12.10.2024 Study Session Comments
This series of comments w/1 first cite the staff report section: comments and questions in bold will follow:
A. Documents and Agreements Related to Hosting the FIFA Men's World Cup Matches at Levi's Stadium in 2026
The Challenge
One early obstacle to the City/Stadium Authority's ability to achieve a full understanding of the risks, responsibilities, and costs involved in hosting FWC26 games at the Stadium was not having access to the FWC26 Agreements entered into by the BAHC, Manco and FIFA for the event. The main challenge here was that neither City nor Stadium Authority staff were involved in negotiating or executing these agreements, and FIFA was not accustomed to having such agreements made available to anyone other than the contracting parties themselves. In resisting disclosure, it should be noted that the parties did express some legitimate concerns regarding full disclosure of financial terms still under negotiation at other venues and terms that, if disclosed publicly, could compromise event security.
Although it took more time than expected, over the spring and summer of 2023, City/Stadium Authority staff were ultimately able to overcome FIFA, BAHC and Manco resistance to disclose key documents through the terms of a negotiated Information Sharing Agreement ("ISA"). A copy of the final ISA dated August 1, 2023, is attached to this report as Attachment 1.
Report p. 8
Why did City staff acquiesce to the hiding of information by Al Guido who was the Stadium Authority's designated consultant under the Stadium Authority's Conflict of Interest Code?
Doesn't Mr. Guido have a duty to declare any conflicts and not participate in decisions if he has conflict?
As CEO of BAHC, a California non-profit, didn't Mr Guido have a similar duty to declare conflicts?
Doesn't BAHC have a duty to publicly disclose its tax returns and financial statements?
What authority did the BAHC have to participate in the bid? ~OST MEETING MATERIAL
1 C. FIFA World Cup 2026 -Assignment and Assumption Agreement Since early 2023, all parties have generally agreed that the best approach to having the World Cup Event at Levi's Stadium, while mitigating Stadium Authority and City liability for what was expected to be a money losing event, was to enter into an agreement whereby Manco would assign all obligations under the World Cup Stadium Agreement to the BAHC, with a commitment from the BAHC to reimburse the City for all event related public safety costs. The logic of this approach was borne out once staff was able to obtain and analyze unredacted versions of the key FIFA documents (in particular the Stadium Agreement and the Addendum), and the number and timing of when the proposed matches at the Stadium was announced. Accordingly, since late 2023 and throughout 2024, a substantial amount of time has been dedicated to developing and negotiating appropriate terms for an Assignment and Assumption agreement among the BAHC, the City, the Stadium Authority and Manco. The resulting agreement does two main things. First it places the responsibility on the BAHC, working with Manco, to fulfill all Stadium Agreement obligations at no cost to the Stadium Authority. Second, it provides that the City will be the lead local agency in providing security at and around the Stadium for the events, with assurances that the City will be reimbursed for all of its costs.
Report p. 14
When did the Stadium Authority Board agree that because Al Guido booked a money-losing non-NFL event in violation of the state conflict of interest law and in violation of the terms of his agency, that "the best approach would be to enter into an assignment to BAHC?
The 2022 Settlement Agreement requires the Management Co. to prioritize the profitability of non-NFL events over the financial benefits to StadCo. This deal appears to violate that provision in that it is a money losing event to the Stadium Authority, and provides financial benefit to StadCo and to the Host Committee at the Stadium Authority expense.
Al Guido is President of the Forty Niners Stadium Management Company LLC (ManCo) which manages Levi's Stadium on behalf of the Santa Clara Stadium Authority. Mr. Guido is a designated "Consultant" of the Santa Clara Stadium Authority, the joint powers authority that owns Levi's Stadium. Mr. Guido is also an executive who has a financial interest in several for profit and nonprofit entities that have had contractual and financial dealings with each other and with the Santa Clara Stadium Authority. Mr. Guido has been regularly violating California conflict of interest laws and regulations.
As Manco President, Mr. Guido has been designated as a consultant under the Stadium Authority's Conflict of Interest Code.
https ://www .santaclaraca.gov/home/showpublisheddocument/72415/63752264248 9870000. In 2022 when he negotiated and signed the deal with FIFA Mr. Guido was 2 also President of the Bay Area Host Committee (BAHC), a California nonprofit mutual benefit corporation.
Levi's Stadium is owned by the Santa Clara Stadium Authority which leases it to the FORTY NINERS SC STADIUM COMPANY LLC (StadCo) which in turn leases the Stadium to the San Francisco 49ers to play NFL games. A copy of the Lease can be found at
https://www.santaclaraca.gov/home/showpublisheddocument/46687/63607142873 5770000 . Under Article 13 of the Lease, the (StadCo) receives revenue from non-NFL events in the form of Suite revenue and other revenue sources. StadCo is a source of income to Mr. Guido by way of his position as President.
The Management Agreement with Manco can be found at
https: //www.santaclaraca.gov/home/sh owpub!is h eddocu ment/46731 /63607142990 8830000 . Under section 3.2.1 the Stadium Authority delegated authority to book "non-NFL" events at the stadium to the Stadium Manager. in signing the Addendum with FIFA on June 13, 2020, as both the President of Manco and the President of the Bay Area Host Committee 1 Mr. Guido violated Government Code Section 1090, rendering the Addendum void, and consequently rendering the confidentiality provisions of the Addendum void. 1 The Bay Area Host Committee (4097051) was formed on January 8, 2018 as a California nonprofit mutual benefit corporation with Al Guido as its Chief Executive Officer and its business address the same as that for the 49ers organizations including Manco and StadCo. According to BAHC's Statement of Information filed on March 2, 2022 with the California Secretary of State, Al Guido continued in his role as CEO.
On January 3, 2024, the California Attorney General determined that the BAHC was not required to register as a charity "because it is organized and operated primarily as a mutual benefit corporation that does not solicit or hold assets for charitable purposes." On February 22, 2024, the 49ers formed a second nonprofit called the Bay Area Host Committee Foundation (6097413). This new 501 (c )(3) entity was formed as a California nonprofit public benefit corporation with Zaileen Janmohamed as its Chief Executive Officer.
On May 1, 2024, the original Bay Area Host Committee (4097051) replaced Al Guido with Zaileen Janmohamed as its Chief Executive Officer. 3 It is important to note that StadCo's Lease of Levi's Stadium contains no provisions for the assignment of non-NFL events. Moreover, ManCo's Management Agreement with the Stadium Authority contains no provisions authorizing Manco unilaterally to approve agreements with the Bay Area Host Committee. Thus, Mr. Guido had no legal authority to enter into the Addendum; moreover signing on behalf of both Manco and the BAHC was a violation of both Government Code Section 1090 and the Political Reform Act.
Government Code Section 1090 forbids government officials from entering into contracts with another party in which they have a financial interest. As CEO of the Bay Area Host Committee, Mr. Guido has a per se fiduciary duty to that nonprofit corporation. Recognition of this conflicting interest is embodied in the provisions of the Government Code which describe remote interests (Government Code Section 1091) and non-interests of members and officers of nonprofit corporations {Government Code Section 1091.5). If status as an executive officer of a nonprofit were not considered a financial interest, then there would be no need to circumscribe exceptions. It is important to note that Mr. Guido does not fit within the exception of section 1091.5 (a){8):
That of a noncompensated officer of a nonprofit, tax-exempt corporation, which, as one of its primary purposes, supports the functions of the body or board or to which the body or board has a legal obligation to give particular consideration, and provided further that this interest is noted in its official records.
The BAHC does not have as its primary purpose the support of the functions of the Stadium Authority, nor does the Authority have a legal obligation to give particular consideration to the BAHC.
Aside from his financial interest in BAHC as the result of his fiduciary duty as its CEO, Mr Guido had a financial interest as a 49er StadCo officer in the Stadium suites revenue and other revenue that a non-NFL event would produce for StadCo. Although under the Lease non-NFL event revenue and expenses belong to the Stadium Authority, revenue related to the Stadium suites from non-NFL events still belongs to the 49ers. The 49ers recently announced that they had received a loan from the NFL to finance $200M in suite improvements at Levi's Stadium in anticipation of the World Cup and Super Bowl: SFChronicle .8.27.24 No doubt StadCo will look to the suite revenue generated by holding these events to repay the NFL loan. This anticipated revenue from the World Cup matches is 4 clearly a tangible financial interest that Mr. Guido had when he signed on behalf of both Manco and BAHC,
As further evidence of his culpability, Mr. Guido has never publicly denied that he violated the law. Government Code Section 1094 provides:
Every officer whose duty it is to audit and allow the
accounts of other state, county, or city officers shall, before allowing such accounts, require each of such
officers to make and file with him an affidavit or certificate under penalty of perjury that he has not violated any of the provisions of this article, and any individual who
wilfully makes and subscribes such certificate to an
account which he knows to be false as to any material
matter shall be guilty of a felony and upon conviction
thereof shall be subject to the penalties prescribed for perjury by the Penal Code of this State.
There does not appear to be any evidence that in paying the Management Fee to Manco that the Stadium Authority's auditors or financial officers ever obtained an affidavit from Mr. Guido that he had not violated any of the referenced provisions.
Finally, analysis of the corporate changes to the BAHC, as described in footnote 1, evidences a tacit acknowledgement by Mr. Guido and his advisors at the 49ers entities that his executive position was a potential liability under state conflict of interest law.
Because the StadCo's revenue is a source of income to Mr. Guido, the Political Reform Act and FPPC regulations also prohibit him from participating in the making of a decision regarding the booking of non-NFL events, including negotiations to bring FIFA World Cup events to Levi's Stadium.
FPPC Regulation 18700(a) lays out the basic rule:
A public official at any level of state or local government has a prohibited conflict of interest and may not make, participate in making, or in any way use or attempt to use the official's position to influence a governmental decision when the official knows or has reason to know the official has a disqualifying financial interest. A public official has a disqualifying financial 5 interest if the decision will have a reasonably foreseeable material financial effect, distinguishable from the effect on the public generally, directly on the official, or the official's immediate family, or on any financial interest described in subdivision (c)(6)(A-F) herein. (Sections 87100, 87101, & 87103.)
As a designated consultant Mr. Guido is clearly considered a public official who has a disqualifying financial interests under several possible subsections of subdivision (c)(6)2 :
(A) Any business entity, as defined in Section 82005, in which the public official has a direct or indirect investment worth at least $2,000 (Section 87103(a)). For a "parent, subsidiary or otherwise related business entity," see Regulation 18700.2. (C) Any source of income, including commission income and incentive income as defined in 18700.1, amounting to a total of at least $500, provided or promised to, and received by the public official within 12 months before the decision is made (Section 87103(c)). Income is "promised to" the public official if the official has a legally enforceable right to the promised income. For a source of income that is a business entity that is a "parent, subsidiary, or otherwise related business entity," see Regulation 18700.2.
(D) Any business entity, as defined in Section 82005, in which the public official is a director, officer, partner, trustee, employee, or holds any position of management (Section
87103(d)). For a "parent, subsidiary, or otherwise related business entity," see Regulation 18700.2.
(F) For purposes of paragraph (c)(6), indirect investment or interest means any investment or interest owned by the spouse or dependent child of a public official, by an agent on behalf of 2 Mr. Guido has multiple sources of income and investments in various 49er entities as evidenced by a review of his Form 700's, as well as arising from his multiple roles as a director, officer, partner and other positions of management. See subdivision (c)(6)(d).
6 a public official, or by a business entity or trust in which the official, the official's agents, spouse, and dependent children own directly, indirectly, or beneficially at least a 10- percent interest (Section 87103(e) see also Sections 82033 and 82034).
Under FPPC Regulation 18700(d): To determine whether a public official has a prohibited conflict of interest under the Act, the following 4 step test is applied:
(1) Step One: Is it reasonably foreseeable that the governmental decision will have a financial effect on any of the public official's financial interests? To determine if the financial effect is reasonably foreseeable, apply Regulation 18701. If the answer is no, there is no conflict of interest under the Act. If the answer is yes, proceed to Step Two.
The booking of the World Cup events at Levi's Stadium will have a reasonably foreseeable financial effect on the revenue earned by StadCo through the booking of the luxury suites for the matches. Evidence of this reasonably foreseeable effect is the Stadium Lease which allocates non-NFL suite revenue to StadCo as well as the $200 Million loan from the NFL for suite upgrades in anticipation of the Super Bowl and World Cup events. The NFL would not have made the loan unless there would be revenue to pay the loan back.
(2) Step Two: Will the reasonably foreseeable financial effect be material? To determine if the reasonably foreseeable financial effect is material, apply Regulation 18702. If the answer is no, there is no conflict of interest under the Act. If the answer is yes, proceed to Step Three.
Given the $200 Million loan, materiality is evident.
(3) Step Three: Can the public official demonstrate that the material financial effect on the public official's financial interest is indistinguishable from its effect on the public generally? To determine if the material financial effect on any of the public official's financial interest is indistinguishable from its effect on the public generally, 7 apply Regulation 18703. If the answer is yes, there is no conflict of interest under the Act. If the answer is no, proceed to Step Four.
The financial effect of the World Cup deal on the public appears to be negative; the effect on Mr. Guido appears to be positive. (4) Step Four: If after applying the three step analysis and determining the public official has a conflict of interest, absent an exception, the official may not make, participate in making, or in any way attempt to use the official's position to influence the governmental decision. To determine if the public official is "making, participating in making, or in any way attempting to use the official's position to influence a governmental decision," apply Regulation 18704. If the public official will be called upon to make, participate in the making, or use the official's position to influence a governmental decision in which the official has a financial interest as determined under Step One through Step Three, the official will have a prohibited conflict of interest.
Mr Guido signed the contract; he clearly participated in a prohibited conflict of interest.
Mr. Guido appears to have violated Government Code Section 87100:
A public official at any level of state or local government shall not make, participate in making, or in any way attempt to use the public official's official position to influence a governmental decision in which the official knows or has reason to know the official has a financial interest.
What legal authority does the Stadium Authority have to violate Government Code Section 1090 and the Government Code Section 87100? 8 1. Manco to Assign all Stadium Agreement Obligations to BAHC a. BAHC obligations include everything set forth in the Stadium Agreement initially entered into between Manco and United States Soccer Federation {now FIFA), as amended. The total cost of such obligations, including their own event costs, public safety costs to be paid to the City {described in Section 3, below), and the Capital Improvement obligations described in Section 10, below, are estimated to be in the range of $45 million to $50 million).
b. In consideration of assuming all obligations, BAHC will be entitled to receive all payments for "Basic Services" to be made by FIFA under the Stadium Agreement. Such payments shall be paid in the form of cost based, variable "rental fees." Total payments are projected to be approximately $13.5 million {based on a payment of $1.5 million for each of the 6 match days and, $150K for each of the 30 projected non-match days), but may be more or less if the number of non-match days is adjusted {See Stadium Agreement Addendum Section 3 and Exhibit B).
c. Because BAHC will assume all obligations under the Stadium Agreement, the agreement calls for FIFA to approve the assignment (as required under Section 16.7 of the Stadium Agreement), and to formally release the Stadium Authority from all such obligations.
2. Subject to Reimbursement, City shall Provide all Necessary Local Security, Transportation and Related Event Services ("World Cup Support Services") a. "World Cup Support Services" include what's typically involved in support of any non- NFL event at the Stadium, plus, given the unique nature of the event, additional security services/standards required by federal, state and regional agencies. FIFA security requirements will also be included.
b. City to produce a Public Safety Plan, with input from all stakeholders, as guideline for event security services.
c. Ultimately, City {SCPD) has final approval over the Public Safety Plan; and the City will be local agency responsible for Public Safety Plan implementation. d. Public Safety Plan will include Event Overview, Goals and Objectives, Roles and Responsibilities, Incident Command System (ICS) Framework, Risk Assessment, Emergency Communications Plan, Crowd Management Plan, Security Measures, Emergency Medical Service (EMS), Evacuation Plan, Severe Weather Preparedness, Coordination with Federal Resources, Community Impact Mitigation, and Post-Event Review .
9 3. BAHC Responsible to Reimburse City/Stadium Authority for all "Qualified Event Expenses"
a. "Qualified Event Expenses" include all reasonable cost incurred by City/Stadium Authority that are necessary to support World Cup Support Services at and around the Stadium. Categories of expenses include "Event Planning and Training Expenses," "Actual Event Expenses," "Required Equipment Expenses," and "Miscellaneous or Unexpected Expenses."
b. Preliminary Cost Estimate: Public safety planning and training activities are currently estimated to cost $3,281,521; equipment costs are estimated at $356,369; and actual event costs are estimated to be $8,522,927, for a total of $12,160,817. c. This Preliminary Cost Estimate is to be updated periodically, at least every 2 months, based on new information regarding cost or requirements . d. BAHC's ultimate reimbursement obligation is to pay whatever reasonable "Qualified Event Costs" are incurred and invoiced, even if such amount is above the final "Updated Cost Estimate."
Report pp. 15-16
If the City is projecting that BAHC will have to pay it $12,160,187 and the rent is expected to be $13.5 Million, why would we hand the rent over to BAHC and then have to invoice them to get it back through a convoluted approval process subject to a third party decision-making?
Why not put the rent into an Escrow Account that the City can draw on to directly reimburse itself for expenses that it deems in its sole discretion to be necessary to avoid violation of Measure J?
Why are the City's costs being limited to just public safety costs? Where are the administrative and overhead costs?
Why has staff not complied with Council direction (and Measure J) to reimbursement for all of their time for work on the World Cup and Super Bowl? Doesn't failure to recapture these expenditures constitute a subsidy by the Stadium Authority to the 49ers?
Why did staff continue to work on the projects without receiving full reimbursement?
Where will BAHC get the rest of the $45 - $50 Million?
10 Is Staff asking the Board to approve the expenditure of Stadium funds, past or future, toward any of these events? Why?
What is the Stadium Authority's expected Return on Investment (ROI) on these expenditures?
The Host City Agreement
Like the Stadium Agreement, the Host City Agreement (HCA) was first entered into back in 2018 and submitted to FIFA as part of the region's bid package. Despite the "Host City" reference, the City is not a party to the HCA. Instead, the BAHC is the identified "Host City Authority". Therefore, the tenns of the HCA, and the provisions within the Addendum that amend the HCA are not directly binding on the City or the Stadium Authority.
Report p. 11
What does the term "not directly binding" mean?
Because neither the City nor the Stadium Authority are parties to the HCA, and City/Stadium Authority are not in physical possession of the agreement, the HCA is not a traditional "public record" subject to disclosure. However, while FIFA and BAHC have indicated they are not willing to disclose this "private agreement" to the public, they do recognize that the City has a legitimate interest in City of Santa Clara Page 11 of22
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Printed on 12/7/2024
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Agenda Date: 12/10/2024
having access to review the terms of the agreement. This is because some of the contemplated activities under the agreement will occur within the City, and/or at or near the Stadium, and the BAHC will surely need to engage or further contract with the City for cooperation and support to fulfill several of its HCA obligations. Accordingly, access to review the HCA has been provided to all City/Stadium Authority "Relevant Personnel" under the terms of the ISA.
Report pp. 11-12
If the only authority for Manco to enter into this non-NFL event was as the Stadium Authority's agent, why is it not a party to the agreement? 11 If it was creating a legal obligation on behalf of the Stadium Authority why is the agreement a "private agreement" and why didn't staff demand a copy of it, before it even began to negotiate this deal?
What does the phrase "not directly binding" mean? If the agreement was entered into in violation of state law and in breach of the Management Agreement, why is it binding on the Stadium Authority at all?
In general, the HCA defines the role of the "Host City Authority" to promote and support the event, including the obligation to provide training sites, accommodations , transportation and parking, "fan fest" activities, public relations and support and protection for FIFA commercial activities. To the extent City or Stadium Authority services or support are necessary to facilitate such obligations, BAHC will need to contract with the City or Stadium Authority as appropriate. While not imposing any specific obligation, a provision in the pending draft Assignment and Assumption Agreement provides that the City/Stadium Authority agrees to meet and confer with the BAHC regarding reasonable terms to provide such services or support.
Report p. 11
Where is the draft?
The report completely ignores the effect of holding this "assigned" event on the Stadium Authority's ability to generate net revenue in order to meet its obligations under Measure J to pay fair market value to the City's General Fund as the performance rent portion of ground rent.
Why should the Stadium Authority be paying shared expenses, management fees, insurance premiums and other staff time on events that it will not benefit by due to the assignment?
12 There are two staff reclassification categories: a) Staff that have a portion of their time allocated in the Stadium Authority budget (SCSA Budgeted Staff); and b) Staff that do not budget a portion of their time for Stadium Authority work (Non-SCSA Budgeted Staff). • SCSA Budgeted Staff spent approximately 584 hours costing $141,017 on FWC26-related activities. This amount was covered by the Stadium Authority 2023/24 and 2024/25 approved budgets.
• Non-SCSA Budgeted Staff spent approximately 106 approximate hours costing $24,845 on FWC26-related activities (Unreimbursed Staff Costs"). These costs include staff time from across the City organization, primarily in the departments of Community Development, Police, and Office of Emergency Management. Activities related to the 106 hours vary from initial departmental meetings after the announcement of the FIFA match schedule, to research by individuals staff members to understand the potential impact of the FWC26 events on City operations. The BAHC did not agree to cover these costs, as such the costs do not meet the definition of "pre-event expenses" within the draft Assignment & Assumption Agreement (outlined below). However, as per the draft Agreement, if BAHC obtains government funding, and such funding remains available after other primary obligations to fund City public safety costs are satisfied, such funding may be used to reimburse these costs. Should funds not be obtained to cover the $24,845 of pre-planning staff time, the cost should be allocated to and paid by the Stadium Authority. Stadium Authority payment of non-reimbursed pre-planning costs are allowable and aligns to how the City and the Stadium Authority have treated similar expense for prior events such as the 2019 College Football Playoff National Championship and Super Bowl 50 that were both held at Levi's Stadium.
Report p. 13
Just because staff at the time made the mistake of not collecting costs from the event holders, i.e. the NFL and the BAHC, does not mean it should make this mistake again. Assignment of the College Football Championship event was never meant to include subsidizing the BAHC in holding a losing event. If the audit did not recapture these Stadium Authority expenses, then it was a mistake and never intended as a legal determination.
Why would the City agree to follow any model of a Super Bowl about which many questioned whether it had lost the City money? An event which resulted in the mayor resigning the day after with 3 years left in his term never to be heard from again? And which saw the City Manager leave several months later after hiding from the Council that he had told the 49ers to stop paying Facility Rent? How will holding the World Cup affect the ability of the City to collect Performance Rent from non-NFL events?
Measure J (Santa Clara City Code Section 17.20.020 provides:
(g) In addition to the fixed base rent, the ground lease shall require payment by the Stadium Authority into the City's general fund of 13 performance-based rentwhich, together with the fixed base rent, the City Council has determined is projected to provide fair market rent to the City. Performance-based rent shall be pursuant to a formula that provides for sharing of the revenues less expenses of non-NFL events at the stadium. As used herein, the term "non-NFL events"means events such as concerts and sporting events that are approved by theStadium Authority and the private tenant, excluding NFL events. The fixed baserent and performance-based rent payable by the Stadium Authority to the Cityunder the ground lease, as provided in this subsection and subsection (f) of this section, are referred to in this chapter as "ground rent."
Because Manco booked the event at a loss, they are prohibiting the City from receiving Fair Market Value rent in violation of Measure J. Manco should reimburse the City for this loss to prevent the violation.
8. Revenues under the Stadium Agreement and Agreed Upon Ticket Surcharge to the Stadium Authority
a. BAHC shall receive payments for "Basic Services" (estimated at $13.5 million, as described in Section 1.b, above), and shall also be entitled to generate revenue from resale of a limited number of allocated Suites and possible commissions from local sales of Hospitality Packages under contract with FIFA's designated sales agent. b. Manco is representing that StadCo is being required to purchase Owner's Suites to satisfy existing obligations to Suite Holders and that it shall not receive revenues from the sale of Suites.
c. Stadium Authority is to receive a $6 ticket surcharge on each ticket sold to World Cup matches (FIFA has agreed to this in the Addendum to the Stadium Agreement.). Manco is to exercise best efforts to work with FIFA to implement the $6 surcharge consistent with current surcharge protocols for other Non-NFL Events. Assuming 60,000 "sold" tickets per game, Manco is projecting $1.8 million in Surcharge revenues. d. Surcharge amounts received will be deposited 50% into the Stadium Authority general revenues account and 50% into the Discretionary Fund under the terms of the Stadium Lease.
Report p.18
How was the surcharge calculated? Why shouldn't the entire amount go towards net event revenue to result in Performance Rent Payable to the City? How does the surcharge compare to the expected ticket price?
14 ' -g. Conflicts of Interest. In implementing its obligations under the Agreement, Manco is obligated to comply with all standards under the Management Agreement, including the conflict-of-interest policy previously approved by Stadium Authority and adopted by Manco. BAHC represents that no Manco or StadCo official has or shall participate on behalf of BAHC in connection with BAHC's negotiations , approval or implementation of its obligations to Stadium Authority under the Assignment and Assumption agreement.
This restriction will not apply to fundraising efforts or with respect to BAHC's independent obligations under the Host City Agreement between BAHC and FIFA.
Report p. 19
What in Heaven's name does this gibberish mean? As discussed above, it appears that Mr. Guido has in fact participated on behalf of BAHC in connection with BAHC's negotiations, approval or implementation of its obligations to Stadium Authority. Also, if, as the result of the Stadium Authority's rights it receives to fund raise or has "independent obligations" that would otherwise be seen as a conflict of interest, why should the Stadium Authority waive its rights to determine if there is a conflict of interest in these transactions? Has the City requested any advice from the FPPC to determine if any of section 11 g complies with State conflict of interest requirements? What evidence has City staff reviewed to determine the truth of this statement? These documents say that they are to be interpreted under Swiss law? Has staff consulted any Swiss lawyers with respect to their interpretation as you explain them to the public?
Will the proposed assignment agreement release from FIFA be governed by Swiss law and subject to arbitration in Geneva? What are the risks involved in not thinking through signing an agreement like this?
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