEES $154,000 7 WHEREAS, funding for these design services shall be from the Sales Tax 2 and 3 funds; WHEREAS, the Mayor and City Council have reviewed the proposed design fees and find that such contract is satisfactory and that it is appropriate and in the best interest of the City that the City move forward with the execution and entering into of said contract; NOW THEREFORE, BE IT RESOLVED by the Mayor and City Council of the City of North Augusta, South Carolina, in meeting duly assembled and by the authority thereof, that the City Administrator is authorized to execute the contract with W.R. Toole Engineers for the Riverfront Park Project. DONE, RATIFIED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF NORTH AUGUSTA, SOUTH CAROLINA, ON THIS 17TH DAY OF SEPTEMBER, 2018. Robert A. Pettit,Mayor ATTEST: Donna B. Young, City Clerk W R Toole Engineers, Inc. Engineers * Consultants * Planners Monday,August 20,2018 Rick Meyer Director, Parks,Recreation, &Tourism North Augusta Parks, Recreation &Tourism PO Box 6400 North Augusta,SC 29861-6400 Subject: North Augusta Riverfront Park&Amphitheater at Riverside Village Rick: W. R. Toole Engineers, Inc. (WRTE) is pleased to submit this proposal for professional services to you for the above referenced project.The following proposal briefly outlines our scope of services, a time frame for completion, and the cost associated with these services. PROJECT NARRATIVE: The City of North Augusta is developing the North Augusta Greenway Park at Riverside Village.The park will consist of an amphitheater, Greeneway trail and park adjacent to the recently completed Augusta Green Jackets baseball stadium near the end of Center Street at the Savannah River. Based on our previous master planning exercise and subsequent meetings with you and your staff, we submit our understanding of the project scope in the following narrative for the components of the project. A—Village at Riverside Village Amphitheater A new amphitheater area consisting of a 600+/- seating area with both natural and armored features.The stage area will incorporate a zero-entry fountain /splash pad for times when a stage is not needed. Stage structure is assumed at this time to be portable/temporary and will not be provided as part of the design package. Shade structures will be included to provide specific formal shaded areas for spectators and visitors. 1005 Broad Street, Suite 200, Augusta, GA 30901 phone-706.722.4114 * fax- 706.722.6219 * www.wrtoole.com B-Park Entry Features Entry feature structures (non-inhabited) are planned for the Center Street entry area and complimenting entry structures along the Greeneway points which lie east and west of the park. Entry features will be carefully coordinated with surrounding architectural style.We expect to incorporate architectural features from historic structures within the city. C-North Augusta Greeneway A relocation of a portion of the existing Greenewaytrailwill be required for siting of the new park area,amphitheater and overlook features.Alignment to be determined during design exercises and will consist of concrete accented with other materials. Trail will include adjacent lighting and street furniture for visitors. Finally, power will be provided for concerts,festivals or other events. PROJECT APPROACH: Project Team Services: The following consultant services have been assembled for this project: • Civil Engineering- Site layout and grading determination, permitting with local & state agencies • Architecture - Design of entry feature structures as well as general site detail elements. • Structural - Design of proposed structure foundations for the entry feature structures and shade structures. • Electrical- Power,communication, lighting and sound for the amphitheater&park. • Landscape Architecture- Formal planting and surface treatment planning. • Geotechnical- Subsurface borings and conditions testing to assist project team with design elements. Project Phasing: The project will consist of the following design phases: • Concept Design (Completed) • Schematic Design • Construction Documents • Bidding Phase • Construction Administration Specific descriptions of these phases will be provided in our contract for services. PROPOSAL QUALIFICATION! We have specifically excluded the following services from this proposal: • Army Corps of Engineers Individual Permit or Nationwide Permit. • Enhanced environmental studies or permitting involving endangered species, historic places or similar features. • NPDES Inspections or Monitoring • FEMA Permitting - Fee to be determined after Design Development Phase if permit is ultimately required.Work within the flood plain will normally require some level of FEMA inclusion, however,that scope is not clear at this time. • Allowance has been provided for geotechnical study. • Allowance has been provided for a third-party construction cost estimator. FEE STRUCTURE: Fees for professional services were calculated utilizing man-hour estimates and construction cost forecasts. These fees include all time and expenses to prepare and submit plans in accordance with the above outlined schedule of services. Design Fees: • Schematic Design Phase-$25,600.00 WRTE-$15,000.00 STUDIO 3-$3600.00 ORIGIN-$4,000,00 EDC-$3,000.00 • Design Document Phase-$39,800.00 WRTE-$20,000.00 STUDIO 3-$4,800.00 ORIGIN-$12,000,00 EDC-$3,000.00 • Construction Document Phase-$54,000.00 WRTE-$24,275.00 STUDIO 3-$12,600.00 ORIGIN-$13,125,00 EDC-$4,000.00 • Construction Administration Phase-$34,600.00 WRTE-$25,000.00 STUDIO 3-$3,000.00 ORIGIN-$4,600,00 EDC-$2,000.00 • TOTAL DESIGN FEES:$154,000.00 Other Fees: • Permitting&Submittal Fees- Cost plus 15% • Third Party Cost Estimator(Allowance) -$8,000.00 • Geotechnical Study(Allowance) -$10,000 COMPLETION OF SERVICES &ADDITIONAL SERVICES: This proposal is written with a general understanding of the services required for the project as outlined above. Should additional services not specifically outlined in this proposal become necessary or requested, we will provide your office a written proposal outlining the additional services. Additional services will also be required if any of the above outlined service areas require revision after approval by the owner or owner's representative.All additional services will be provided for in-writing and approved by the owner or owner's representative prior to initiating services. PERMITS This proposal includes acquisition of the following permits for this project: • Local Development Permit • Local Building Permit • SCDHEC NPDES Permitting Via the City of North Augusta Time Frame & W R Toole Engineers places a high level of importance on the project schedule. It is our desire to work with the design team to generate plans on the most expeditious path possible.We estimate the following schedule for design and permitting: • Schematic Design:September 2018 • Design Development:October 2018 • Construction Documents: December 2018 • Permitting - December 2018 to February 2019 (FEMA permitting,unknown at this time,could extend this phase several months) • Bid Documents: February 2019 The above noted schedule is subject to owner review and other related issues. W RToole Engineers appreciates this opportunity to offer our professional services to you for this project. Should you find this proposal acceptable. we will provide a formal agreement to your office. We look forward to working with you on this project. VeryTrulyYours, I 4 ___ _____ __ Charles Hall. A a, LEED AP-Project Manager W RToole Engineers, Inc. rik Ha arlun , E -Vice President W RToole Engineers, Inc. ATTACHMENT 8—A RESOLUTION NO. 2018-21 A RESOLUTION AUTHORIZING THE CITY TO AMEND THE OWNER'S REPRESENTATIVE AGREEMENT AMONG THE CITY,NORTH AUGUSTA PUBLIC FACILITIES CORPORATION AND GREENSTONE DEVELOPMENT SERVICES, LLC. SUCH DEDUCTIVE AMENDMENT RELATED TO THE OWNER'S REPRESENTATIVE PROVIDING A CREDIT TO THE CITY WHEREAS, the City, pursuant to a Master Development Agreement approved by the City by ordinance adopted on January 30, 2017, constructed a minor league baseball stadium within the area generally referred to as Project Jackson; and WHEREAS, related to the Master Development Agreement, the City has responsibilities related to improvements within the project and specifically involving the land, the stadium, the site improvements and the tenant improvements; and WHEREAS, the City determined that it was in the City's best interest, to include matters of expediency and cost, to employ an Owner's Representative to assist in overseeing the various aspects of construction of the stadium; and WHEREAS, the Mayor and City Council approved the Owner's Representative Agreement on February 6, 2017, (Resolution 2017-02), and find that a deductive amendment in the amount of$96,896 to such Agreement is reasonable and in the best interest of the City. NOW, THEREFORE, BE IT RESOLVED by the Mayor and City Council of the City of North Augusta, in meeting duly assembled and by the authority thereof, that: 1. The Mayor and City Council approve amending the Owner's Representative Agreement, as attached hereto, marked "Amendment to the Owners Representative Agreement" and incorporated by reference and authorizes the City to enter into such Amendment. 2. The City Administrator is hereby authorized to execute such document on behalf of the City. DONE, RATIFIED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF NORTH AUGUSTA, SOUTH CAROLINA,ON THIS THE 17TH DAY OF SEPTEMBER,2018. Robert A. Pettit, Mayor ATTEST: Donna B. Young, City Clerk Amendment to the Owner's Representative Agreement Project: Owner's Rep Agreement: Amendment Info: North Augusta Ballpark Dev. Date: 02/20/17 Amendment#: 001 City of North Augusta Owner: Developer: City of North Augusta Greenstone Development Services, LLC 100 Georgia Avenue 3301 Windy Ridge Parkway, Suite 320 North Augusta, SC 29841 Atlanta, Georgia 30339 The Owner and the Developer amend the Agreement as follows: The Owner and the Developer have agreed to the attached list of costs (Attachment A dated 08/19/18). These costs will be the responsibility of the Developer and result in a deductive Amendment to the contract. Both the Owner and the Developer agree that this settles outstanding claims related to the Potential Change Orders from B&G related to the Ballpark Stadium. This settlement is contingent on the execution of this agreement and the follow on execution of the final change order# 012 with B&G. It's also contingent upon the executed amendment#002 for the Stadium License Agreement(SLA)with the GreenJackets for change orders they approved and B&G performed. These are being reimbursed to the City and the City will then pay the CO#012 to B&G. The Developer also agrees that this settles any and all claims Greenstone Development Services, LLC has against Odell Associates, Inc., Brasfield & Gorrie, LLC and the GreenJackets Baseball, LLC in regard to this Ballpark Stadium. The only other known issue is the City's final settlement with GreenJackets Baseball, LLC on requests for FF&E or other project costs incurred by the GreenJackets that may or may not be contractually reimbursable and that may exceed the project budget. The Developer's compensation shall be adjusted as follows: Original Contracted and Budgeted Fee: $ 650,000 Amendment#001: <$ 96,896> Amended Contract Fee: $ 533,104 Signatures: City of North Augusta, SC Greenston- De,elo• t Sr ices LLC Owner Develop/4/)/ - Signature Signatu B. Todd Glover, Christian B. 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ATTACHMENT 8—B RESOLUTION NO. 2018-22 A RESOLUTION AUTHORIZING THE CITY TO AMEND THE STADIUM LICENSE AGREEMENT WITH GREEN JACKETS BASEBALL, LLC FOR THE MINOR LEAGUE BASEBALL STADIUM TO BE CONSTRUCTED BY THE CITY WITHIN THE AREA BOUNDED GENERALLY BY GEORGIA AVENUE,WEST RAILROAD AVENUE, CENTER STREET AND THE SAVANNAH RIVER WHEREAS, the City, pursuant to a Master Development Agreement approved by the City by ordinance adopted on January 30, 2017, is to construct a minor league baseball stadium within the area generally referred to as Project Jackson; and WHEREAS, the City has negotiated a Stadium License Agreement for the utilization of the stadium by Green Jackets Baseball, LLC; and WHEREAS, the City and Green Jackets Baseball, LLC have negotiated the Stadium License Agreement to allow for the usage of the stadium by Green Jackets Baseball, LLC under specific terms and conditions as set forth in the Stadium License Agreement; and WHEREAS, the North Augusta City Council approved said agreement on February 20, 2017, and WHEREAS, the City and Green Jackets Baseball, LLC have negotiated on final costs to allow the City to close out the construction contract with Brasfield and Gorrie, and WHEREAS, Green Jackets Baseball, LLC has agreed to remunerate the City in the amount of$132,413 for costs incurred during construction that were costs associated directly to the team and not the City; and WHEREAS, the Mayor and City Council upon review of the Addendum No. 2 to Stadium License Agreement, a copy of which is attached hereto, marked as "Addendum No. 2 to Stadium License Agreement" and incorporated by reference, do believe that such Agreement represents a reasonable business arrangement by the City with Green Jackets Baseball, LLC and that such Amendment should be approved and entered into by the City. NOW, THEREFORE, BE IT RESOLVED by the Mayor and City Council of the City of North Augusta, in meeting duly assembled and by the authority thereof,that: 1. The Addendum No. 2 to Stadium License Agreement, as attached hereto, is approved and the City is authorized to enter into such Agreement. 2. The City Administrator is hereby authorized to execute such document on behalf of the City. DONE,RATIFIED AND ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF NORTH AUGUSTA,SOUTH CAROLINA,ON THIS THE 17TH DAY OF SEPTEMBER,2018. Robert A.Pettit,Mayor ATTEST: Donna B. Young, City Clerk ADDENDUM NO. 2 TO STADIUM LICENSE AGREEMENT by and between GREENJACKETS BASEBALL,LLC and THE CITY OF NORTH AUGUSTA, SOUTH CAROLINA ADDENDUM NO. 2 TO STADIUM LICENSE AGREEMENT This Addendum No. 2 to Stadium License Agreement (this "Addendum") is made and entered into as of the last date that a party hereto duly executes this Addendum, as such dates are indicated with the signatures of the parties hereto, by and between GREENJACKETS BASEBALL LLC, a South Carolina (formerly Georgia) limited liability company ("Licensee"), and THE CITY OF NORTH AUGUSTA, SOUTH CAROLINA (the "City") (Licensee and the City are sometimes herein referred to collectively as the "Parties." or each, singularly, as a "Party"). ARTICLE I RECITALS This Addendum provides for certain additions, revisions and/or amendments to that certain Stadium License Agreement by and between the Licensee and the City, dated February 20, 2017 (the "Agreement"). Defined terms used herein and not otherwise defined shall have the meanings ascribed to them in the Agreement. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Licensee and the City agree as follows and make the following additions or changes a part of the Agreement as if originally contained therein. ARTICLE II AMENDMENTS TO THE AGREEMENT Following are certain provisions of the Agreement by category or subject that have been revised or amended by the terms of this Addendum. A. Licensee Allowance: No changes from Addendum #001. B. Licensee Allowance,Additional Support:No changes from Addendum #001. C. Initial Licensee Contribution of$1,000,000 towards Construction of the Stadium: No changes from Addendum#001. D. Stadium Low Voltage: No changes from Addendum#001. E. Additional Change Requests: GreenJackets Baseball, LLC has requested several change orders to be completed by Brasfield & Gorrie, LLC during the Construction of the Stadium. These items have been itemized and attached as Exhibit E. Since the contract with Brasfield and Gorrie, LLC is with the City of North Augusta. GreenJackets Baseball, LLC is agreeing to this Addendum #002 and to the total amount of$132,413. Once this Addendum #002 has been executed, GreenJackets Baseball, LLC need to promptly issue a check to the City of North Augusta for this agreed upon 2 amount. The City of North Augusta will then execute a settlement agreement with Brasfield and Gorrie, LLC for all final changes for the project. GreenJackets Baseball, LLC agrees that this settles any and all claims GreenJackets Baseball, LLC has against Odell Associates, Inc. and Brasfield & Gorrie, LLC in regard to this Ballpark Stadium. GreenJackets Baseball. LLC have stated they still have some pending FF&E claims that they may have in regard to this Stadium License Agreement and this Ballpark Stadium project. GreenJackets Baseball, LLC has sent a preliminary list of items and these are being reviewed with the City. F. Stadium Signage:No changes from Addendum#001. G. Outfield Building: No changes from Addendum #00I. 3 ARTICLE III MISCELLANEOUS A. Governing Law. This Addendum shall be in governed accordance with the laws of the State of South Carolina. B. Entire Agreement. This Addendum and the Agreement, as amended, together constitute the final, complete and exclusive written expression of the intent of the Parties with respect to the subject matter hereof and thereof which will supersede all previous verbal and written communications, representations, agreements, promises or statements. Except as amended hereby,the terms and provisions of the Agreement shall remain in full force and effect. C. Authority. Each of the Licensee and the City represents that it has the authority to be bound by the terms of this Addendum. Once executed by both Parties, this Addendum will, together with the Agreement, constitute a valid and binding agreement, enforceable in accordance with its terms. D. Mutual Dependency and Severability. All rights and duties contained in this Addendum are mutually dependent on and one cannot exist independent of another,provided that if anyone or more of the provisions contained in this Addendum shall for any reason be held to be invalid, illegal, or unenforceable in any respect, and if such holding does not affect the ability of Licensee to perform and have access to the Stadium for all of its intended business operations as contemplated herein, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Addendum shall be construed as if such invalid, illegal or unenforceable provision was not contained herein. E. Notices and Addresses. Any notices given under this Addendum shall be given in accordance with the terms and provisions of giving notice under the Agreement. F. Amendment, Modification, or Alteration. No amendment, modification or alteration of the terms of this Addendum shall be binding unless in writing, dated subsequent to the date hereon and duly executed by the Parties hereto. G. Counterparts; Facsimile. This Addendum may be executed in any number of counterparts and or exchanged via facsimile, each of which shall be deemed an original, but all such counterparts and/or facsimile or originals together shall constitute but one and the same instrument. H. Binding Effect/Benefit. This Addendum shall be binding upon and shall inure to the benefit of the Parties hereto and their respective affiliates. successors and assigns. I. Exhibits; Attachments. All exhibits or attachments attached to this Addendum are incorporated into and arc a part of said Addendum and the Agreements if fully set out herein and therein. [SIGNATURES FOLLOW ON NEXT PAGE] 4 IN WITNESS WHEREOF, the parties hereunto set their hands and seals on the date written below. GREENJACKETS BASEBALL, LLC, a South Carolina (formerly Georgia) limited liability company By: Agon Sports & Entertainment, LLC a Georgia limited liability company, as the Managing Director By: Name: Christian B. Schoen Title: Director Date: 08/21/18 CITY OF NORTH AUGUSTA, SOUTH CAROLINA By: Name: B. Todd Glover Title: City Administrator Date: 08/21/18 5 Exhibit"E" List of agreed to Change Orders for B&G, LLC to complete for GreenJackets Baseball, LLC. ✓ I Q) d' N O) r CO - O r LC) Lo co d- (h N (.0 (.fl CO (0 O f`- d) co 'r - O (D e- Y c N M r ) CO LC) ' CO ' O CO O Lo N e- I �f L. co N N N CO CO .0 - - LC) r CO N co T rte+ m V) t}} 69 69 69 69 69 69 69 69 V) 69 b9:69 69 69 69 69- 69 (0 N _ o 17 r,_ .0 N O 0 O 2 CA cf) � N Iii N c_ m o d N co o N U w 01 C �... 0 U) - U) O C7 ' c N o U o 0 0 c -0 O in .0 c ° L0 N (p o 2 0) 0 0 W p) Q 0 O O 0 0 L " 0 ti) y.r a 'r L N + !� N U p Q) +• .Q a) (0 m c N O m (6 J N CS C U) N �( O p 0) 0 D ( O - (SS 0 O tD — U O -p W co . o N 0 O Q) 0 = '" U) U U) O C C o '0 E 0 0 0 - U) O 0) 00 C U 2 U N p O -0 U Y 0 73 4 .Uj O Y 0 C� c O F, - N - N c N � ` p .0 a a ` U U, c c6 0 @ ,m 0 o, > j0 ` u) O O L N 'O N Q C N L O- N 1= m o N,a7 N .'', C L 8 O o '0 U . t0 0 ( Y '(> 0 O,W .- 'O LO 0 c -0 0) :� W (� -0 ` C ` v-- Q f0 (0 O O N '0 00 a O N 4 o J O 1:3 Ii 0 ° >O 0 a) p a) O N o �° 7 a) a� X 0 :0 4- o Q �i � U L N o Q 0 0 U) C O ro .0>, C U) 0 '0 0 0 -0 ( LL 0 I 0 J c U 0 c N li O 0) o N a) 0 •O &'a m '-0 N ! 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