Exhibit 10.17
ASSIGNMENT OF AND
AMENDMENT TO
MANAGEMENT AGREEMENT
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This ASSIGNMENT OF AND AMENDMENT TO MANAGEMENT AGREEMENT (this "Assignment
& Amendment") is by and among SPEEDWAY MOTORSPORTS, INC., a Delaware corporation
on behalf of its wholly-owned subsidiaries, including, but not limited to,
SPEEDWAY SYSTEMS LLC, a North Carolina limited liability company, CHARLOTTE
MOTOR SPEEDWAY, LLC, a Delaware limited liability company, TEXAS MOTOR SPEEDWAY,
INC., a Texas corporation, and BRISTOL MOTOR SPEEDWAY, INC., a Tennessee
corporation, (collectively, the "Speedway Companies"), LEVY PREMIUM FOODSERVICE
LIMITED PARTNERSHIP, an Illinois limited partnership, ("Levy Illinois"), LEVY
PREMIUM FOODSERVICE LIMITED PARTNERSHIP OF TEXAS, a Texas limited partnership
("Levy Texas") and LEVY PREMIUM FOODSERVICE, L.L.C., a Texas limited liability
company ( "Levy LLC").
RECITALS:
WHEREAS, the Speedway Companies, on one hand, and Levy Illinois and Levy
Texas, on the other hand, entered into that certain Management Agreement dated
November 29, 2001 whereby the Speedway Companies have engaged Levy Illinois and
Levy Texas to manage food and beverage service operations at six motor speedway
race tracks owned by the Speedway Companies;
WHEREAS, Levy Texas desires to assign its rights and responsibilities
under the Management Agreement to Levy LLC and Levy LLC desires to accept such
assignment; and
WHEREAS, it has come to the attention of the parties that the provisions
of Section 4(b) Sponsorships of the Management Agreement could be found to
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violate certain provisions of the Texas Alcoholic Beverage Code (the "Code") and
the rules of the Texas Alcoholic Beverage Commission (the "TABC") with respect
to operations in Texas and the parties desire to amend the Management Agreement
to avoid any such violation.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto, intending to
be legally bound, hereby agree as follows:
AGREEMENT:
1. Assignment. Levy Texas hereby transfers and assigns to Levy LLC, and Levy
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LLC hereby assumes, subject to the condition set forth in the following
paragraph of this Assignment, all of Levy Texas's rights, title, interest
and obligations under the Management Agreement. Levy Texas hereby
represents and warrants, and the Speedway Companies hereby acknowledge,
based solely on such representation and warranty, that Levy LLC is a
controlled affiliate of Levy Illinois and Levy Texas and that, as such,
no prior approval of this assignment is required pursuant to the
provisions of Section 22(a) of the Management Agreement.
2. Amendment to Section 4. The current text of Subsection 4(b) shall be
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designated Subsection 4(b)(i) and the following shall be added as
Subsection 4(b)(ii):
(ii) Notwithstanding anything herein to the contrary, Levy LLC shall
exercise its independent judgment with respect to the brands and
quantities of alcoholic beverages it purchases and makes available
to its customers in the State of Texas. The parties acknowledge that
the Speedway Companies plan to seek sponsorships for their
operations at Texas Motor Speedway from members of the manufacturing
and/or distributing tier(s) of the alcoholic beverage industry
("Upper Tier Members") and that such sponsorships must comply with
Section 45.100 of the TABC's rules. In this regard, the parties:
(A) acknowledge and agree that neither Levy LLC, Levy Illinois
nor Levy Texas will receive any monetary benefit, direct or
indirect, from the advertising or sponsorship revenues
generated by operation of Texas Motor Speedway;
(B) acknowledge and agree that neither Levy LLC, Levy Illinois
nor Levy Texas will have any right or authority to control,
directly or indirectly, any programming or booking decision at
Texas Motor Speedway; and
(C) acknowledge and agree that neither Levy LLC, Levy Illinois
nor Levy Texas are subject to the direction or control,
directly or indirectly, of the owner of Texas Motor Speedway,
its operator, any producer of an event at Texas Motor Speedway
or any Upper Tier Member as to quantity or brands of alcoholic
beverages bought and sold by Levy LLC at Texas Motor Speedway.
3. Amendment to Section 10. The last sentence of Section 10 shall be deleted
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in its entirety. The rest of the original Section 10 shall continue in
full force and effect.
4. Ratification of Agreement. Except as hereby amended, all of the terms and
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provisions contained in the Management Agreement are hereby ratified by
each of the parties hereto, and such terms and conditions shall continue
in full force and effect.
IN WITNESS WHEREOF, each of the undersigned has caused this Assignment &
Amendment to be executed this 24th day of January, 2002.
SPEEDWAY COMPANIES: SPEEDWAY MOTORSPORTS, INC.,
a Delaware Corporation
By: /s/ Xxxxxxx X. Xxxxxx, VP
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Printed Name: Xxxxxxx X. Xxxxxx
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Title: Vice President
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LEVY ILLINOIS: LEVY PREMIUM FOODSERVICE
LIMITED PARTNERSHIP,
an Illinois limited partnership
By: Xxxx XX Corporation, an Illinois corporation
Its General Partner
By: /s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx, Treasurer
LEVY TEXAS: LEVY PREMIUM FOODSERVICE LIMITED
PARTNERSHIP OF TEXAS,
a Texas limited partnership
By: Xxxx XX Corporation, an Illinois corporation
Its General Partner
By: /s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx, Treasurer
LEVY LLC: LEVY PREMIUM FOODSERVICE, L.L.C.
a Texas limited liability company
By: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx, Manager
