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POST MEETING MATERIAL

City Council and Authorities Concurrent
August 26, 2025

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POST MEETING MATERIAL
Meeting
August 26, 2025
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City Council and Authorities Concurrent
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8/26/2025 Item # 4
Presentation on a
Proposed League Event
Agreement with Bay Area
Host Committee, Forty
Niners SC Stadium
CIT Company, LLC, and Forty
Niners Stadium
1852 Management Company LLC
THE MISSION CIT to Host Super Bowl LX
Item #4, August 26, 2025
City of
Santa Clara
The Cantee of Whate Poete
Agenda
• Introduction
• Background
Overview of SBLX Negotiations
Key Terms of the League Event Agreement
• Next Steps

POST MEETING MATERIAL
1 8/26/2025 Item # 4
City of
Santa Clara
The Center of What Possible
Introduction
3 City of
Santa Clara
The Center of What Pasuble
Introduction
• We will present the terms of a proposed League Event Agreement for hosting Super Bowl LX.
• League Event Agreement provides:

1. City of Santa Clara will be the lead local agency providing security at the Stadium for the SBLX game and related events.

2. Reimbursement of the City's Event Expenses (inclusive of planning and demobilization).

3. Safeguards for City and Stadium Authority that mitigate potential risk and liability.
• No action on the agreement will be taken as part of this agenda item. • City Council/Stadium Authority Board action on the proposed League Event Agreement is anticipated as part of the September 16, 2025 meeting.
2 8/26/2025 Item #4
City of
Santa Clara
Background
5 City of
Santa Clara
The Center of Whaty Possible
2026 Major Events
• On February 8, 2025, Levi's® Stadium will host Super Bowl LX (SBLX). • Levi's® Stadium will also host six FIFA World Cup 2026 (FWC26) matches between June 13 - July 1, 2026.
• Since 2023, City of Santa Clara and Santa Clara Stadium Authority have been working with the host committee, Forty Niners, and other key stakeholders to plan and implement the services and stadium improvements necessary to support the events.
6 3
8/26/2025 Item # 4
City of
Santa Clara
Thee Caller of Whusy Posite
Key Entities
City of Local jurisdiction where Levi's® Stadium is located.

Santa Clara Lead agency responsible for public safety and permitting for the events.

SCSA Owner of Levi's® Stadium, which will host SBLX and six FWC26 matches.

BAHC is a non-profit focused on bringing and managing mega-events in the Bay Area. Host City for both SBLX and FWC26.

Professional football league in the United States, comprised of 32 teams divided between the AFC and NFC. It organizes the annual Super Bowl and collaborates with local teams, cities, and host committees to plan the event.

SCSA

SANTA ELAKA STADIUM AUTHORITY
City of
Santa Clara
The Cabder of Whuts Foule
Key Entities Cont.

Forty Niners StadCo is the Levi's® Stadium tenant and is responsible for Stadium NFL SC Stadium
Company, LLO operations.

Forty Niners ManCo manages Levi's® Stadium on behalf of StadCo and Stadium Stadium Authority under the terms of a Stadium Management Agreement between the lanagemen
Compan
Forty Niners TeamCo operates as a business and management arm of the Forty Niners Football organization, overseeing the team's interests in Levi's® Stadium and related Company NFL team operations.

SCSA

SANTA CARE SADIN AUTHORITY
4 8/26/2025 Item #4
City of
Santa Clara
The Center of Whats Posithi
Key Entities Cont.

Federal partners to work with City, Stadium Authority, and BAHC on public & more
safety and security for the 2026 major events.

Cal OES State partners to work with City, Stadium Authority, and BAHC on & more
emergency planning, public safety and other items for the 2026 major events.

Regional partners to work with City, Stadium Authority, and BAHC on SANJOSE & more public safety, emergency planning, and other items for the 2026 major events.

Regional public transportation agencies to work with City, Stadium Authority, VASE & more and BAHC to coordinate transportation to and from the 2026 major events.

SCSA 9

SANTA CLARA STACIUM AUTURITY
City of
Santa Clara
SB50 Bid Process
• On February 7, 2016, Levi's® Stadium hosted Super Bowl 50 (SB50). • As part of the bid package, NFL required that local jurisdictions hosting Super Bowl events provide assurances on public safety, fire, emergency medical, and other governmental services to support the Super Bowl.
• A non-profit, San Francisco Bay Area Super Bowl Host Committee (Host Committee), was formed for purposes of submitting the bid and hosting SB50 at Levi's® Stadium.
• In March 2013, the City and NFL entered into a Super Bowl L Stadium License MOU that the Stadium would comply with the requirements set forth in the bid specifications.
• In March 2013, the City and Stadium Authority entered into a Super Bowl L and LI Governmental Services Agreement (SB50 Agreement) with the Host Committee and StadCo. 10
5 8/26/2025 Item #4
City of
Santa Clara
Thin Geeker of Whats Porgitle
SB50 Agreement
• SB50 Agreement included:
- Host Committee's agreement to reimburse City for planning, training and deployment costs for police, fire, emergency medical, and other governmental services (e.g., traffic nanagement, planning, building inspection, public right-of-way clean up) - Budget and cost allocation process
- Reimbursement process
- No Stadium rental fee for the Super Bowl
- No Convention Center rental fee for Host Committee's use for NFL On Location and an accreditation center
- No Senior or Youth Program Fee to be collected through ticket sales, but the Host Committee agreed to efforts to ensure grant funds were awarded to youth organizations in the City or alternatively to make a $25,000 donation to the City for the Senior and Youth Program Fee (if there were leftover funds after other obligations) 11 City of
Santa Clara
The Centuro White Possible
SBLX Bid Process
• Since 2018, Super Bowl bidding process has transitioned from a competitive approach to a more streamlined method.
• NFL now identifies a city/team to host the event and presents the terms for hosting.
• SBLX Bid Timeline:
- 2022:
• Bay Area Host Committee (BAHC) was reactivated.
• Formal bid to host Super Bowl LX (SBLX) was developed. - Early 2023: Bid submitted.
- May 22, 2023: NFL and team owners awarded SBLX to the Forty Niners and Levi's® Stadium.
12 6
8/26/2025 Item #4
City of
Santa Clara
The Center of Whats Possibl
SBLX Guiding Principles

1. Professionally oversee the Super Bowl 6. Seek revenue generating utilization of the Santa LX in a manner that positively highlights the Clara Convention Center and other event and City of Santa Clara and celebrates the rich recreation spaces (including college and school diversity of Santa Clara's neighborhoods. facilities) in the City of Santa Clara without any

2. Attain reimbursement of all event costs, impact to the General Fund. including public safety (pre- and post-event 7. Seek mitigation of City and Stadium Authority costs). financial risks and liabilities.

3. Ensure direct benefits to the Santa Clara 8. Engage in transparent communication on pre- community and Santa Clara businesses. planning efforts, with periodic progress reports to

4. Plan and provide for communication and the City Council, including reports published on the engagement with residential neighborhoods City's website to promote engagement and awareness adjacent to Levi's Stadium and other venues for residential neighborhoods adjacent to the Stadium that will be utilized for large events. and the City as a whole.

5. Ensure specific benefits to and involvement 9. Pledge that the Santa Clara City Council, Stadium of Santa Clara youth and adult football Authority Board, and City staff will follow the law, act programs. ethically and transparently with the expectation that other parties do the same. 13
City of
Santa Clara
Incurred SBLX Costs
• Pending a League Event Agreement, City and BAHC have entered into several reimbursement agreements to reimburse the City for certain incurred costs ($310,307 reimbursed to date):
- Reimbursement Agreements for Super Bowl 58 and 59 NFL's Visiting Public Safety Officer (VPSO) Program: Reimbursement of City costs related to Santa Clara Police and Fire staffs attendance at NFL's VPSO Program. - Reimbursement Agreement for SBIX Pre-Agreement Expenses:

Reimbursement of City event planning costs incurred by City from July 1 - December 31, 2024.
- Interim Funding Agreement: Reimbursement of City's police, fire, emergency management, and public vook for f. costs associated with the plannigust 31, 2025 14 8/26/2025 Item #4
City of
Santa Clara
The Center of Whats Fossible
Reimbursement Agreements
Agreement Agreement Term / Reimbursement Amounts
Reimbursement Period
Reimbursement Agreement February 26, 2024 - Until $15,000 maximum for SB58 VPSO Program services have been fully $14,155.57 invoiced & received performed and paid for
Reimbursement Agreement February 13, 2025 - Until $100,000 maximum for SB59 VPSO Program services have been fully $100,000 invoiced & received performed and paid for
Reimbursement Agreement for July 1, 2024 - December 31, $61,000.24 maximum SBLX Pre-Agreement Expenses 2024 $61,000.24 invoiced & received Interim Funding Agreement for January 1 - August 31, 2025, or $250,000 maximum SBLX Planning and Preparation execution of League Event $135,151.05 invoiced & received and Amendments Agreement. City and BAHC are $37,625.12 invoice pending working on amendment to extend internal review
term through September 30, 2025
15 City of
Santa Clara
The Ceoter of Whie PosTste
Major Event Updates
• Regular 2026 major event updates on the following topics are provided to the Council, Board, and community:
- City's negotiation efforts
- City's public safety and emergency management planning - Participation in NFL programs (e.g., VPSO and Future Host Cities) - City's community engagement and economic development efforts - Discover Santa Clara's planning efforts
- Convention Center preparations
- City/Stadium Authority's tracking of incurred expenses - BAHC's reimbursement of costs
• These updates are on the City's website in two locations:
- City's agenda report portal, Legistar
- City's dedicated webpage for SBLX and FWC26
16 8
8/26/2025 Item #4
City of
Santa Clara
Community Engagement
• Ad-Hoc Economic Development and Marketing Committee convened to facilitate community engagement for SBLX and FWC26.
• Since April 2025, the committee has been meeting with participation from community partners and stakeholders.
• Included workshops to provide input on development of slogan for community engagement for 2026 and the types(s) of events for community engagement surrounding the 2026 major events.
• Committee plans to continue assisting with community engagement efforts, aid with event coordination and collaboration, and support the ongoing promotion/marketing of community events.
• City Council to approve final community engagement plan and budget. 17 City of
Santa Clara
The Cecta: of Whots Presitle
Overview of SBLX
League Event Agreement
Negotiations
18 8/26/2025 Item #4
City of
Santa Clara
SBLX Negotiations
• In 2024, the City and Stadium Authority began preliminary negotiations with the BAH and Forty Niners.
• During this time, same parties were concurrently negotiating terms for the FIFA World Cup 2026 Assignment and Assumption Agreement (FIFA Agreement).
• Due to the nature and complexity of the FIFA Agreement, those negotiations took priority.
• On February 11, 2025, the Council and Stadium Authority Board approved the FIFA Agreement and a Guaranty of Certain 2026 FIFA World Cup Obligations. • Since then, staff's attention has been focused on completing negotiations SBLX terms to bring forth a League Event Agreement for Council/Board action. 19 City of
Santa Clara
The Center of White Possible
SBLX Negotiations Cont.
• Business and legal staff participated in numerous negotiations meetings with BAHC and StadCo.
• The following were reviewed and/or contributed to the framework of the proposed League Event Agreement:
- FIFA Agreement terms for advance payment, dispute resolution, etc. - City's SB50 Agreement provided lessons learned from implementing the terms of that agreement.
- Attendance at and evaluation of support services and requirements for hosting Super Bowl LVIII (in Las Vegas) and Super Bowl LIX (in New Orleans). - Interim Funding Agreement and Pre-Agreement Expenses Reimbursement Agreement.
- Article 21 of the Stadium Lease.
20 8/26/2025 Item # 4
City of
Santa Clara
Stadium Lease, Article 21
Article 21 of the Stadium Lease between the Stadium Authority and StadCo, grants StadCo the right to use Levi's® Stadium for the Super Bowl in accordance with the terms of a negotiated League Event Agreement."
• Under this Article, such agreement can modify the terms of the Stadium Lease and include one or more "third parties, such as an event host committee" to be responsible for certain event costs and expenses, including public safety costs.
21 City of
Santa Clara
one Confer a What Possible
Key Terms in the
League Event Agreement
22 11
8/26/2025 Item #4
City of
Santa Clara
Fle Canter of Wila: Persitte
Summary of Key Terms
• Proposed League Event Agreement provides for the following:
- Affirms City of Santa Clara will be the lead local agency providing security at and around the Stadium for the SBLX game and related events.
- Reimbursement of the City's Qualified Event Expenses. - Safeguards for City and Stadium Authority that mitigate potential risk and liability:
• Detailed reimbursement process that ensures the City is fairly compensated in a timely manner for its provision of "Super Bowl Services" for the event. • Clear, efficient dispute resolution framework to handle any disagreements that may arise with respect to such expenses.
• "Advance Payment" of 50% of projected actual event expenses before invoices are submitted.
• Financial backstop from StadCo to cover any "Qualified Event Expenses Shortfall," in the event BAHC fails to fulfill its reimbursement obligation. 23 City of
Santa Clara
The Caefer of What Possible
League Event Agreement Implements and
Modifies the Stadium Lease for Super Bowl LX
• Article 21 in the Stadium Lease contemplates a "League Event Agreement" to contain the terms for hosting NFL Events like the Super Bowl at the Stadium, including allocation of certain duties to a third party "event host committee" (like the BAHC, and modifications to otherwise standard terms of the Stadium Lease for an NFL Event. • Important modifications to the Stadium Lease for SBLX include (1) BAHC responsible for reimbursement of "Qualified Event Expenses" (with StadCo as back up); (2) no "threshold" on "Public Safety Costs" above which the Stadium Authority would need to contribute; and (3) amounts paid to the City towards the Senior and Youth Program Fee will not be subject to the cap on such fees.
• Remaining provisions of the Stadium Lease not modified by or inconsistent with the League Event Agreement remain in effect. [Section 1]
24 12
8/26/2025 Item #4
City of
Santa Clara
The Copter of Wilts Positdo
City to Provide/Coordinate "Super Bowl
Services" to Support "Super Bowl Activities"
• "Super Bowl Activities" include the SBLX game and designated Super Bowl related events taking place within the security perimeter of the Stadium before, during and after the game. Super Bowl Activities may be expanded to include specific events and activities that require public security services. [Section 2.1.1]
"Super Bowl Services" include what's typically involved in support of any NFL event at the Stadium, plus additional levels of services to meet the unique demands and requirements of the Super Bowl. [Sections 2.1.2, 3-4.6, 3-4-7 and Exhibit A] • City to prepare a Super Bowl Services Master Plan of City's Super Bowl Services in consultation with BAHC, ManCo and StadCo and Public Safety Plan with input from involved law enforcement agencies and the NFL; City retains ultimate approval authority. [Sections 2.2.1 and 2.2.2].
25 City of
Santa Clara
The Ceoter of Whats PosuBe
BAHC to Reimburse City for all
"Qualified Event Expenses"
• "Qualified Event Expenses" include actual and reasonable costs for "Event Planning and Training Expenses,* "Actual Event Expenses," "Required Event Equipment," and "Miscellaneous or Unexpected Expenses." [Sections 3.2, 3-3, 3.4, and Exhibit Al • To facilitate BAHC planning/fundraising efforts, City is responsible for preparing a "Preliminary Cost Estimate" for Super Bowl Support Services. [Section 2.3.1] • Current cost estimate for Super Bowl Support Services is $6,302,912. [Exhibit B] • City to provide periodic "Updated Cost Estimates." [Section 2.3.2] BAHC's reimbursement obligation applies even if "Qualified Event Expenses" invoiced exceed the final "Updated Cost Estimate." [Section 2.3-3] 26 13
8/26/2025 Item #4
City of
Santa Clara
The Center of Wilute Poritie
Invoicing and Reimbursement Process
for Event Training and Planning Expenses
• Event Planning and Training expenses are to be billed monthly using processes and forms similar to what parties have used under the Interim Funding Agreement. [Section 3-3] • AHC may request additional information or reasonably dispute requested reimbursement items. [Sections 3-3-2, 3-3-3, and 3-3-51 • After review and approval, BAHC will pay all undisputed items and set aside disputed amounts; if disputed amounts balance exceeds $50,000, such amounts to be deposited into a Dispute Escrow Account. [Section 3-3-4]
• Parties will meet and confer to resolve disputes; if disputed amounts exceed $200,000, either party can trigger expedited Dispute Resolution through binding arbitration. [Section 3-3-4 and 3-5]
27 City of
Santa Clara
The Center of Wilts P
Invoicing and Reimbursement Process
for Actual Event Expenses
• BAHC agrees to make an "Advance Payment" to the City on or before December 25, 2025, equal to 50% of the November 15, 2025 "Updated Cost Estimate" (approximately $2,513,500 using current cost estimate). [Section 3.4.1]
BAHC reserves the right to request additional information and reasonably dispute requested reimbursements, with parties meeting and conferring to resolve disputes, and deposits of any disputed amounts into the "Dispute Escrow Account." [Sections 3.4.3 - 3.4.5] • Subject to offset for Advance Payments amounts already paid, and any disputed amount submitted to arbitration, BAHC shall pay all remaining amounts owed within 60 days of City's final "Completed Payment Request." [Section 3•4•5]
• If parties are unable to resolve any dispute(s) over amounts owed, the matter(s) will be decided through binding arbitration. [Section 3-5-3]
28 14
8/26/2025 Item #4
City of
Santa Clara
The Cent
Special Rules for Equipment & Misc. Expenses
• BAHC also responsible for cost of "Required Event Equipment." [Section 3-4.6] • Equipment purchased for Super Bowl LX use only requires BAHC prior approval; equipment purchased to be retained by City for future use to be leased to BAHC at reasonable rates. [Section 3-4-6.c and d]
• Preference to lease equipment, if possible, instead of purchase; third party lease costs will be passed through to BAHC as a Qualified Event Expense. [Section 3.4.6.d] • City to coordinate Super Bowl and FWC26 equipment procurement where possible and bill the separate events accordingly based on projected deployment [Section 3-4.6.e] • Miscellaneous or unanticipated costs to be discussed and reasonably agreed upon. [Section 3-4-7].
• Equipment costs and approved miscellaneous costs to be submitted for reimbursement with the next scheduled Payment Request. [Section 2.3-4-c and 3-4-7] 29 City of
Santa Clara
The centecol Whats Positle
StadCo Responsible for Any Qualified Event
Expense Shortfall
• If BAHC fails to fulfill its obligation to fully reimburse City for City's Qualified Event Expenses, StadCo will reimburse City the entire amount of the Qualified Event Expense Shortfall. [Section 6.1]
• Qualified Event Expense amounts paid by BAHC or StadCo under the terms of the League Event Agreement, including any Qualified Event Expense Shortfall, will not count or be treated as "Credited Public Safety Costs" under the Stadium Lease, and the Parties knowledge and agree that the Super Bowl Game shall not be included in the calculatio of the Public Safety Costs Threshold for the 2025-2026 Lease Year. [Section 6.1 30 15
8/26/2025 Item #4
City of
Santa Clara
Tie, Cerero! Wig: Posste
Convention Center Use
• Use Term shall be from January 17 - February 13, 2026, with certain designated facilities retained for City use/rental from January 17-26, 2026.
• Facility Rent shall be $650,000, subject to Rent Credit offsets as follows:
-20% "Major Event Credit" equal to $130,000;
--$200,000 "Business Development Funds Credit" (pending approval by the Destination Marketing Organization's Board); and
_ "Performance Rent Offset" not to exceed $320,000 based on actual expenditures from events held on Food and Beverage, Audio Visual and Information Technology Services (40% of expenditures up to $500,000 and 30% of expenditures between $500,000 and $900,000) • Security Deposit. A security deposit of $320,000 shall be paid in two installments of $160,000, th irst by November 1st, and the second by January 1s
• Cancellation Fee. If the Convention Center is not used during the Use Term, or booking is cancelled, BAHC to pay a cancellation fee, equivalent to the full amount of Facility Rent ($650,000). 31 City of
Santa Clara
The Carterot Whats Posi
Access to City Facilities/Youth Sports Park
• If either the NFL or BAHC needs access to any other City/Stadium Authority facilities other than the Stadium, including the YSP (which the Parties anticipate will be within the security perimeter for the SBIX and Designated Events), they must secure the necessary right of entry permits and/or licenses, on reasonable terms to be negotiated. [Section

6.3]
Note: The City is engaged in separate negotiations with the NFL concerning the potential use of the YSP and the remaining City-controlled portions of the former Yellow Lots, including the tennis courts during the event period. Such negotiations are interesene the users, aunt reen Consideration will be gie to till be addressed as part of any resulting agreement. Any such use agreement will be presented to the City Council at a later date.
32 16
8/26/2025 Item #4
City of
Santa Clara
The Center of Whats Possible
Senior and Youth Program Fee
• StadCo shall pay to the City the Santa Clara Senior and Youth Program Fee on each SBLX ticket in the amount specified in the Stadium Lease; however, such amounts will not be counted towards any cap on such fees in the Stadium Lease. If the NFL will not permit the inclusion of the Santa Clara Senior and Youth Program Fee in its tickets for the Game (as is expected), StadCo agrees to provide a donation, equivalent to that amount for use by the City for Senior and Youth Program purposes. [Section 6.6] Note: The SB50 Agreement excused StadCo from collecting or paying the City a Senior and Youth Program Fee. If no NFL Legacy Grant monies were provided and the Host Committee had monies leftover after fulfilling its other obligations, the Host Committee was to use such monies, up to $25K to make a contribution to the City Senior/Youth Program. Staff is researching if any such contribution was ever made. 33 City of
Santa Clara
The Center of Whats Possible
Special Event Zone
• City staff agrees to prepare and present to the City Council for its consideration, a "Special Event Zone" ordinance designed to protect the public health, safety and welfare, and enhance local aesthetics by temporarily regulating or restricting certain advertising and commercial activities within the vicinity of the Stadium leading up to and during SBLX. The ordinance is also intended to address NFL concerns and standards for such activities.

BAHC responsible for reimbursing all staff and related costs to prepare the ordinance and shall defend the City from any legal challenges. City Council will retain discretion to approve or disapprove the proposed ordinance in its sole discretion. • The parties are still negotiating terms for what happens if the Council elects not to approve the ordinance, as this is considered an integral part of the successful staging of the event. [Section 6.9]
Note: The SB50 Agreement included a similar provision calling for a Special Event Zone and the City approved such ordinance in October 2015.
34 17
8/26/2025 Item #4
City of
Santa Clara
Fee Cunter of wius Fossile
Additional Agreements
Third Party Funding. Parties agree to cooperate to obtain private and public sources of funding to help offset Qualified Event Expenses, ideally with earmarks for that purpose. [Section 6.12.a]
• Capital Improvements. ManCo must oversee and implement any Super Bowl improvements required by the NFL at no cost to the Stadium Authority. Any proposed Super Bowl Improvements outside the Tenant Exclusive Areas in the Stadium Lease must first be approved by Stadium Authority. [Sections 4.1 and 4.2] • Permitting. City to work in good faith to expedite permit processing; BAHC to pay all customary processing and permit fees. [Section 5]
• NFL. Stadium Access. StadCo may enter into a license agreement with the NFL (and with BAHC as appropriate) to grant Stadium access for purposes of hosting SBLX. [Section • Joint Marketing of City Assets. BAHC and StadCo to cooperate in the marketing of any City assets consistent with existing agreements limiting such marketing. [Section 6.8] 35 City of
Santa Clara
Additional Agreements, Cont.
• Conflicts of Interest. ManCo is obligated to comply with all conflict-of-interest standards under the Management Agreement. All parties shall comply with applicable federal, state and local laws, including conflict of interest laws, in connection with approving and implementing the League Event Agreement and the implementation of the event. [Section 6.13) • No City Waiver of Local Taxes or Fees. City has not agreed to waive any local taxes or fees and is not responsible for reimbursing for any such taxes or fees. [Sections 6.11 and 9.3]
Marketing and Promotion of City. BAHC and the Destination Marketing Organization (DMO) will coordinate with the City to promote and market City businesses, events, and facilities per a separate, pending agreement between BAHC and DMO. Upon City's request, BAHC shall endeavor in good faith to arrange for support from Bay Area professional sports teams at City sponsored events. [Section 6.7] Reimbursement of "Pre-Agreement Expenses". Staff costs incurred prior to July 1, 2024 may be reimbursed out of any remaining available government funding. [Section 3.7] 36 18
8/26/2025 Item # 4
City of
Santa Clara
The Contero: Wigth Pestse
Legal Provisions
• Indemnities. ManCo/StadCo and BAHC to defend, protect, defend and hold City and Stadium Authority harmless in connection with their respective performance of services and undertaking of obligations for the Super Bowl Activities, excluding liabilities determined to have arisen as a result of the City or Stadium Authority's negligence or willful misconduct. [Sections 7.1.1 and 7.1.2]
• Insurance. Stadium Authority and StadCo to maintain "Standard Event Insurance" per existing NFL Event standards throughout term of the agreement and during the Super Bowl Activities, as set forth in the Stadium Lease and paid for in accordance to the Stadium Lease; however, subject to their reasonable approval, BAHC shall bear the cost of any additional costs for "Specialty Insurance" reasonably required by City/Stadium Authority or the NFL as result of enhanced risks presented by Super Bowl Activities. [Sections 7.2.1 and 7.2.2]
37 City of
Santa Clara
he Center Wise rotat
Legal Provisions Cont.
• Late Payments. Interest will accrue on late payments owed to City/Stadium Authority ut not paid ("Delinquent Amounts") at the rate of 1.25% per month (15% per vear) unt aid. Disputed amounts not paid shall not be treated as "Delinquent" but, if determine ultimately to be owed, shall themselves accrue interest at the rate of .25% per month (3% per year) from the date originally due. [Section 8.1]
• Remedies/Dispute Resolution. Parties are entitled to specific performance and monetary damages, but not consequential damages, as remedies for another party's noticed but uncured default. Unresolved disputes over "Disputed Amounts" are to be submitted to binding arbitration. [Section 8.3]
38 8/26/2025 Item # 4
City of
Santa Clara
The Copter of Wigh Positte
Conclusion
• In general, the proposed League Event Agreement:
- Provides terms that improves on SB 50 Agreement.
- Covers reimbursement of City costs and provides for financial backstop. - Includes detailed and transparent processes for reimbursement, advance payment, and dispute resolution.
- Modifies certain Stadium Lease requirements to ensure that StadCo's provision of funds do not trigger caps (e.g., public safety costs, Senior and Youth Program Fee
- Generates revenue for the City through use of the Convention Center and Senior and Youth Program Fee, with the potential for revenues generated by the marketing of City assets.
39 City of
Santa Clara
The Center of What's Possible
Next Steps / Recommendation
• Direct staff to bring forth the proposed League Event Agreement on the terms presented for Council and Board action at the September 16, 2025 meeting.
40 20

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