Section 13.1 Annual Non-NFL Event Plan. The Stadium Authority will have the right to conduct events in the Stadium, such as concerts and sporting events other than NFL Games ("Non-NFL Events") pursuant to a plan and schedule established each year in consultation with 49ers Stadium Company (the "Annual Non-NFL Event Plan"); provided, however, that, in all events, the Stadium Authority will recognize that, during the NFL pre-season, regular season and post-season, 49ers Stadium Company, the Team, any Second Team and all NFL Events will have scheduling priority over all Civic Events and Non-NFL Events in the Stadium, including scheduling priority necessary to accommodate any "flexible scheduling" of NFL Events that may be imposed by the NFL from time to time. In recognition of the fact that 49ers Stadium Company is responsible for payment of Net Operating Expenses, potentially including losses on Non-NFL Events, the Annual Non-NFL Event Plan will be subject to the mutual approval of 49ers Stadium Company and the Stadium Authority. Subject to 49ers Stadium Company's scheduling priority, the Stadium Authority will also have the right to conduct events that are not included in the Annual Non-NFL Event Plan approved by 49ers Stadium Company, but any such event will be considered a Civic Event. Expenses for Civic Events will be paid by the Stadium Authority from the Discretionary Fund or from another funding source, as further described in Section 13.6.
Section 13.2 Net Income from Non-NFL Events. As provided in Section 2.2 above, each year, the Stadium Authority will, subject to certain Performance-Based Rent Credits, pay to the City fifty percent (50%) of the Net Income from Non-NFL Events. "Net Income from Non-NFL Events" means, for each year, the Non-NFL Event Revenue for such year, minus the Non-NFL Event Expenses for such year.
Section 13.3 Non-NFL Event Revenue. "Non-NFL Event Revenue" means the total revenue received by the Stadium Authority from Non-NFL Events, excluding the proceeds of the Non-NFL Ticket Surcharge (except as provided in Section 13.5 below). Non-NFL Event Revenue will include, without limitation, net revenue received from the promoter or other sponsor of any Non-NFL Event for the right to occupy the Stadium for such Non-NFL Event, including any share of ticket sales to Non-NFL Events received by the Stadium Authority, Concession Revenue from Non-NFL Events, Non-NFL Event Advertising Revenue, all net revenues from the operation of surface lots or in parking structures owned or controlled by the Stadium Authority and used for Non-NFL Events, and all revenue sharing or parking surcharge revenues generated from contracts with private parking lots in the vicinity of the Stadium during Non-NFL Events.
Section 13.4 Non-NFL Event Expenses. "Non-NFL Event Expenses" means the direct costs and expenses of any Non-NFL Event, and all incremental costs and expenses attributable to Non-NFL Events, including the Stadium Authority's administrative and marketing expenses related to obtaining Non-NFL Events and any other overhead as agreed upon by the Stadium Authority and 49ers Stadium Company. All Non-NFL Event Expenses, including any losses from Non-NFL Events, will be included in Reimbursable Expenses.
Section 13.5 Non-NFL Ticket Surcharge. The Stadium Authority will impose, and will require the promoter of any Non-NFL Events to collect on its behalf, a surcharge of Four Dollars ($4) per ticket (the "Non-NFL Ticket Surcharge"). Except as provided in the last sentence of this Section 13.5, the proceeds of the Non-NFL Ticket Surcharge will be excluded from Non-NFL Event Revenue. One-half of the proceeds of the Non-NFL Ticket Surcharge will be included in Stadium Operating Revenue in the year received, and will be available to pay Reimbursable Expenses. The other one-half of the proceeds of the Non-NFL Ticket Surcharge will be deposited in a separate account under the management and control of the Stadium Authority (the "Discretionary Fund"), which may be used by the Stadium Authority to pay Stadium Authority Discretionary Expenses, including the costs and expenses of Civic Events. In the event the Stadium Authority accrues more than One Million Dollars ($1,000,000) in the Discretionary Fund (whether in one year or successive years) that is not used by the Stadium Authority for Stadium Authority Discretionary Expenses, then the Stadium Authority will first determine if adequate provision has been made, such as through a sinking fund, for replacement of and upgrades to capital improvements contemplated under the Public Safety Plan; and, if not, will reserve funds in the Discretionary Fund for such purpose. If the remaining balance in the Discretionary Fund still exceeds One Million Dollars ($1,000,000) after adequate provision has been made for replacement of and upgrades to capital improvements contemplated under the Public Safety Plan, then up to one-half of such excess may be transferred in the discretion of the Stadium Authority from the Discretionary Fund to the City's General Fund, in which event an equal amount to that transferred to the City's General Fund will be transferred from the Discretionary Fund to the Stadium Authority's operating fund and will be included in Stadium Operating Revenue in the year transferred. The amount so included in Stadium Operating Revenue will be available to pay Reimbursable Expenses.
Section 13.6 Civic Events. As described above, the Stadium Authority may schedule events that are not included in the approved Annual Non-NFL Event Plan ("Civic Events"). Civic Events may include civic or other events in the Stadium, or provision of meeting space in the Stadium for community groups and non-profits; provided, however, that the scheduling of any Civic Events will recognize the scheduling priority for NFL Events described above. Unless otherwise agreed upon by 49ers Stadium Company, all costs and expenses attributable to Civic Events ("Civic Event Expenses") will be paid by the Stadium Authority from the Discretionary Fund or another funding source, or will not be incurred. In no event will any such Civic Event Expenses constitute Reimbursable Expenses. The Stadium Authority shall be entitled to all revenues attributable to Civic Events and any profits from Civic Events may be transferred in the discretion of the Stadium Authority to the City's General Fund.
