Reference no: EM133338174

The City of Los Angeles ("the City") owns a sports stadium and the surrounding property. The Los Angeles Football Association ("LAFA") owns the local professional football team. Twenty years ago, the City entered into an agreement with LAFA that allows LAFA to use the stadium to host all of its home football games in return for a specified percentage of its profits to be paid to the City. As part of the deal, the City agreed to maintain 12,000 parking spots for football fan parking, but LAFA allowed the City to have discretion over the location and specifications of this parking lot so long as the City meets LAFA's needs. The agreement refers to the City and LAFA as "lessor" and "lessee" respectively, but it lacks a legal description of the real property at issue. The agreement grants LAFA "exclusive control" over the stadium on specified dates to conduct football games, but it reserves control over concessions, security, and parking to the City. In addition, the agreement prohibits LAFA from assigning its obligations under the agreement to a third party.The City wants to develop the stadium and the surrounding property into a multi-purpose sports complex, so it has issued a building permit to a local developer to build an office complex on part of the parking lot. Also, the City is trying to negotiate for other sports teams to use the stadium as their home field. Upon learning of these plans, LAFA sued the City for a violation of the terms of its lease. In response, the City argued that its agreement with LAFA is a license, not a lease, and that the City can revoke the license at will. After considering the following materials, discuss who should prevail.