Polo Licensing AgreementLICEM AGREEMM
VILLAGE Of OAK BROOK & PINEOAK PARTNERS LLC
2017 POLO PROGRAM LICENSING AGREEMENT
In anticipation of the 2017 Oak Brook Polo season, the following sets forth the terms of this License
Agreement between the Village of Oak Brook ("Village"/ "Licensor') and the Pineoak Partners LLC,
("Licensee"):
1. INTENT AND OBJECTIVES OF BOTH PARTIES
Whereas, the Licensee is aware of the long and distinguished history of polo within the Village of
Oak Brook, and wishes to demonstrate, through this Agreement, that a dedicated private entity can
conduct a polo season with limited municipal financial support, which will hopefully demonstrate
that such an arrangement may be considered to be put in place in future years; and whereas the
Village, as the owner of the Oak Brook Polo Club ("OBPC" or the "Club") name, wishes to see
continuation of polo as a unique cultural and recreational event for the benefit of its businesses,
residents, and visitors to the Village, and wishes to grant limited uses of its real and intellectual and
intangible property relating to the Club to a private entity for a single season, this license Agreement
sets forth the limited nature of the rights being granted. The Licensee shall provide written evidence
to the Licensor that it is a validly organized limited liability company in the State of Illinois.
2. POLO DATES
The Village agrees to allow the Licensee to execute, promote and manage seven (7) polo events at
the OBPC Field on the following dates:
• Sunday, June 11, 2017
• Sunday, June 25, 2017
• Sunday, July 9, 2017
• Sunday, July 30, 2017
• Sunday, August 6, 2017
• Sunday, August 20, 2017
• Sunday, September 10, 2017
The Village further agrees to allow polo events on Sunday, September 17, 2017, and Sunday,
September 24, 2017, if any of the above dates are canceled due to weather. The Licensee will do its
best to avoid an event cancellation and will assume all financial losses resulting from event
cancellations due to weather or flooding due to weather. In the event that more than two events
are cancelled due to weather or flooding due to weather, the Village, at its sole discretion, may offer
other available dates.
If the Licensee wishes to add additional dates or reschedule a preexisting agreed upon date
following the execution of this Agreement, the Licensee must request the date or reschedule in
writing to the Village for consideration and approval. The Village must approve additional or
rescheduled dates no less than thirty 30 days before the start of the 2017 Season. The Licensee shall
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not be charged any additional fees from the Village for the use of the field. The decision of the
Village to approve additional or reschedule dates shall be final.
The Licensee's most important responsibility is to ensure the safety of all polo players and horses
on the field. Polo events will generally go forward with light rain and wind conditions. However, in
the event of threatening weather, or adverse field conditions due to heavy rain, the Licensee
reserves the right to:
• Cancel match and re -schedule to either of the above rain dates
• Interrupt and suspend games as necessary; matches that are continued from the point of
interruption may be subject to modified rules if they resume, as circumstances warrant
• Reduce match times in order to catch up with tournament schedules and daylight
• Finish or end matches before inclement weather arrives or to preserve field conditions;
matches will be deemed official at the point of termination regardless of actual duration
Attendees will be notified of an event cancelation or delay no later than 12:30 PM on the scheduled
event date via multiple communications channels (e.g., email, website, social media and press
announcements.)
3. APPOINTMENT OF VILLAGE LIAISON
A Village representative will be appointed by the Village President, at his discretion in writing, and
shall serve as a liaison with the management of the Licensee, and any advisory committee that the
Licensee should put in place. The Licensee shall provide to the Village Liaison such reasonable
information as the Village Liaison shall require to understand the manner in which the planning,
marketing, and hosting of the 2017 polo season will take place. Such information will be
communicated to the Village Liaison on a timely basis, and where problems occur or new issues
arise regarding the manner in which the Licensee event will be carried out, such information will be
shared with the Village Liaison as quickly as possible, after it becomes apparent that the operation
of the polo season will be affected. The Village Liaison may be a board trustee, village employee,
and/or resident.
The Village Liaison's activities may at the Liaison's discretion include:
• Serving as the liaison between the Licensee and the Village for marketing support and the
availability of event resources such as power, custodial, security, and medical services
• Representing Village interests and communicating them to the Licensee
The Licensee shall also have access to Village officials Sean Creed and Rick Ginex.
4. GRANT OF CONDITIONAL, NON-EXCLUSIVE LICENSE
Currently, the Village owns the rights to the "Oak Brook Polo Club" name (including the acronym
"OBPC"), insignia, and related images and graphics (the "Proprietary Marks'). The Village grants a
limited and non-exclusive license of the Proprietary Marks to Licensee, provided the Licensee
observes Village guidelines for how, when, and where the name is used.
The Village agrees to allow the Licensee, for only the term of this Agreement, to use the Proprietary
Marks in the following ways:
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• Player/Team apparel, equestrian apparel, and associated field side equipment in support of
the polo match event
• PR and communications activities (e.g., media inquiries, press announcements, interviews,
etc.)
• Advertising, including print, radio, television, online, and out -of -home (OOH) media
• Club branding and graphics displayed on controlled platforms, including website, social
media, onsite / venue signage. Other specific uses must be approved by the Village
Manager in writing.
• Club merchandise for promotional sale, to promote the OBPC, the polo matches, and the
Village, including jerseys, polo shirts, t -shirts, hats, memorabilia, etc.
• Event broadcasting utilizing television, radio and digital channels
The Licensee agrees that it will not knowingly utilize the Proprietary Marks in a manner that is
detrimental to the Village, Board of Trustees, or residents. The Licensee also agrees that it will not
change the Club's name, insignia or colors without notification and/or written approval by the
Village. In the event that the Village Manager believes that the Licensee is exercising rights not
granted, the Village Manager may in writing restrict the right of the Licensee to use such rights as
are found to be excessive or improper. The Village Board may choose to also exercise this power.
The Licensee understands and agrees that its licensed use of the Proprietary Marks pursuant to this
Agreement does not give the Licensee any ownership interest or other interest, except the non-
exclusive right and license herein granted, in and/or to the Proprietary Marks; that any and all
goodwill associated with the licensed Proprietary Marks inures exclusively to Village's benefit; and
that, upon expiration or termination of this Agreement and the license granted in this Agreement,
no monetary amount shall be assigned as attributable to any goodwill associated with the Licensee's
use of the Proprietary Marks.
The Licensee acknowledges that its right and license to use the Proprietary Marks is limited to the
scope of the non-exclusive license granted in this Agreement and that any unauthorized use of the
Proprietary Marks including, but not limited to, use of the Proprietary Marks in connection with the
provision of any other services other than in this Agreement, along with all other agreements in
place between Licensee and Village shall constitute an infringement of the Proprietary Marks and of
the Village's rights relating to the Proprietary Marks. Accordingly, the Licensee agrees not to use the
Proprietary Marks for any services except as expressly authorized in this Agreement and not to
commit or aid in committing any act of infringement or misuse of the Proprietary Marks, either
during or after the term of this Agreement.
The Licensee shall not, without Village's prior written consent, hold out or otherwise employ the
Proprietary Marks to perform any activity, or to incur any obligation or indebtedness except as
provided herein, in a manner as could reasonably result in making Village being held liable for such
activity, obligation or indebtedness.
The Licensee expressly acknowledges and agrees that the license of the Proprietary Marks is non-
exclusive, and that Village has and retains the rights, among others:
• To grant other licenses for the Proprietary Marks, in addition to those licenses already
granted to existing licensees:
• To use the Proprietary Marks in connection with the sale of services, goods and products
manufactured or distributed for the Village at wholesale or retail;
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• To participate in the development and establishment of programs or systems for the
Proprietary Marks, or any other Proprietary Marks, and to grant licenses for other programs,
systems and proprietary marks without providing the Licensee any right to such other
programs, systems or proprietary marks.
The Licensee understands and acknowledges the importance of maintaining high and uniform
standards of quality and service to protect and enhance the reputation and goodwill of Village. The
Licensee accordingly agrees;
• To refrain from using any of the Proprietary Marks in conjunction with any other word or
symbol without Village's prior written consent, except as expressly permitted in this
Agreement.
• To adopt and use the licensed Proprietary Marks solely in the manner prescribed by Village.
• To observe all such requirements with respect to service mark, trademark and copyright
notices, fictitious name registrations, and the display of the legal name or other
identification of the Licensee as Village may direct in writing from time to time.
• To use, promote and offer for sale under the Proprietary Marks only those services which
are licensed under this Agreement or otherwise approved in writing by Village
• To execute all documents requested by Village or its counsel that are necessary to obtain
protection for the Proprietary Marks or to maintain their continued validity or
enforceability.
The Licensee shall operate the Oak Brook Polo Club for a single season (the "Licensed Business')
using only the Proprietary Marks or such other names or marks as shall be designated in writing by
Village, and shall prominently display such names or marks on all forms, stationery, equipment,
vehicles and other materials used in connection with the Licensed Business. The Licensee shall
obtain such fictitious name registrations as may be required by Village or by applicable law.
However, the Licensee shall not use the name "Oak Brook" or any of the Proprietary Marks as part
of the corporate name or other legal name of the Licensee's business entity, without Village's prior
written approval. The Licensee agrees that all forms and stationery shall prominently include the
phrase, "An independent business licensed by the Village of Oak Brook."
5. TERM OF AGREEMENT, VILLAGE SPONSORSHIP & CLUB NAMING RIGHTS
The Licensee is granted the right to utilize the name of the OBPC for the 2017 specified season at
the location known as the Prince of Wales Field on the Oak Brook Golf Course site ("OBPC Field" also
known as Polo Field 1). The License shall run from the date of execution of the License Agreement
through Sunday, December 31, 2017, to allow time for dismantling and removing any polo -related
signage, equipment, etc. from the field. The Village will not unreasonably refuse this request. The
Licensee is also permitted use of the Proprietary Marks (In addition to the permitted uses of the
Proprietary Marks described in Section 4 of this Agreement) for appropriate signage and display of
the Village name on game day at the entrance to the property on which the match is being held, as
well as at the polo field itself. The Licensee may advertise that the polo season is taking place at the
OBPC. The Field 1 is located on the Oak Brook Golf Course property, with main entrance on York
Road, south of 22°" Street. Exhibit 1 is attached and made a part of this Agreement to show the
general way in which the Licensee shall utilize Field 1. The Village will not receive any compensation
for this limited right granted to the Licensee associated with the 2017 season.
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6. VILLAGE RIGHTS & BENEFITS
• Rights to distribute branded giveaways and literature to attendees in approved areas
• Rights to announcements during matches to highlight Village support, promote other Village
events, and support the Oak Brook home polo team
• Opportunity, on appropriate occasions, to participate in event and trophy presentation
ceremonies
• One-page, four-color advertisement in Oak Brook Polo's event program/magazine
• Any press release announcing partnership with the Licensee, upon agreement and execution
• Opportunity to purchase discounted Club and lawn seating tickets; quantity and discount to be
determined by Licensee, at is discretion
7. PROMOTIONAL SUPPORT
The Village, at its reasonable discretion and option, facilitated by the designated representative
serving as Village Liaison, will provide the Licensee with promotional support through Village -
controlled marketing and communications channels directed towards residents, businesses, and
visitors to Oak Brook, including:
• Website(s): oak-brook.org, obparks.org, experienceoakbrook.com, etc.
• Printed and/or digital newsletters
• Social media channels
• E -communications
• Experiential and promotional opportunities at Village events, including Taste of Oak Brook
The Licensee is responsible for providing promotional creative and content for use and display on
the above Village marketing and communications channels. The rights granted to the Village
Manager and Village Board in Section 4 shall also apply here.
8. UTILIZING VILLAGE RESOURCES
Facilitated by the Village Liaison, the Village will provide access to existing resources that can
support the Licensee's event operations. The Licensee will coordinate with the Village Liaison to
ensure that requested resources are delivered successfully. Village resources include support that is
normally available at the Golf Course site. These resources may include:
• Traffic management
• Onsite security and medical (EMT) services
• Golf carts and utility vehicles for field site transportation of support staff and guest VIPs (this
does not include transportation from offsite parking to the field)
• Onsite storage (e.g., Golf Course shed)
• Power (e.g., generators)
• Waste management and custodial services
• Event staff parking
Reasonable notice will be given by the Licensee regarding utilization of these resources and services.
The parties shall endeavor to reach an agreed upon dollar amount with each resource and service
provided. The Village shall have the right to select dollar amounts that will allow the Village to
recoup all costs associated with the provision of each service it chooses to offer. Once agreed, the
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Village shall provide these resources and services. Should the Village find itself unable to provide
certain resources and services for a particular polo match at prices and numbers of personnel
mutually agreed to in prior negotiations, sufficient advance notice of at least seven (7) days will be
provided to the Licensee to allow alternative arrangements to be made, as these facilities are
absolutely essential for a polo match to be played. Invoices for the above resources and services
will be negotiated and coordinated on a per item basis, event or seasonal basis, and sent by the
Village to the Licensee for payment; and payment shall be made within fourteen (14) days after the
date of invoice.
9. FIELD MAINTENANCE
The Licensee agrees to pay the Village a monthly fee for the maintenance of the Field 1 located on
the Oak Brook Golf Course. This fee will be paid to the Village in eight (8) installments throughout
the polo season, according to the following schedule:
• June 1, 2017
$2,500
• June 15, 2017
$2,500
• July 1, 2017
$2,500
• July 15, 2017
$2,500
• August 1, 2017
$2,500
• August 15, 2017
$2,500
• September 1, 2017
$2,500
• September 15, 2017
$2,500
The Licensee will work closely with the Golf Club Superintendent, Sean Creed, to see that Field 1,
which is accepted in its current "as is" condition, will be maintained throughout the season using in
general the following standards:
• Provision of efficient ground and surface water drainage
• Use of a suitable grass seed mixture and careful maintenance
• Grass as mowed and kept at a height between 22-30 millimeters
• Depending upon prior rainfall, grounds are watered at least two (2) days before a polo
match
• Avoidance and eradication of broad leaved, weed and clover patches as they create a
slippery surface, which is dangerous to horse and the safety of their riders
• Repair and replace displaced divots caused by horses after matches
• Best efforts at eradication and replacement of burrowing activities where moles, rabbits, or
other pests inhabit as they cause huge problems to the horses foothold
The parties recognize that Field 1 has flooded during high or extended rain periods. It is recognized
that there is little the Licensor can do to prepare the Field under those circumstances. At its own
cost and with the written permission of Sean Creed or the Village Manager, the Licensee may
undertake additional efforts to improve Field 1 for polo use. The requests of Licensee shall not be
unreasonably refused. The requested improvements shall not interfere with the use by the Licensor
of the use of Field 1 as a driving range either temporarily or permanently when polo is not being
played.
In the event the polo matches are cancelled due to weather conditions, the Licensor shall use its
best reasonable effort to restore the polo Field to a condition where polo can be played on the days
established in this Agreement for alternate polo dates.
The Licensee will meet with the Golf Club Superintendent in advance of the season to further
discuss these guidelines. During the morning of each match day, the Licensee will meet with the
Golf Club Superintendent to examine the condition of the field and its readiness for play. Ever
mindful of the safety of players and horses, the Licensee will decide whether the field is ready for
play no later than 12:30 pm. Should there be any question, the Licensee will involve the players in
making the proper decision. Should the match be canceled for safety due to weather or field
conditions, it may be rescheduled to one of the later set dates. No person shall be allowed to play
polo or be a staff assistant to riders on Field 1 who has not signed a release and waiver form with
the text approved in advance by the Village in writing. Signed copies of the release and waiver
forms for all participants shall be provided to the Village. (Exhibit 2) The Licensor may post
warning signs in accordance with 745 ILCS 47/20, the Equine Activity Liability Act.
10. PUBLIC PARKING ARRANGEMENTS
Parking for the general spectator public (Club guests, lawn seating guests, and sponsor/special event
guests) will be at the parking site adjacent to the Drake Oak Brook Hotel, and/or similar or suitable
locations through an agreement between ownership and the Licensee. Guests will be shuttled to
and from the polo field on a timely basis by a fleet of small luxury vans. Vehicle parking at the field
will be closely controlled and limited to a select number of tailgating guests, players, polo team
personnel, OBPC event support staff, sponsor and special event hosts (not their guests), designated
celebrity guests, pre -match designated guests of Licensee management, and pre -match designated
VIP guests of the Village, as approved by Licensee management. The Licensee shall use its best
efforts to see to it that its spectators in their parking and other actions do not interfere with the
operations of other Village -owned facilities. The Village may enforce its Ordinances if any violations
occur.
11. FOOD TRUCKS
The Licensor will permit the Licensee to contract with licensed food trucks to operate and sell food
and non-alcoholic beverages to event spectators at each of the scheduled events. In order for them
to operate, each food truck must provide proof to the Licensee that they are licensed to operate and
sell in Illinois and have certificates of insurance. In addition, food trucks must also comply with
applicable fire and safety laws and regulations.
12. VILLAGE FEE PAYMENT TO LICENSEE
The Village agrees to pay the Licensee $65,000 for sponsorship of the 2017 Oak Brook Polo Club
season.
Payment will be delivered to Licensee within seven (7) days following the execution of this
Agreement and the presentment of a required Letter of Credit.
13. LICENSE CANCELLATION OPTION AND LETTER OF CREDIT
In the event the Licensee finds itself, in spite of its best efforts, unable to generate the appropriate
level of revenue from guest attendance, sponsorship, and advertising, to reasonably offset the cost
of managing the polo season, the Licensee has the right to terminate this Agreement and release
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itself from any further commitment to the planning and execution of the 2017 polo season. Upon
exercising its right to cancelation, the Licensee shall refund to the Village, on a prorata basis, the
proportional share remaining of its $65,000 payment, presuming the length of the season begins on
June 1, 2017 and ends on September 15, 2017, according to the following refund schedule:
Date of Cancelation
Scheduled Refund Amount
Ooeratina Fee (545,000) Maintenance Fee ($20.000)
Total Refund
Due Villaee
Before June 1
$45,000
$20,000
$65,000
June 1 - June 25
$45,000
$15,000
$60,000
June 26 - July 9
$37,500
$12,500
$50,000
July 10 -July 30
$30,000
$10,000
$40,000
July 31- August 6
$22,500
$7,500
$30,000
August 7 - August 20
$15,000
$5,000
$20,000
August2l-Sept.10
$7,500
$2,500
$10,000
After Sept. 10•
$0
$0
$0
Upon the Agreement being signed by both parties, and at the time the Village sponsorship fee being
received, the Licensee will deliver to the Village, a Letter of Credit with The Northern Trust Bank, or
a similar bank, in the amount of $65,000, as assurance of its ability to meet its refund obligation to
the Village, as set forth above, should the Licensee elect to exercise its Cancellation Option, its non -
full payment of Field Maintenance payments and a failure to pay for Village Resources under Section
8. The Village must approve the text of the Letter of Credit, which shall not be unreasonably
rejected.
The Letter of Credit must remain in effect for thirty days after September 10, 2017 and must permit,
as provided for above, the Village to draw amounts from the Letter of Credit upon a written
statement to the Bank that Pineoak has breached a term of the License Agreement and the amount
payable upon such breach is the amount requested in writing by the Village. To the extent that the
terms of this Agreement and the provisions of the Letter of Credit conflict, the provisions of the
Letter of Credit shall prevail, however, the Village must accept the provisions of the Letter of Credit.
The Licensor may also choose to accept a written personal guarantee from James Drury in the
amount of $65,000.
14. FINANCIAL COMMITMENT & LIABILITY
The Licensee has committed significant financial resources and has invested in management and
support staff to appropriately plan and execute polo events in 2017, with the expectation that
appropriate marketing and promotional investments will return revenue in the form of
sponsorships, advertising, merchandise and ticket sales to offset most, if not all, of the financial
resources expended.
Except as authorized above and as otherwise agreed to by the parties, the Licensee assumes
responsibility for financial losses associated with planning and executing polo events in 2017.
15. CLAIMS
Aside from a claim by the Licensee that the Village has breached a provision of this Agreement, the
Licensee shall make no further claim, damage, or file suit against the Village arising out of the
financial commitment and liability, which it agrees to fully accept in this Agreement. The maximum
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amount which the Licensee or Licensor suing under any rights or obligations may recover, except for
the Letter of Credit will be the sum of not more than $45,000 (forty-five thousand dollars).
16. INSURANCE
The Licensee has taken steps to obtain appropriate insurance coverage with Equisure for the polo
season. Equisure specializes in insurance for equestrian events, including policies tailored for polo
events, as recommended by the U.S. Polo Association. Equisure provides insurance coverage for
polo clubs throughout the U.S. The formal application for insurance coverage by Equisure is
attached as Exhibit 3. Upon signing of this Agreement by both parties, the application will be filed
and coverage obtained prior to start of the 2017 season and first scheduled event. A copy of the
insurance policy will be provided to the Village. In addition, if not otherwise included in the
Equisure policy, the Licensee shall purchase general liability insurance to cover its activities in this
Agreement in a company approved by the Licensor in an amount of not less than $2,000,000. That
policy shall name the Village as an additional insured. That policy shall remain in force during the
term of this Agreement and offer coverage on an occurrence basis. All insurance provided must
contain a provision that its coverage will not be cancelled, reduced or amended without 30 days'
written notice to the Licensor, at its municipal hall address. No polo may be played without all
required insurance in force and it shall not be a breach of this Agreement for the Licensor to close,
Field 1 to the Licensee, its participants or spectators until the required insurance policy is in place
and adequate written evidence of the correct, in-place insurance is provided to Licensor. Licensee
shall provide such insurance evidence within fourteen days after the effective date of this
Agreement.
17. EXTENSION OF THE LICENSE AGREEMENT
The Village will agree to negotiate in good faith regarding the continuation of a License Agreement
with the Licensee for the 2018 polo season, if requested in writing to do so. The decision of the
Village to enter into such an extension, but with renegotiated terms, shall be completely within the
discretion of the Village. Licensee would look forward to an opportunity to attempt to negotiate
such an extension.
i
D AND ACCEPTED:
M ,nager, Pitoo
eo Pa e C Village President, Oak Brook Village
/`fly i1 �f-
Date Date
4826-5912-4272, v. 1
0
Exhibit 2
EQUINE RELEASE, ACKNOWLEDGEMENT & WAIVER OF LIABILITY
1, the undersigned participant ("Participant') in a polo game and equine related
activities organized by and/or otherwise involving the Oak Brook Polo Club. (the "OBPC),
the Village of Oak Brook and Pineoak Partners LLC, for and in consideration of $10.00 and
other good and valuable consideration, including but not limited to, the right or
opportunity to engage in equine activities such as riding, cantering, trotting, walking horses
or playing polo (collectively, the "Equine Activities"), do hereby agree and consent to the
following for the duration of the 2017 Oak Brook Polo Club season, beginning on June 11,
2017 and ending on September 24, 2017.
1. CODE OF CONDUCT
Participant agrees to, and shall at all times while attending or participating in any
OBPC tournament, game, match, event or function (collectively, a "OBPC Event'), conduct
himself or herself in a professional, safe and courteous manner. Participant shall not use
any non-prescription drugs or consume alcohol at least eight (8) hours before a OBPC
Event. While attending or participating in a OBPC Event, Participant shall adhere to the
United States Polo Association's ("USPA") Code of Conduct as stated in the official USPA
Rule Book Among other things, Participant shall:
1. Always respect the game and follow all USPA rules and tournament conditions.
2. Always respect your teammates, opponents and officials.
3. Always demonstrate good sportsmanship.
4. Always consider the welfare and safety of the horses, the fellow players, and the
Officials.
S. Always respect the club and club facilities.
6. Always compete without the use of drugs and/or alcohol.
7. Always compete to win.
Violating any USPA By -Laws, Rules or Policies and/or compromising the ideals of
the USPA shall subject Participant to disciplinary action.
11. RELEASE AND WAIVER FROM LIABILTY
In consideration of being permitted to participate in any capacity in the Equine
Activities, I, by execution of this General Release and Waiver of Liability, do hereby release
Pineoak Partners LLC, the OBPC and the Village of Oak Brook (Covered Entities) and all
related and affiliated corporations and persons such as its officers, directors, employees,
agents and representatives (collectively, the "Related Entities'), and hereby RELEASE,
WAIVE, DISCHARGE, AND COVENANT NOT TO SUE the Covered and Related Entities for
any and all damage, and any claims, including but not limited to, any claim of personal
injury or death, property damages or losses including injuries to animals arising from the
Equine Activities, or any other act caused by the Covered Entities and the Related Entities.
III. HOLD HARMLESS
I hereby agree to INDEMNIFY AND SAVE AND HOLD HARMLESS the Covered
Entities and the Related Entities from any loss, liability, damage, or costs associated with,
relating to, or pertaining to the Equine Activities that the Covered Entities or Related
Entities may incur due to my participation in the Equine Activities.
IV. ASSUMPTION OF RISK
I hereby acknowledge and agree that riding, cantering, galloping, walking, playing
polo and all other equestrian activities are dangerous and involve risk of serious injury
and/or death and/or property damage and that riding, cantering, galloping, walking,
playing polo and all other equestrian activities are extremely dangerous and ultra
hazardous. I consciously and voluntarily assume all such risks, dangers and hazards
inherent in the Equine Activities. I am aware that the polo field I will play on is also used as
a golf driving range, and I agree to accept any patent or latent defects associated with that
use. I have examined the field prior to my use of it.
V. COST OF ENFORCEMENT
I agree to be liable for the Covered Entities' and Related Entities' reasonable attorney's fees
and other costs resulting from my breach of any provision of the Release and Waiver. I
further expressly agree that the foregoing release, waiver and indemnity provisions are
intended to be as broad and inclusive as is permitted by law and my agreement to all
provisions of this Release, Acknowledgement & Waiver of Liability is contained on page 3
of this Document.
WARNING
CAUTION: HORSEBACK RIDING AND EQUINE ACTIVITIES CAN BE DANGEROUS.
RIDE AT YOUR OWN RISK.
Under Illinois law and the law of other States, each participant who engages in an
equine activity expressly assumes the risks of engaging in and legal responsibility
for injury, loss, or damage to person or property resulting from the risk of equine
activities.
ILLINOIS STATE STATUTE
745 ILCS 47/ EQUINE ACTIVITY LIABILITY ACT
The Covered Entities are understood by the person signing this document
to be for the purposes of this document Equine Activity Sponsors or
Equine Professionals as specified in Illinois law.
Having read the preceding, I acknowledge my understanding of those risks set forth
herein and knowingly agree to accept full responsibility for my exposure to such risks. I
acknowledge a full and complete understanding of the limitations of liabilities and waiver
of certain rights that I may have and granting of releases contained herein and the
obligation I agree, with full knowledge to assume, and knowingly consent thereto.
Signed this date the 17;1day of �r f I a b
Participant: J I m D rK ✓ y
Print
Signature:
Permanent Ir
7 Derpwood
Street Address
8 a YrI-h q fin h
City, State, Zip
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#7/l S,, /L bD0/D
Phone: 31a -q53- / b 0 5
Fax:
Cellular: S oe G{ b D ig
Email: d ruyl @ Idryky p aunet s--(oyn
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4826-6039-0705, v.
2017-03-28-F:\FILES\PINEOA01\AGREEMENTS\Personal Guarantyx2.docx
PERSONAL GUARANTY
In consideration of the Village of Oak Brook's ("Village") execution and entry into a
License Agreement dated 7 ("License") with Pineoak Partners LLC, an
Illinois limited liability company, ("Pineoak") James J. Drury III ("Drury") does hereby
unconditionally guarantee the prompt payment and performance of Pineoak under the terms
of the License. In addition, Drury agrees to pay all costs of collection and legal fees paid or
incurred by the Village in collecting amounts due or enforcing the terms of the License or this
Guaranty up to the limits provided herein below.
Drury's obligation and duty to pay under this Guaranty is limited to a maximum amount
of Sixty -Five Thousand Dollars ($65,000.00) in total, and Drury shall not be obligated to pay
more than Sixty -Five Thousand Dollars ($65,000.00) regardless of any claim, judgment or
obligation of Pineoak under the License.
No renewal, extension, modification, nullification, delay of enforcement or amendment
to the License shall affect the liability and obligation of Drury hereunder.
The License is incorporated herein by reference and specifically (but without limitation)
the obligation of Pineoak to pay the Village under paragraphs 8, 9 and 13 of the License are
hereby guaranteed by Drury.
This Guaranty is being made in substitution for the Letter of Credit provided for in the
License, and payment will be promptly made to the Village in good funds upon receipt, prior
to October 10, 2017, of a statement signed by the Village Manager, approved by the Village
Board of Trustees certifying that Pineoak has failed in making a demanded required payment
under the License or has exercised a Cancellation Option under the License.
If Drury disputes the claim in the statement, Drury shall deliver to the Village the
amount due claimed in the letter and shall deliver his objection to the Village Manager. Any
dispute or objection shall be resolved as provided below.
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This Guaranty is not executed in relation to a consumer transaction.
No modification, waiver or consent pursuant to any provision of this Guaranty shall be
effective unless it is in writing and signed by the Village Manager. Furthermore, even if such
action is in writing, its effect shall be strictly limited to the terms, situation and purpose stated
therein and accordingly, any action shall not serve as an automatic entitlement to such action
in the same or similar future circumstances.
This Guaranty shall be construed and performed in accordance with, and governed by
the laws of the State of Illinois. Wherever possible, each provision of this Guaranty shall be
interpreted so that it will be legally effective and enforceable. If the applicable law prohibits or
invalidates any provision of this Guaranty, such provision shall be rendered ineffective and
severable from the remainder of the Guaranty without affecting or impairing such remainder's
validity.
In the event any dispute arises between Drury and the Village as it relates to this
Guaranty, the parties shall resolve their dispute by arbitration in Du Page County, Illinois. The
parties shall select the arbitrator. If they are unable to agree on an arbitrator, the licensed
attorneys of the parties shall select the arbitrator. In all cases, the arbitrator shall be an
attorney licensed to practice law in Illinois and in good standing. The arbitrator's fee shall be
paid equally by each party. The arbitrator shall produce a written award that includes
findings. Either party may have the award of the arbitrator entered as a judgment in the
Circuit Court of the Eighteenth Judicial Circuit.
This Guaranty shall be binding upon and inure to the benefit of Drury's
representatives, successors, assigns, heirs, administrators, beneficiaries guardians, and
legatees.
The delay or the failure of the Village to exercise any right under this Guaranty or the
License shall not affect said party's rights nor shall it constitute an assent to a subsequent
breach of this Guaranty or the License.
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The License is incorporated into this Guaranty by this reference, and any reference to
this Guaranty shall be deemed to include the License.
In the event the Village Manager does not deliver a statement certifying an amount
due hereunder to Drury by certified mail return receipt request at:
T
James Drury Partners Ltd
875 N. Michigan Avenue, Suite 3805
Chicago, Illinois 60611
C/o David F. Rolewick, Esq.
Rolewick & Gutzke, P.C.
1776 S. Naperville Road, Suite 104A
Wheaton, Illinois 60189
on or before October 10, 2017, this Guaranty is terminated and has no binding effect.
IN WITNESS WHEREOF, James J. C
day of I -P r i 1 , 2017.
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