Timothy R.

Curtin
Department of Law Corporation Counsel
City Hall Room 400A, 30 Church Street
Rochester, New York 14614-1295
www.cityofrochester.gov

Certified Mail
Return Receipt Requested
January 19, 2018

David and Wendy Dworkin

LLD Enterprises
415 Park Avenue
Rochester, NY 14607

Rochester Stadium Operations, LLC

460 Oak Street
Rochester, NY 14608

Re: Capelli Sport Stadium

Dear David and Wendy:

We read in the news that you have cancelled the Rhinos’ participation in the
2018 United Soccer League professional soccer season. Your actions were obviously
without the prior consent of the City of Rochester, your Landlord under the Stadium
Lease Agreement dated as of February 26, 2016 (the “Lease”).

You are aware that this action results in an Event of Default under both clauses
of Section 15.01 (e) of the Lease. Your decision results in ceasing “use of the Stadium
for professional soccer play” and abandonment of your right to “participate as a team
in a recognized professional soccer league.”

Pursuant to Section 15.02 of the Lease, we hereby provide you with a thirty (30)
day notice of termination of the Lease. The Lease shall terminate as of midnight on
February 28, 2018 (the “Termination Date”). We hereby reserve all rights and
privileges granted to the City under the Lease for payment of rent and reimbursement
of all applicable costs and expenses and all indemnities.

You are aware that the City’s utility and maintenance obligations under the Lease
cost the City approximately $650,000 per year. We agreed to pay the utilities and
maintenance in consideration of your agreement to continue to field the Rhinos
franchise in Rochester. The expenses are an intolerable burden on City taxpayers for
an empty stadium. Effective immediately following the Termination Date, the City will
initiate mitigation of damages, in accordance with Section 15.06 of the Lease, through
utility reductions. Additionally, the City will immediately initiate efforts to redeploy use
and/or ownership of the Stadium for the forthcoming spring and summer seasons. To
that end, we request that all your personal belongings be removed from the Stadium
no later than the Termination Date. We remind you that all fixtures and most of the
movable equipment are not the property of Rochester Stadium Operations, LLC or the

Phone: 585.428.7741 Fax: 585.428.6950 TTY: 585.428.6054 EEO/ADA Employer

David and Wendy Dworkin
January 19, 2018
Page 2

Rochester Rhinos. We will, of course, seek reimbursement for misappropriated items

and any damages to the Stadium during the course of your move. We also remind
you that under Section 24.02 of the Lease, Stadium rental is doubled during any
holdover period. Upon your compliance with the terms hereof, we will return your
Letter of Credit held by the City.

The Mayor has offered to discuss this in person if you would like. Thank you for
your cooperation.

Very truly yours,

Timothy R. Curtin
Corporation Counsel

cc: Martha Anderson, Esq.

Nixon Peabody, LLP
40 Fountain Plaza, Suite 500
Buffalo, NY 14202