HomeMy WebLinkAboutAmnd Lease Agrmnt Golf Course
CITY OF MERIDIAN
RESOLUTION NO.
BY THE CITY COUNCIL:
BIRD, DONNELL, ROUNTREE, WARDLE
A RESOLUTION APPROVING AN ASSIGNMENT OF LEASE AND
AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT THE CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE;
AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AND ATTEST
SAID AGREEMENT ON BEHALF OF THE CITY; AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, on April 26, 2005 the City Council of Meridian held a hearing
regarding the Assignment of Lease and Amended Lease Agreement for the provision of golf
course operations at Meridian's municipal golf course; and,
WHEREAS, the previous leaseholder of the City of Meridian's municipal golf
course, Cherry Lane Recreation, has sold and assigned all its right, title and interest in and to
the lease and the real property subject thereto, and certain personal property commonly
known as Cherry Lane Golf Course to Lakeview Meridian Investors, LLC., and Boise Ranch
Golf Course, Inc; and,
WHEREAS, pursuant to the terms of the October 3, 1978 lease agreement, the lessee
shall not assign its interest in the lease without written consent of the City; and,
WHEREAS, as a condition of providing its consent to the assignment of the lease,
City desires to amend certain terms of the lease agreement.
NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COUNCIL OF THE CITY OF MERIDIAN CITY, IDAHO:
Section 1. That the Assignment and Amended Lease Agreement attached hereto and
incorporated herein by reference is approved as to both form and content.
Section 2. That the leased premises are not currently needed for City purposes and
the terms of the Amended Lease Agreement are just and equitable.
Section 3. That the Mayor and City Clerk are hereby authorized to respectively
execute and attest said Agreement on behalf of the City of Meridian.
Section 4. That this Resolution shall be in full force and effect immediately upon its
adoption and approval.
Resolution for Assignment of Lease and Amended Lease Agreement for Golf Course Operations at City of
Meridian's Municipal Golf Course - page 1 of2
ADOPTED by the City Council of Meridian, Idaho, this - day of
,2005.
APPROVED by the Mayor ofthe City of Meridian, Idaho, this - day of
,2005.
APPROVED:
MAYOR
ATTEST:
CITY CLERK
Resolution for Assignment of Lease and Amended Lease Agreement for Golf Course Operations at City of
Meridian's Municipal Golf Course - page 2 of2
1.
2.
3.
4.
A.
B.
C.
D.
E.
F.
G.
H.
I.
TABLE OF CONTENTS
CONSENT TO ASSIGNMENT OF LEASE ..............................................................1
GRANT OF AUTHORITY; LEASED PREMISES ..................................................1
TERM """""""""""""""""""""""""""....................................................................3
LESSEE'S BASIC SERVICE OBLIGATIONS .........................................................4
Golf Services - Use Granted ...............................................................................4
Power Driven Golf Cars and Manillil Golf Carts ...............................................4
Junior GolfPrograrn............................................................................................4
Corporate Memberships .,....................................................................................4
Food and Beverage Services - Use Granted .......................................................5
Continuous Operation....,.....................................................................................5
Golf Course Starter Services - Use Granted .......................................................5
Building and Equipment Maintenance Services - Use Granted..........................6
Grounds Maintenance Requirements................................................................... 7
5. PAYMENT OF RENT ................................................................................................8
6. ACCOUNTING RECORDS ..........................................:............................................8
7. CAPITAL IMPROVEMENT PROGRAM .................................................................9
8. OPERATING RESPONSIBILITIES ........................................................................10
A.
B.
C.
D.
E.
F.
G.
H.
I.
J.
K.
L.
M.
Compliance with Laws, Rules and Regulations ................................................10
Disorderly Persons.............................................................................................10
Illegal Activities ................................................................................................10
Public Use..........................................................................................................10
Lessee's Staff and Employment Practices......................................................... 10
Utilities ..............................................................................................................11
Sanitation...........................................................................................................11
Security Devices ................................................................................................11
Safety .................................................................................................................12
Qillility of Food, Goods and Services................................................................ 12
Reporting ...........................................................................................................12
Trade Fixtures....................................................................................................12
Habitation ..........................................................................................................12
N.
9. ADDITIONAL TERMS AND CONDITIONS:........................................................... 13
A.
B.
C.
D.
E.
F.
G.
H.
I.
J.
K.
L.
M.
N.
O.
P.
Golf Associations ..............................................................................................12
Condemnation or Destruction of Leased Premises............................................ 13
Independent Contractor .....................................................................................15
Hold Harmless and Indemnification..................................................................15
Insurance............................................................................................................16
Taxes......................................................................................18
Transfers ............................................................................................................18
Non-Discrimination and Civil Rights Compliance ...........................................19
Easements .......................................:..................................................................20
Cancellation.......................................................................................................20
Events of Default.............................................................................. .................21
Default For Insolvency ......................................................................................23
Waiver ...............................................................................................................23
Right of Entry ....................................................................................................24
Surrender ...........................................................................................................24
Interpretation .....................................................................................................25
Force Majeure/Time Extensions........................................................................25
Q.
R.
S.
T.
U.
V.
W.
EXHIBIT A - 1978 LEASE AND LETTER OF EXTENSION ...........................................
EXHIDIT B - ASSUMPTION AGREEMENT .....................................................................
EXHIBIT C - LEGAL DESCRIPTION ................................................................................
EXHIBITD - CAPITAL PROJECTS...................................................................................
EXHIBIT E - CORPORATE MEMBERSHIP AGREEMENTS ..........................................
EXHIBIT F - GROUNDS MAINTENANCE SERVICES MANAGEMENT PLAN..........
Manager's Non-Compliance and Liquidated Darnages.....................................25
Golf Course Evalillition Report .........................................................................26
Notices ...............................................................................................................27
Severability ........................................................................................................27
Contract Enforcement and Amendments To This Agreement ..........................27
Captions .............................................................................................................28
Entire Agreement...............................................................................................28
ASSIGNMENT OF LEASE
AND
AMENDED LEASE AGREEMENT
FOR THE PROVISION OF GOLF COURSE OPERATIONS AT
CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE
AGREEMENT entered into by the City of Meridian, an Idaho municipal
corporation, herein referred to as "City", as Lessor, and joint tenants LakeView Meridian
Investors, LLC, an Idaho Limited Liability Company, and Boise Ranch Golf Course, Inc.,
an Idaho Corporation, herein collectively referred to as "Lessee".
WITNESSETH, that for and in consideration of the mutual promises, covenants
and agreements contained herein, the parties hereby agree as follows:
1.
CONSENT TO ASSIGNMENT OF LEASE
A.
B.
2.
A.
City does hereby consent to the assignment of that certain lease agreement
dated October 3, 1978 between City and Cherry Lane Recreation, Inc (the
"Assignor") to Lessee, subject to the amended terms and conditions
contained herein. A copy of the 1978 lease and letter of extension are
attached hereto as Exhibit A and incorporated herein by this reference. In
the event of a conflict between the 1978 lease and this Amended Lease, the
terms of this Amended Lease shall control.
City also consents to the assumption by Boise Ranch Golf Course, Inc.,
Richard R. Davis, President, of Assignor's liabilities and obligations to Idaho
Independent Bank secured by the lease as described in the Assumption
Agreement attached hereto (without exhibits) as Exhibit B. City also
consents to the planned future assumption of all or a portion of these same
liabilities and obligations to Idaho Independent Bank by LakeView Meridian
Investors LLC.
GRANT OF AUTHORITY: LEASED PREMISES
The City hereby grants to the Lessee for the term and upon the
conditions and provisions herein, the exclusive right and privilege to manage
and operate the Meridian Municipal Golf Course, currently known as the
Cherry Lane Golf Course. Said premises shall hereinafter be referred to as
the "leased premises," "premises." Or "golf course" and are legally described
in Exhibit C attached hereto and incorporated herein. The Lessee and its
employees are independent contractors and are not employees of the City.
The proposed new name for the golf course as "LakeView Golf Club" is
hereby approved. Any future name change shall be subject to the approval
of City, which approval shall not be unreasonably withheld, conditioned or
delayed.
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 1
B.
E.
F.
G.
H.
3.
TERM
C.
The leased premises shall be used for golf course operations and such other
purposes as are related thereto provided express written approval is granted
by the City, which approval shall not be unreasonably withheld, conditioned
or delayed, and for no other purposes whatsoever.
D.
Lessee acknowledges personal inspection of the leased premises and the
surrounding area and evaluation of the extent to which the physical
condition thereof will affect the operation of the golf course. Lessee accepts
the leased premises in its present condition and agrees to make no demands
upon the City for any improvements or alteration thereof.
Lessee shall construct upon the leased premises the Construction Projects in
accordance with the provisions set forth in Section 7, hereinafter, and the
attached Exhibit D.
Any capital improvements to the leased premises shall be subject to: prior
approval of the City, which approval shall not be unreasonably withheld,
conditioned or delayed; securing of applicable permits; and compliance with
such reasonable terms and conditions as may be imposed thereon by the
City. The City shall assist in the expedition of permits and compliance to the
extent possible.
Lessee hereby acknowledges the title ofthe City and/or any other public
agencies having jurisdiction over, in and to the leased premises, including the
existing improvements located thereon, and covenants and agrees never to
assail, contest or resist said title.
The leased premises, all existing structures, and all structures, buildings
and/or improvements constructed by Lessee upon the leased premises and all
alterations, additions or betterments thereto, shall be surrendered to City
upon expiration or termination of this Agreement without compensation
being paid therefore.
The term of this Agreement shall be for a period of thirty (30) years commencing on
the date of execution of this Agreement.
The Lessee has the option of renewing this Agreement for an additional thirty (30)
year term, subject to such additional terms and condition as may be mutually
agreed upon between City and Lessee. In the event the Lessee desires to
exercise its option hereunder, the Lessee shall give the City written notice of
such no later than six (6) months before the expiration of the initial thirty
(30) year term.
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 2
In the event Lessee holds over beyond the term herein provided with the consent,
express or implied of City, such holding shall be from month to month only,
subject to the conditions of this Agreement; shall not be a renewal thereof,
and shall be at the monthly compensation provided herein.
4.
LESSEE'S BASIC SERVICE OBLIGATIONS
A.
Golf Services - Use Granted
Lessee is hereby authorized to sell, rent, store and/or repair golf equipment;
sell golf related clothing and supplies; provide instructional services in the
playing of golf; rent power-driven golf cars and manually operated golf carts.
B.
Power Driven Golf Cars and Manual Golf Carts
Lessee shall provide a fleet of power driven golf cars and a sufficient number
of manually operated golf carts to meet the public demand therefore. All of
the golf cars shall have shade tops. The Lessee may prohibit the use of golf
cars on the golf course whenever weather conditions expose the user to
danger or the golf course to damage arising from operation thereon. All golf
cars and the maintenance thereof shall comply with the specifications and
maintenance requirements set forth by the manufacturer. The Lessee shall
comply with fmancial requirements regarding the issuance of golf car rental
receipts, and the system of accountability and procedures therefore.
C.
Junior Golf Program
Lessee shall cooperate with the City in the promotion of a Junior Golf
Program. Lessee shall also conduct other junior programs and tournaments
at reduced-rate entry fees. The Lessee will coordinate with schools for
instructional use, team practice, matches and tournaments.
D.
Corporate Memberships
Lessee shall honor the terms of all existing Corporate Memberships. The six
Corporate Memberships that are known to exist include The Ewing
Company, Gillingham Construction, Inc., Hi-Micro Tool Corporation, Rock
Contractors, Inc., Bill Berg Family (Family Membership), and Cloverdale
Nursery. The terms and conditions of the six known Corporate
Memberships are found in Exhibit E to this Agreement, attached hereto and
incorporated herein by this reference. City has diligently searched its files
and believes that Exhibit E contains all known Corporate Memberships.
However, in the event that additional valid Corporate Memberships in
existence at on the date of this Agreement are identified in the future, Lessee
agrees to honor those memberships according to their terms.
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 3
E.
Food and Beverage Services - Use Granted
1. Lessee is hereby authorized to sell food and beverages, including
alcoholic beverages, within the restaurant. Lessee must obtain and maintain
all City, State and Federal licenses and certificates necessary to operate the
food and beverage services in accordance with business and health
standards. All employees must be able to meet such associated standards as
well.
2. Operate the restaurant facility so as to maintain hours of service in
conjunction with all regular golf course activities, including regularly or
specially scheduled tournaments. The restaurant may be operated at
additional times, so long as it complies with all laws and regulations
applicable thereto. Clubhouse operations other than maintenance shall
conclude daily on or before the hour of 11:00 o'clock p.m. as required by
CUP 99-009 unless such CUP 99-009 has been modified as required by
Meridian City Code.
3. Install and maintain, at Lessee's expense, all equipment necessary to
operate a food and beverage service.
4. Lessee shall provide and maintain the necessary inventory of
food and beverage products required to satisfy the public demand thereof.
All such products sold or kept for sale by Lessee shall be first class in quality,
wholesome and pure, and shall conform to the Federal, State, County and
City food laws, ordinances and regulations in all respects. No adulterated,
misbranded or impure articles shall be sold or kept for sale by Lessee. All
food and beverage products kept on hand by Lessee shall be stored and
handled with due regard for sanitation.
F.
Continuous Operation
The Lessee shall keep the various areas of the leased premises open and use
them to transact business with the public each and every day during the
hours designated by the Lessee. The Lessee may, upon posting a written
notice to the public of not less than one week, close the clubhouse, golf shop
and/or restaurant for a reasonable period of time for holidays; for repairs or
remodeling as authorized; for taking inventory; for tournaments or special
events; or to accommodate construction improvements.
G.
Golf Course Starter Services - Use Granted
Lessee is hereby required to render and provide golf course starter services
to include but not limited to:
1.
Granting tee times to the general public on a fair and equitable
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 4
basis. Listing of such tee times shall be publicly posted in the clubhouse. The
Lessee shall develop a policy detailing the process and time frames required
to secure tee times. The policy should include the number of days in advance
a tee time can be obtained and methods used to obtain. This policy shall be
prominently displayed for general public review.
2. Fees and charges schedule shall be prominently displayed for general
public review.
3. Maintenance of a complete daily attendance (player) record using
forms normal for such purposes. ALL persons using the course shall be
required to sign in on the attendance sheet and receive a cash register receipt
whether a daily fee player, season pass holder, staff member or courtesy
round player.
4. Furnish 18 hole score cards and pencils in sufficient numbers to
accommodate the public's need. Scorecards should clearly identify the
course as Golf Course as the City of Meridian's municipal golf course.
5. Each golfer shall be provided a numbered and dated cash register
receipt prior to being allowed on the course by the starter. Such receipts are
subject to examination by the course marshal or appropriate staff member
while play is in progress.
6. Daily attendance record forms shall be reconciled with fee
category totals on the cash register detail tape or other computer monitored
system along with golf car rental receipts.
H.
Building and Equipment Maintenance Services - Use Granted
1. Lessee shall, at Lessee's expense, keep and maintain the premises and
all buildings, structures, improvements, fIXtures, trade fixtures, equipment
and utility systems which may now or hereinafter exist thereon, in good,
operable, usable and sanitary order and repair and in a good, safe condition,
ordinary wear and tear excepted, throughout the term of this Agreement.
2. Should the Lessee fail, after ten (10) days notice from the City
of the need thereof, to peñorm its obligations required hereunder, City in
addition to all other available remedies may, but shall not be obligated to,
exercise its Right of entry as provided hereinafter, except that if any such
obligations cannot with diligence be peñormed by Lessee within such ten
(10) day period, if Lessee shall commence to perform the same within such
ten (10) day period and thereafter shall prosecute the performance of same
with diligence and continuity, then the time within which such failure to
perform may be cured shall be extended for such period as may be necessary
to complete the curing of the same. City may enter upon the premises and
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 5
perform Lessee's failed obligations, using any equipment or materials on the
leased premises suitable for such purposes. Lessee shall forthwith on
demand reimburse City for the City's costs so incurred including direct and
indirect overhead costs as reasonably determined by the City.
I.
Grounds Maintenance Requirements
1. Lessee is hereby required to provide grounds maintenance
services, including, but not limited to, the obligation to mow, edge, trim,
overseed, fertilize, aerate, irrigate, sod, change cups, service tees, topdress,
raise divots, rake traps, spray, mop, spot irrigate, syringe, and renovate turf
and shrub areas designated hereunder; as well as to provide weed, disease
and pest control, tree maintenance, maintenance of irrigation system
including mainlines, pumps, boosters and controllers, keep swales in good
repair and to provide the necessary maintenance of any appurtenant
structures and equipment, and other duties as set forth in the attached
Exhibit F titled "Grounds Maintenance Services Management Plan" as
developed by Lessee. This plan shall be modified from time to time as
necessary to maintain the grounds to the level of maintenance set forth in
section 2, below.
2. With regard to the level of maintenance, all work shall be
performed in accordance with the standards of the Golf Course
Superintendent Association of America (GCSAA), United States Golf
Association (USGA) or similar organization, as changed and modified from
time to time and at established frequencies so as to maintain the aesthetic
level and proper playing condition of the golf course to that of other
municipal golf courses in the region. Because the aesthetic condition of the
leased premises is of great importance to City, the standards and frequencies
may be modified from time to time as reasonably deemed necessary by City
for the maintenance ofthe leased premises.
3. Lessee shall provide and maintain in its employ at the leased
premises a golf course superintendent and maintenance crew, on a daily
basis. All of the Lessee's maintenance personnel shall be supervised by a
Class "A" superintendent. Lessee must employ sufficient personnel to
perform all work as scheduled and required by the City.
4. Lessee will provide the City with the names and telephone
numbers of at least two (2) qualified persons who can be called by City
representatives when emergency maintenance conditions occur during hours
when the Lessee's normal work force is not present. The City shall call for
such assistance only in the event of a genuine and substantial emergency.
This provision does not pertain to conditions rendering the course unusable
as otherwise set forth herein.
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 6
5. Whenever play must be temporarily suspended on the leased premises
due to inclement weather conditions, the decision on when to allow play to
resume, and when to allow golf cars to go out on the course, will be made by
the Lessee.
6. The Lessee at its sole cost and expense shall furnish all
necessary equipment, supplies and material of good quality and in sufficient
amounts to fulfill the requirements ofthis Agreement and to accomplish an
acceptable and professional level of maintenance. Storage and handling of
all fertilizers, fungicide, insecticides, herbicides and petroleum products shall
be in accordance with all federal, state and manufacturer's regulations and
standards.
5.
PAYMENT OF RENT
Lessee shall pay the sum of Six Thousand Dollars ($6,000.00) per year, in advance,
as rental. This annual payment shall be due on the first day of October.
6.
ACCOUNTING RECORDS
A.
All sales shall be recorded by means of cash registers which publicly displays
the amount of each sale and automatically issue a customer's pre-numbered
receipt or verify the amount recorded on a slip. All of Lessee's cash registers
shall have locked-in sales totals and transactions counters which are
constantly accumulating and which cannot, in either case, be reset. In
addition, such cash registers must have a tape located within the register
upon which transaction numbers and sales details are imprinted. Beginning
and ending cash register readings shall be made a matter of daily record. In
the event of a technical or electrical failure of the cash register, Lessee shall
record by hand all collections, and issue a sequentially pre-numbered
customer's receipt in like manner.
Lessee shall be required to maintain a method of accounting which correctly
and accurately reflects the gross receipts, and disbursements, construction
costs, and construction financing of the Lessee in connection with the
authorized operations. The method of accounting, including bank accounts
established for the authorized operations, shall be separate from the
accounting system used for any other business operated by Lessee or for
recording Lessee's personal fmancial affairs. Such method shall include the
keeping of the following documents: regular books of accounting such as
general ledgers; journals including any supporting and underlying
documents such as vouchers, checks, tickets, bank statements, etc; State and
Federal income tax returns and sales tax returns and checks and other
documents providing payment of sums shown which shall be kept in
confidence by City; cash register tapes (daily tapes may be separate but shall
be retained so that from day to day the sales can be identified), golf starter
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 7
B.
sheets and golf cart rental forms; and any other reporting records that the
City's Administrative Services Director deems necessary for proper
reporting of receipts in accordance with generally accepted accounting
principals (G.A.A. P.).
C.
All documents, books and accounting records shall be open for inspection
and reinspection at any reasonable time during the term ofthis Agreement
and for four (4) years thereafter. In addition, the City may from time to time
conduct an audit and reaudit of the books and business conducted by Lessee
and observe the operation of the business so that accuracy of the above
records can be confirmed. All information obtained in connection with the
City's inspection ofrecords or audit shall be treated as confidential
information and exempt from public disclosure thereof to the extent
permitted under the Idaho Public Records Act. City shall not be liable or
responsible for the disclosure of any such records including those marked
trade secrets, confidential, or proprietary, if such disclosure is deemed to be
required by law by an order of a court of competent jurisdiction.
7.
CAPITAL IMPROVEMENT PROGRAM
A Capital Improvement Program shall be prepared by the Lessee and approved by
the City indicating the description of each improvement project, the
estimated costs, and the projected time frame for commencement and
completion for each improvement project. The program shall span the first
six (6) years ofthe Agreement and shall be updated annually for City review
and approval, which approval shall not be unreasonably withheld,
conditioned or delayed.
Prior to commencement of construction, Lessee shall obtain City approval of all
plans and specifications for improvements to be constructed on the leased
premises, which approval shall not be unreasonably withheld, conditioned or
delayed. No modifications of said plans, specifications, or improvements,
including landscaping shall be made by Lessee, without the City's approval
thereof, which approval shall not be unreasonably withheld, conditioned or
delayed. Lessee agrees that City may have on the site at any time during the
construction improvement period an inspector who shall have the right of
access to the leased premises and the construction work.
Lessee shall construct, perform, and maintain all construction and installations
covered by this Agreement in a good and workmanlike manner and with
high quality materials, and shall furnish all tools, equipment, labor and
material necessary to perform and to complete same. Upon completion of
the improvements, Lessee shall furnish the City with one (1) complete set of
as-built construction drawings on mylar or its equivalent acceptable to the
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 8
City; copies of operating manuals for building equipment and systems; and
copies of all written warranties.
Upon termination of this Agreement whether by expiration of term or cancellation,
Lessee shall assign to City all express warranties to the works of
improvement covered by this Agreement. Lessee shall provide such
additional insurance coverage as City may reasonably deem necessary for
any contemplated construction project.
8.
OPERATING RESPONSIBILITIES
A.
Compliance with Laws, Rules and Regulations
Lessee shall conform to and abide by all municipal
ordinances, and all state and federal laws and regulations, insofar as the
same or any of them are applicable; and where permits and/or licenses are
required for the golf course operation hereunder and/or any construction
authorized herein, the same must be first obtained from the regulatory
agency having jurisdiction thereover. In addition, Lessee shall conform to
and abide by all rules and regulations of the City insofar as the same or any
of them are applicable.
B.
Disorderly Persons
Lessee shall exercise every reasonable effort not to allow any
loud, boisterous or disorderly persons to loiter about the leased premises.
C.
Illegal Activities
Lessee shall not knowingly permit any illegal activities to be conducted upon
the leased premises.
D.
Public Use
Lessee shall use its best efforts to maximize the public use of Golf Course and
the leased premises thereon.
E.
Lessee's Staff and Employment Practices
1. Lessee shall maintain an adequate and proper staff. The City may at
any time give Lessee written notice to the effect that the conduct or action of
a designated employee of Lessee is, in the reasonable belief of the City,
detrimental to the interest ofthe public patronizing the premises. Following
City's written notice therefore Lessee shall meet with representatives of the
City to consider the appropriate course of action with respect to such matter
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 9
and Lessee shall take reasonable measures under the circumstances to assure
the City that the conduct and activities of Lessee's employee will not be
detrimental to the interest of the public patronizing the premises.
2. Lessee warrants that it fully complies with all laws regarding
employment of aliens and others and that all its employees performing
services hereunder meet the citizenship or alien status requirements
contained in federal and state statutes and regulations including, but not
limited to, the Immigration Reform and Control Act of 1986. Lessee shall
obtain, from all covered employees performing services hereunder, all
verification and other documentation of employment eligibility status
required by federal statutes and regulations as they currently exist and as
they may be hereafter amended. Lessee shall retain such documentation for
all covered employees for the period prescribed by law. Lessee shall
indemnify, defend, and hold harmless, the City, its officers and employees
from employer sanctions and any other liability which may be assessed
against Lessee or City or both in connection with any alleged violation of
federal statutes or regulations pertaining to the eligibility for employment of
persons performing services under this Agreement.
3.
Lessee shall establish and adhere to a Drug Free Workplace Policy.
F.
Utilities
At the commencement of the term of this Agreement, the Lessee shall
provide for the transfer of all applicable utility and telephone accounts to
Lessee accounts, and thereafter shall provide and pay for any necessary
utilities and telephone service at the leased premises. Lessee waives any and
all claims against City for compensation for loss or damage caused by a
defect, deficiency or impairment of any utilities system, water system, water
supply system, drainage system, waste system, heating or gas system,
electrical apparatus or wires serving the leased premises unless caused by the
negligent or willful act or omission of the City, City's agents and/or City's
employees and/or except as described hereinafter.
G.
Sanitation
No offensive matter or refuse or substance constituting an unnecessary,
unreasonable, or unlawful fire hazard, or material detrimental to the public
health shall be permitted to remain on the premises and Lessee shall prevent
any accumulation thereof from occurring.
H.
Security Devices
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 10
Lessee may provide any legal devices, mechanisms, or equipment designed
for the purpose of protecting the premises from theft, burglary or vandalism.
All purchases and installation thereof shall be at Lessee's expense
I.
Safety
Lessee shall use good faith efforts to immediately correct any unsafe
condition of the leased premises, as well as any unsafe practices occurring
thereon.
J.
Quality of Food, Goods and Services
Services to the public, with food, goods and merchandise of the best quality
and at reasonable charges, is of prime concern to City and are considered a
part of the consideration for this Agreement. Therefore, Lessee agrees to
operate and manage, during the entire term of this Agreement, the golf
course, and leased premises in a first-class manner, and comparable to other
first-class municipal golf courses providing similar facilities and services.
Where such facilities are provided, Lessee shall furnish and dispense foods
and beverages of the best quality and shall maintain a high standard of
service at least equal to that of other similar establishments in the area and to
those prevailing in such areas for similar products and services, and without
discrimination. Lessee, following receipt of written notification therefore,
shall immediately withdraw or remove from sale any goods or services which
may be found objectionable to the City based on fmdings that the provision
of such goods or services are harmful to the public welfare.
K.
Reporting
Lessee or Lessee's representative shall meet with the Mayor or the Mayor's
representative annually, and at such other times as may be required by the
City to review Lessee's performance under this Agreement and to discuss
any problems or matters as determined by the City or Lessee.
L.
Trade Fixtures
Lessee at its own expense shall provide and install all appliances, furniture,
fixtures, equipment, door locks and padlocks that are required for the
operation of the leased premises.
M.
Habitation
The leased premises shall not be used for human habitation, other than a
night watchman or patrolman as approved by the City.
N.
Golf Associations
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE -11
Lessee acknowledges that at the golf course there is presently organized,
active and participating responsible golf associations that have, over long
periods of time, been helpful to City in the operation and improvement of the
golf course. Lessee agrees to encourage and cooperate with these
associations, and to consult with their authorized representatives on matters
of mutual interest. Similarly, Lessee agrees to encourage formation ofsuch
additional, responsible organizations by users of the leased premises and to
consult with them in the same manner.
9. ADDITIONAL TERMS AND CONDITIONS:
A.
Condemnation or Destruction of Leased Premises
1. In the event the leased premises shall be totally or partially destroyed
from any cause rendering the premises totally or partially inaccessible or
unusable, Lessee shall restore the premises to substantially the same
condition as in immediately before destruction using insurance proceeds, if
the restoration can be made under the existing laws and regulations and can
be completed within ninety (90) business days after the date of the
destruction. Such destruction shall not terminate this Agreement. Plans,
specifications, and construction cost estimates for the restoration thereof
shall be prepared by Lessee and forwarded to City for approval prior to the
performance of any work thereon, which approval shall not be unreasonably
withheld, conditioned or delayed. The required construction shall be
performed by Lessee and/or licensed and bondable contractor(s) thereof who
shall be required to carry comprehensive liability and property damage
insurance, workers' compensation insurance, and all. other associated
coverages required at the time by contractors doing similar work on City
property. Said construction shall be commenced promptly following the
approval thereof by the City, issuance of permits therefore by governmental
agencies having jurisdiction thereover, and posting of the construction site by
City with notice of nonresponsibility, and shall be diligently prosecuted to
completion. All work shall be performed in accordance with the approved
plans and specifications, unless changes therein are approved in advance
thereof by City. All construction shall be peñormed in a good and
workmanlike manner. Upon completion ofthe restoration, Lessee shall
immediately deliver a notice of completion with the City.
2. If the cost of restoration exceeds the amount of proceeds received
from the insurance required herein, Lessee can elect to terminate this
Agreement immediately by giving written notice to the City within fifteen
(15) days after determining the restoration cost will exceed such insurance
proceeds. If Lessee elects to terminate this Agreement, the City, within
fIfteen (15) days after receiving Lessee's written notice to terminate, may
elect to pay Lessee the difference between the amount of insurance proceeds
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 12
and the cost of restoration, in which case Lessee shall restore the premises.
Lessee shall give the City satisfactory evidence that all sums contributed by
the City as provided in this Section have been expended by Lessee in paying
the cost of restoration. If Lessee elects to terminate this Agreement and the
City does not elect to contribute toward the cost of restoration as provided in
this Section, this Agreement shall terminate. In case of destruction caused
from a risk covered by insurance required hereunder, there shall be no
abatement or reduction of rent. In case of destruction caused from a risk not
covered by insurance required hereunder, there shall be an abatement or
reduction of rent between the date of destruction and the date of substantial
completion of restoration, based on the extent to which the destruction
interferes with Lessee's use of the premises. If destruction to the premises
occurs during the last year of the Term, Lessee can terminate this Agreement
by giving written notice to the City not more than fIfteen (15) days after such
destruction.
3. Condemnation of the Leased Premises.
For purposes of this Section, the following words and phrases have the following
meanings:
"Condemnation" shall mean the exercise of any governmental power,
whether by legal proceedings or otherwise, by Condemnor; and a voluntary sale or
transfer by Lessee to any condemnor, either under threat of condemnation or while
legal proceedings for condemnation are pending.
"Date of Taking: shall mean the date the condemnor has the right to
possession of the property being condemned.
"Award" shall mean all compensation, sums, or anything of value awarded,
paid, or received on a total or partial condemnation.
"Condemnor" shall mean any public or quasi-public authority, or private
corporation or individual having the power of condemnation.
a. If the premises are totally taken by Condemnation, this Agreement
shall terminate on the Date of Taking. All rent shall be paid through the
Date of Taking, and the City shall have no claim against Lessee for the value
of any alleged unexpired term of this Agreement.
b. If any portion of the premises is taken by Condemnation this
Agreement shall remain in effect, except that Lessee shall have the election to
terminate this Agreement if the remaining portion of the premises not taken
is rendered unsuitable for Lessee's continued use of the premises, as
determined in Lessee's reasonable discretion. If Lessee elects to terminate
this Agreement, Lessee must exercise its right to terminate pursuant to this
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 13
Section by giving written notice to the City within thirty (30) days after the
nature and the extent of the taking have been fmally determined. If Lessee
elects to terminate this Agreement as provided in this Section, Lessee also
shall provide the City with written notice of the date of termination, which
date shall not be earlier than thirty (30) days nor later than ninety (90) days
after Lessee has notified the City of Lessee's election to terminate. Provided,
however, this Agreement shall terminate on the Date of Taking ifthe Date of
Taking falls on a date before the date of termination as specified by Lessee.
c. Both Lessee and the City shall have the right to proceed against the
Condemnor, and make claim for, without limitation, any sum attributable to
Lessee's improvements or alterations made to the premises; any sum for the
reasonable removal and relocation cost; any sum for the loss of goodwill;
and/or any sum for damage to Lessee's business because of condemnation.
Any Condemnation award in connection with the improvements or
alterations made to the premises shall be used to restore and/or improve the
premises.
B.
Independent Contractor
1. This Agreement is by and between the City and Lessee and is not
intended, and shall not be construed, to create the relationship of agent,
servant, employee, partnership, joint venture or association, as between the
City and Lessee.
2. Lessee understands and agrees that all persons furnishing services to
City pursuant to this Agreement are, for purposes of Workers'
Compensation liability, employees solely of Lessee and not the City.
3. Lessee shall bear the sole responsibility and liability for furnishing
Worker's Compensation benefits to any person for injuries from or
connected with services performed on behalf of Lessee pursuant to this
Agreement.
C.
Hold Harmless and Indemnification
Lessee agrees to indemnify, defend and save harmless the City, its agents,
officers, and employees from and against any and all liability, expense,
including defense costs and legal fees, and claims for damages of any nature
whatsoever, including, but not limited to, bodily injury, death, personal
injury, or property damage arising from or connected with Lessee's
operations or its services hereunder, including any worker's compensation
suits, liability or expense, arising from or connected with services performed
on behalf of Lessee by any person pursuant to this Agreement unless caused
by the negligent or willful act or omission of the City, City's agents and/or
City's employees. Lessee's duty to indemnify City shall survive the
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE-14
expiration or termination of this Agreement for two (2) years after such
expiration or termination.
D.
Insurance
1. Without limiting Lessee's indemnification of City, Lessee shall
provide and maintain at its own expense during the term of this Agreement
the following program(s) of insurance covering its operations hereunder.
Such insurance shall be provided by insurer(s) reasonably satisfactory to
City and evidence of such programs satisfactory to City shall be delivered to
the City on or before the effective date of this Agreement. Such evidence
shall specifically identify this Agreement and shall contain express conditions
that City is to be given written notice at least (30) days in advance of any
modification or termination of any program of insurance. Such insurance,
with the exception of Workers' Compensation insurance, shall be primary to
and not contributing with any other insurance maintained by City, and shall
name City an additional insured.
2. During the periods of time of normal operations and non-construction
periods, Lessee shall provide and maintain the following forms and amounts
of insurance:
a. Property: At all times during the Term, Lessee, at its sole cost and
expense, shall cause the leased premises and all associated facilities to be
fully and adequately insured with a customary policy of fire and
extended coverage insurance (including vandalism, malicious mischief
and special extended perils or all risk) in an amount not less than the
full replacement cost ofthe improvements to the premises, with a
standard inflation gnard endorsement or, in the event the parties have
agreed upon a fixed amount of insurance, with a fIXed amount
endorsement.
b. Liability: Comprehensive General Liability insurance endorsed for
Independent Contractor, Premises, Operations, Products/Completed
Operations, Contractual, Broad Form Property Damage, and Personal
Injury with a combined single limit of not less than ONE MILLION
DOLLARS ($1,000,000.00) per occurrence. If such insurance is written
on a Claims Made Form, such insurance shall be endorsed to provide an
extended reporting period of not less than five years following
termination of this Agreement.
c. Workers' Compensation: A program of Workers' Compensation
insurance in an amount and form to meet all applicable legal
requirements.
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 15
3. During the period(s) of construction as required herein, Lessee shall
provide the following forms and amounts of insurance:
a. Builder's All-Risk Insurance: including flood coverage, covering the
entire work, against loss or damage until completion and acceptance by
the City. Insurance shall be in an amount for the replacement value of
the improvements and endorsed for broad form property damage, breach
of warranty, explosion, collapse, and underground hazards. Deductibles
not exceeding five percent (5%) of the construction cost will be permitted.
b. Comprehensive General Liability: insurance endorsed for
Independent Contractor, Architect's Professional Liability, Premises-
Operations, Products/Completed Operations, Contractual, Broad Form
Property Damage, and Personal Injury with a combined single limit of
not less than One Million Dollars ($1,000,000.00) per occurrence.
c. Comprehensive Auto Liability: endorsed for all owned and non-
owned vehicles with a combined single limit of at least Three Hundred
Thousand Dollars ($300,000.00) per occurrence.
d. Worker's Compensation: a program of Workers' Compensation
insurance in an amount and form to meet all applicable requirements.
4. Failure on the part of Lessee to procure or maintain required
insurance shall constitute a material breach of contract upon which City may
immediately terminate this Agreement.
5. Conduct of Lessee's operations shall not commence until Lessee has
complied with the aforementioned insurance requirements. Further, said
operations, whether in whole or in part, shall be subject to suspension by the
City during any period that Lessee fails to maintain said policies in full force
and effect.
6. The specified amount of liability insurance required herein may be
subject to renegotiation on an annual basis. Should either party request
renegotiation with respect to the amount of liability insurance to be provided,
the determination thereof shall be established through mutual negotiations
between the parties. Lessee shall continue to provide liability insurance in
the amount currently being provided pending fmal renegotiation thereof in
the manner heretofore provided. In the interest of protecting public, the
amount of liability insurance required herein is greater than the amount
required by the Idaho Tort Claims Act at the time of execution ofthis
Amended Agreement. In the event that the limits of liability contained in the
Idaho Tort Claims Act are increased and at some point in the future and
exceed the amount of liability insurance required herein, Lessee shall
immediately submit proof of compliance with the changed limits.
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE-16
7. Subsequent to such renegotiation as hereinbefore described, and with
the concurrence of the City's Risk Lessee and City Attorney, the City shall
prepare and execute, and the Lessee shall execute, the appropriate
amendment to this Agreement.
8. No cancellation provision in any insurance policy shall be construed
in derogation of the continuous duty of Lessee to furnish insurance during
the term of this Agreement. At least thirty (30) days prior to the expiration
of any such policy, a signed and complete certificate, with all endorsements
required by this Section, showing that such insurance coverage has been
renewed or extended shall be fIled with the City.
E.
Taxes.
Lessee shall pay all taxes, assessments, fees and charges on real property,
goods, merchandise, fIXtures, appliances and equipment owned or used
therein.
F.
Transfers
1. Lessee shall not, without the prior written consent of the City assign,
hypothecate, or mortgage this Agreement, or sublease or sublicense any
portion of the premises, which consent shall not be unreasonably withheld,
conditioned or delayed; provided, however, any attempted assignment,
hypothecation, mortgage, sublease or sublicense without the consent of the
City shall render this Agreement null and void.
2. Each and all of the provisions, agreements terms, covenants and
conditions herein contained to be performed by Lessee shall be binding upon
any transferee thereof.
3. The operations herein authorized shall not be transferable by
testamentary disposition or the State Laws of intestate succession, as the
rights, privileges, and use conferred by this Agreement shall terminate prior
to the date for expiration thereof in the event of the death of Lessee occurring
within the term herein provided. Additionally, neither this Agreement nor
any interest therein shall be transferable in proceedings in attachment or
execution against Lessee or in voluntary or involuntary proceedings in
bankruptcy or insolvency or receivership taken by or against Lessee, or by
any process of law including proceedings under Chapter X and XI of the
Bankruptcy Act.
4. Shareholders, members, and/or partners of Lessee may transfer, sell,
exchange, assign or divest themselves of any interest they may have therein.
However, in the event any such sale, transfer, exchange, assignment or
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 17
divestment is effected in such a way as to give majority control of Lessee to
any persons, corporation, partnership or legal entity other than the majority
controlling interest therein at the time of execution of this Agreement,
approval thereof by the City shall be required, which approval shall not be
unreasonably withheld, conditioned or delayed. Consent to any such
transfer shall be refused, if the City fmds that the transferee is lacking in
experience and/or financial ability to render and provide services for the
operation of the golf course.
5. The prohibition herein contained shall not be applicable with respect
to transfers of this Agreement arising from the exercise of a power of sale or
judicial foreclosure pursuant to the terms and conditions of a hypothecation
or mortgage previously approved by the City.
6. In reference to the previous Section, the City's consent with regard to
successive transfers of this Agreement arising from the exercise of a power of
sale or judicial foreclosure or the assignment of the Agreement in lieu of
foreclosure, pursuant to the terms of a deed of trust previously approved by
the City, shall not be unreasonably withheld, conditioned or delayed.
G.
Non-Discrimination and Civil Rights Compliance
1. Lessee hereby certifies and agrees that Lessee will comply with Title
VI of the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of
1973, the Age Discrimination Act of 1975, Title IX of the Education
Amendments of 1972, where applicable, Title 43, part 17 of the Code of
Federal Regnlations Subparts A and B, and the Americans with Disabilities
Act of 1990, to the end that no persons shall, on the grounds of race, creed
color, national origin, political affiliation, marital status, sex, age or
disability, be subjected to discrimination under the privileges and use
granted by this Agreement or under any project, program or activity
supported by this Agreement.
2. Lessee certifies and agrees that all persons employed thereby, are and
shall be treated equally without regard to or because of race, creed, color,
national origin, political affiliation, marital status, sex, age or disability and
in compliance with all federal and state laws prohibiting discrimination in
employment, including but not limited to, the Federal Civil Rights Act of
1964; the Unruh Civil Rights Act; the Cartwright Act; and the State Fair
Employment Practices Act.
3. Lessee certifies and agrees that subcontractors, bidders and vendors
thereof are and shall be selected without regard to or because of race, creed,
color, national origin, political affiliation, marital status, sex, age or
disability.
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE-18
4. All employment records shall be open for inspection and reinspection
at any reasonable time during the term of this Agreement for the purpose of
verifying the practice of non-discrimination by Lessee in the areas heretofore
described.
5. If City finds that any of the above provisions have been violated, the
same shall constitute a material breach of contract upon which City may
determine to cancel, terminate, or suspend this Agreement. While City
reserves the right to determine independently that the non-discrimination
provisions of this Agreement have been violated, in addition, a determination
by the Idaho Human Rights Commission or the Federal Equal Employment
Opportunity Commission that Lessee has violated State or Federal non-
discrimination laws or regulations shall constitute a finding by City that
Lessee has violated the non-discrimination provisions of this Agreement.
H.
Easements
City reserves the right to establish, grant or utilize easements or right of
ways over, under, along and across the leased premises for utilities and/or
public access to the leased premises provided City shall exercise such rights
in a manner as will avoid any substantial interference with the operations to
be conducted hereunder.
I.
Cancellation
1. This Agreement shall be subject to cancellation upon the occurrence
of anyone or more of the circumstances as described in Events of Default
hereinafter. As a condition precedent thereto, the City shall give Lessee ten
(10) days notice by registered or certified mail of the date set for cancellation
thereof; the grounds therefore; and that an opportunity to be heard thereon
will be afforded on or before said date, if request is made therefore.
2. Upon cancellation City shall have the right to take possession ofthe
premises, including all improvements, equipment, and inventory located
thereon, and use same for the purpose of satisfying and/or mitigating all
damages arising from a breach of this Agreement.
3. Action by City to effectuate a cancellation and forfeiture of possession
shall be without prejudice to the exercise of any other rights provided herein
or by law to remedy a breach of this Agreement.
4. Any trustee, beneficiary, mortgagee or lender (hereinafter: Lender)
under a hypothecation or mortgage previously approved by the City shall
have the right at any time during the term of this Agreement to undertake
any and all action that may be required in order to prevent cancellation of
this Agreement and a forfeiture of the operation. Accordingly, the City shall
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE -19
send a copy of any intended cancellation of this Agreement to any of the
aforementioned parties whose security would be affected thereby; and upon
request thereof for postponement, extend the date set therefore by such time
as the City finds reasonable in order to allow said parties to correct the
leased premises therefore or to provide a new Lessee under a power of sale or
foreclosure contained in the hypothecation or mortgage, who upon transfer
thereto shall become responsible for the correction thereof within such time
as may be allowed by the City.
5. The City shall provide to a Lender a copy of any notice of default
served upon Lessee, provided that such Lender shall have previously
registered with the City by written notice specifying the name and address of
said Lender, at the same time the City provides such notice to the Lessee.
With regard to monetary defaults and other non-monetary defaults which
are curable by Lender, the City shall not terminate this Agreement so long as
Lender, after receiving notice of such defaults and within a reasonable time
after the expiration of the Lessee's curative periods to cure the defaults as
specified in Events and Default hereinafter, commences promptly to payor
to institute foreclosure proceedings to foreclose the deed of trust and
proceeds with the due diligence thereafter to prosecute such proceedings to a
conclusion or to cure the defaults. With regard to defaults which cannot be
cured by Lender, the City shall not terminate this Agreement so long as
Lender, after receiving notice of such defaults and within a reasonable time
after the expiration of the Lessee's curative periods to cure the defaults as
specified in Events of Default hereinafter, promptly institutes foreclosure
proceedings to foreclose the deed of trust and proceeds with due diligence
thereafter to prosecute such proceedings to a conclusion. In the event that
this Agreement is rejected by a trustee in bankruptcy due to Lessee's
bankruptcy, the City shall provide to Lender or its assignee an option to
enter into a new lease agreement with the City upon the same terms and
conditions as are contained in this Agreement and for the balance of the term
thereof.
J.
Events of Default
1. The abandonment, vacation or discontinuance of golf course operations
on the leased premises for more that twenty-four (24) consecutive hours,
except as otherwise provided under this Agreement.
2. The failure of Lessee to punctually payor make the payments required
herein when due, where the delinquency continues beyond ten (10) days
following written notice for payment thereof.
3. The failure of Lessee to operate in the manner required by this
Agreement, where such failure continues for more than then (10) days after
written notice from the City to correct the condition therein specified, except
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE-20
that if any such condition cannot with diligence be corrected by Lessee within
such ten (10) day period, if Lessee shall commence to correct the same within
such ten (10) day period and thereafter shall prosecute the correction of same
with diligence and continuity, then the time within which such failure to
correct may be cured shall be extended for such period as may be necessary
to complete the curing of the same.
4. The failure of Lessee to maintain the premises and the improvements
constructed thereon in the state of repair required. hereunder, and in a clean,
sanitary, safe and satisfactory condition, where such failure continues for
more than ten (10) days after written notice from the City for correction
thereof, provided that where fulfillment of such obligation requires activity
over a period of time and Lessee shall have immediately, following receipt of
such notice, commenced to perform whatever may be required to cure the
particular default and continues such peñormance diligently, said time limit
may be waived in the manner and to the extent allowed by the City.
5. The failure of Lessee to keep, perform and observe all other promises,
covenants, conditions and agreements set forth in this Agreement, where
such failure continues for more than thirty (30) days after written notice
from the City for correction thereof, provided that where fulfillment of such
obligation requires activity over a period of time and Lessee shall have
commenced to perform whatever may be required to cure the particular
default within ten (10) day after such notice and continues such peñormance
diligently, said time limit may be waived in the manner and to the extent
allowed by the City.
6. The filling of a voluntary petition in bankruptcy by Lessee; the
adjudication of Lessee as a bankrupt; the appointment of any receiver of
Lessee's assets; the making of a general assignment for the benefit of
creditors; a petition or answer seeking an arrangement for the
reorganization of Lessee under any Federal Reorganization Act, including
petitions or answers under Chapters X or XI of the Bankruptcy Act; the
occurrence of any act which operates to deprive Lessee permanently of the
rights, powers and privileges necessary for the proper conduct and operation
of the golf course; the levy of any attachment or execution which
substantially inteñeres with Lessee's operations under this Agreement and
which attachment or execution is not vacated, dismissed, stayed or set aside
within a period of sixty (60) days.
7. Determination by the City, the State Human Rights Commission, or the
Federal Equal Employment Opportunity Commission of discrimination
having been practiced by Lessee in violation of state and/or federal laws
thereon.
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 21
8. Transfer of the majority controlling interest of Lessee to persons other
than those who are in contr.ol at the time of the execution of this Agreement
without approval thereof by the City.
9. Failure to have submitted schematic plans and/or working drawings on
or before the date(s) designated in this Agreement for submission thereof.
K.
Default For Insolvency
1. City may immediately terminate this Agreement for default in the
event of the occurrence of any of the following:
a. The City reasonably determines that the Lessee is insolvent. Lessee
shall be deemed to be insolvent if it has ceased to pay its debts in the
ordinary conrse of business or cannot pay its debts as they become due,
whether it has committed an act of bankruptcy or not, and whether
insolvent within the meaning of Federal Law or not.
b. The appointment of a Receiver or Trustee for Lessee.
c. The execution by Lessee of an assignment for the benefit of
creditors.
2. The rights and remedies of City provided in this Section shall not be
exclusive and are in addition to any other rights and remedies provided by
law or under this Agreement.
L.
Waiver
1. Any waiver by City of any breach of anyone or more of the
covenants, conditions, terms and agreements herein contained shall not be
construed to be a waiver of any subsequent or other breach of the same or of
any other covenant, condition, term or agreement herein contained, nor shall
failure on the part of City to require exact, full and complete compliance
with any ofthe covenants, conditions, terms or agreements herein contained
be construed as in any manner changing the terms of this Agreement or
stopping City from enforcing the full provisions thereof.
2. No delay, failure, or omission of City to re-enter the premises or to
exercise any right, power, privilege or option, arising from any default, nor
any subsequent acceptance of payments then or thereafter shall impair any
such right, power, privilege or option, or be construed as a waiver of or
acquiescence in such default or as a relinquishment of any right.
3. No notice to Lessee shall be required to restore or revive "time ofthe
essence" after the waiver by City of any default.
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 22
4. No option, right, power, remedy or privilege of City shall be construed
as being exhausted by the exercise thereof in one or more instances. The
rights, powers, options, privileges and remedies given City by the Agreement
shall be cumulative.
M.
Right of Entry
1. Should Lessee be deemed deficient, as determined by the City, in its
performance of its obligations required hereunder, City in addition to all
other available remedies may, but shall not be so obliged, enter upon the
premises and correct Lessee's deficiencies using City forces, and equipment
and materials on the premises suitable for such purposes, or by employing a
separate private contractor. City's reasonable costs so incurred, including
direct and indirect overhead costs as determined by City, shall be
reimbursed to City by Lessee and/or its sureties within thirty (30) day of
demand thereof.
2. In the event of an abandonment, vacation or discontinuance of
operations for a period in excess of twenty-four (24) hours (except as allowed
under Section 4 of this Agreement), Lessee hereby irrevocably appoints City
as an agent for continuing operation of the services granted herein, and in
connection therewith authorizes the officers and employees thereof to (1)
take possession ofthe premises, including all improvements, equipment and
inventory thereon; and (2) remove any and all persons or property on said
premises and place any such property in storage for the account of and at the
expense of Lessee; and (3) sublease or license the premises; and (4) after
payment of all expense of such subleasing or licensing apply all payments
realized therefrom to the satisfaction and/or mitigation of all damages arising
from Lessee's breach ofthis Agreement. Entry by the officers and employees
of City upon the premises for the purpose of exercising the authority
conferred hereon as agent of Lessee shall be without prejudice to the exercise
of any other rights provided herein or by law to remedy a breach of this
Agreement.
N.
Surrender
1. Upon expiration of the term hereof, or cancellation thereof as herein
provided, Lessee shall peaceably vacate the premises and any and all
improvements located thereon and deliver up the same to City in a
reasonably good condition, ordinary wear and tear excepted.
2. Upon expiration of the term of this Agreement, Lessee shall execute
and deliver to City within thirty (30) days after service of written demand, a
good and sufficient quitclaim deed ofthe Lessee's interest in this Agreement
and the leased premises. Should Lessee fail or refuse to deliver to City a
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OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 23
quitclaim deed as aforesaid, a written notice by City reciting the failure of
the Lessee to execute and deliver the quitclaim deed, shall after ten (10) day
from the date of recordation of the notice be conclusive evidence against
Lessee and all persons claiming under Lessee of the termination of this
Agreement.
o.
Interpretation
1. This Agreement shall be interpreted according to the rules which
govern the interpretation of contracts, as prescribed in Idaho Code.
2. The headings herein contained are for convenience and reference only
and are not intended to define or limit the scope of any provision thereof.
P.
Force Majeure/Time Extensions
Except as otherwise specifically provided hereinbefore, and in the event
either party hereto shall be delayed or prevented from performance of any
act required hereunder by reason of Acts of God, litigation to which Lessee is
not a plaintiff, or other cause without fault and beyond control of the party
obligated, performance of such act shall be excused for the period of time of
the delay as determined by the City. An extension oftime for any such cause
shall only be for a period of time equivalent to the enforced delay. Lessee's
inability to obtain financing shall not be grounds for an extension of time.
City shall prepare and execute, and Lessee shall execute the appropriate
document acknowledging any extension of time granted pursuant to this
section.
Q.
Lessee's Non-Compliance and Liquidated Damages
1. If the City reasonably determines that there are deficiencies in
Lessee's performance of the golf course operations authorized and required
herein, the City will provide, as specified in the Section of this Agreement
entitled Events of Default hereinbefore, a written notice to the Lessee to
correct said deficiencies within ten (10) days, except for the repair ofleaking
valves which must be corrected within twenty-four (24) hours following
notification.
2. In the event that Lessee fails to correct the deficiencies within the such
ten (10) day period the City may, at its option; (1) exercise its rights under
the Section of this Agreement entitled Right of entry hereinbefore, and/or (2)
assess liquidated damages pursuant to the schedule hereinafter listed, except
that if any such corrections cannot with diligence be performed by Lessee
within such ten (10) day period, if Lessee shall commence to perform the
same within such ten (10) day period and thereafter shall prosecute the
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 24
performance of same with diligence and continuity, then the time within
which such failure to perform may be cured shall be extended for such
period as may be necessary to complete the curing of the same.
a. The parties agree that it will be impracticable or extremely difficult to
fix the extent of actual damages resulting from the failure of the Lessee to
comply with the obligations for golf course operations herein required,
authorized, and specified in Sections pertaining to (Golf Services);
(Food and Beverage Services); (Golf Starter Services); (Building and
Equipment Maintenance Services); (Accounting Records); and (Operation
Responsibilities). The parties hereby agree that under the current
circumstances a reasonable estimate of such damage is $250.00 per day for
each day of the period of time following such cure periods listed above, and
that Lessee shall be liable to City for liquidated damages in said amount.
b. The parties further agree that it will be impracticable or extremely
difficult to fIX extent of actual damages resulting from the failure of the
Lessee to comply with the obligations for golf course grounds maintenance
required and herein as specified in the Section titled (Grounds
Maintenance Services). The parties hereby agree that under the current
circumstances a reasonable estimate of such damages is $500.00 per day for
each day of the period of time following such cure periods listed above, and
that Lessee shall be liable to City for liquidated damages in said amount.
R.
Golf Course Evaluation Report
1. City and Lessee agree that the overall condition and playability of the
golf course and the condition ofthe buildings thereon is of the primary
importance to both parties. As this Agreement specifies the standards of
performance deemed necessary for proper maintenance, the Lessee will
develop a Golf Course Evaluation Report to document Lessee's performance
pursuant to said standards.
The Lessee's Golf Course Evaluation Report will be completed with an
authorized representative(s) of the City subsequent to a golf course
inspection by said representatives(s). Lessee shall make available to City's
representative(s) a power driven golf car upon request for the purpose of
inspecting the leased premises. The City shall make every reasonable effort
to conduct such inspections with the Lessee on a regular basis and within
semi-annual intervals, and the Lessee or Lessee's authorized representative
will participate in the inspection tour of the premises.
2. The City reserves the right to modify, update, and/or amend the
general content and format of the Evaluation Report forms in order to
provide for a suitable instrument for the documentation of Lessee's
performance.
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE-25
S.
Notices
Any notice required to be given under terms of this Agreement or any law
applicable thereto may be (1) delivered by personal service; or (2) placed in a
sealed envelope, with postage paid, addressed to the person on whom it is to
be served, return receipt requested, and deposited in a post office, mailbox,
sub-post office, substation or mail chute, or other like facility regularly
maintained by the United States Postal Service. The address to be used for
any notice served by mail upon Lessee shall be care ofT. Erik Oaas, 519 W.
Front Street, Boise, Idaho 83702 or such other place as may hereafter be
designated in writing to the City by Lessee. Any notice served by mail upon
City shall be addressed to the City Clerk at City Hall, 33 E Idaho Meridian,
Idaho 83642 or such other place as may hereafter be designated in writing to
Lessee by the City. Service by mail shall be deemed complete upon delivery
by personal service or three (3) days following deposit with the United States
Postal Service in the above mentioned manner.
T.
Severability
If any provision of this Agreement is determined to be illegal, invalid, or
unenforceable by a court of competent jurisdiction, the remaining provisions
hereof shall not be affected thereby and shall remain in full force and effect.
u.
Contract Enforcement and Amendments To This Agreement
1. The Mayor and the Mayor's designee shall be responsible for the
enforcement of this Agreement on behalf of City and shall be assisted therein
by those officers and employees of City having duties in connection with the
administration thereof.
2. Any officers and/or authorized employees of City may enter upon the
leased premises at any and all reasonable times and conditions hereof, or for
any other purpose incidental to the rights of City within the leased premises.
3. In the event either party commences legal proceedings for the
enforcement ofthis Agreement, the prevailing party shall be entitled to
recover its attorney's fees and costs incurred in the action brought thereon.
In the case of the City that shall include staff attorneys and/or any attorneys
contracted for the purpose herein provided.
4. This document may be modified only by further written agreement
between the parties. Any such modification shall not be effective unless and
until executed by Lessee and in the case ofthe City, unless otherwise
specifically authorized hereinbefore, until executed by the City Council.
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 26
v.
Captions
Captions are for convenient reference only, and do not limit or amplify the
language ofthe paragraph(s) following.
W.
Entire Agreement
This document, and the exhibits attached hereto, constitutes the entire
agreement between the City and Lessee for the Golf Course operations and
use granted herein. All other agreements, promises and representations with
respect thereto, other than contained herein, are expressly revoked, as it has
been the intention of the parties to provide for a complete integration within
the provisions ofthis document, and the exhibits attached hereto, the terms,
conditions, promises, and covenants relating to the golf course operation, and
the leased premises to be used in the conduct thereof.
IN WITNESS WHEREOF, the City has caused this Agreement to be executed by its
proper officers hereto duly authorized this - day of , 2005,
and the Lessee has hereunto set its hands.
CITY OF MERIDIAN
By:
Tammy de Weerd, Mayor
ATTEST:
Will Berg, City Clerk
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 27
LAKEVIEW MERIDIAN INVESTORS, LLC
an Idaho limited liability company
OAAS LANEY, LLC,
an Idaho limited liability company
By:
WhiteRock Investments, LLC,
an Idaho limited liability company,
its Member
By:
T. Erik Oaas, Manager
By:
LaneyIand, L.P., an Idaho limited
partnership, its Member
By:
Steven H. Laney, General Partner
Richard R. Davis, Member
BOISE RANCH GOLF COURSE, INc.,
an Idaho corporation
By:
Richard R. Davis, President
ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE
OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE - 28
i.
k.
I.
EXHIBIT A
LEASE
Comorate Documents
a.
Certificate of Incomoration
Articles of[ncomoration
b
c.
Bvlaws ofCherrv Lane Recreation Inc
Memorandum of Under stan dine December 23 1977 between NuPacific
Comoanvas "Develooer" and The Citv of Meridian as "Citv."
d.
e.
Aereement of Lease October 3 ] 978 Citv of Meridian "Lessor" and
CherTY Lane Recreation. Inc. "Le;see."
f.
Aereement October 3 1978 CitvofMeridian as"Citv" and NuPacific
Comoanvas "Grantor."
e.
Lease March I 1983 James W Fuller and Lois Jean Fuller "Lessors" and
h.
Wallace D. Lovan and ViNita Lovan "Lessees." rOBe oaee only]
Memorandum of Lease Aereement Au!!Ust 13 1999 Citv of Meridian
I.
"Lessor" and Cherrv Lane Recreation Inc. "Lessee."
Certificate of Clerk and Resolution 251 Seotember 7 1999 and Lessor's
Statement Concemine AQreement of Lease dated October 30r sic 1 1978.
Seotember 14 1999 Cover letter re: CherTY Lane Recreation Inc. Notice
of its exercise of the ootion to r~new term
Certificate of Clerk of The City of Meridian SeotemberlLl999.E.;
Consent to Lessee AssÌlmment with riQht or reassiQnmentkDeed of
Trust and Resolution 254 Seotember 21 1999 re: Consent to Les5ee
AssiQnment with riQht or reassie:nment bv Deed of Trust.
Ae:reement Februarv I 2000 City of Meridian as "City" Idaho
Indeoendent Bank as "Bank" and Cherrv Lane Recreation Inc. as "CherrY
Lane." Certificate of Clerk of The Citv of Meridian February I 2000.
(The documents listed on this page are available for inspection
at the Office of the Meridian City Clerk and shall be included
in their entirety with the official Original Documents
comprising the Amended Lease Agreement to be executed on
May 17, 2005)
EXHIBIT B
ASSUMPTION AGREEMENT
Loan No. 5111289
THIS AGREEMENT is made and entered into this 20th day of April, 2005,
among Cherry Lane Recreation, Inc., an Idaho corporation, 4200 W. Talamore,
Meridian, Idaho 83642 ("Borrower"), Ve Nita Lovan, 3415 Cherry Lane, Meridian,
Idaho 83642 ("Existing Guarantor"), Boise Ranch Golf Course, Inc., an Idaho
corporation, 4200 W. Talamore, Meridian, Idaho 83642 ("Purchaser"), Richard R.
Davis, 7048 S. Shadow Moss, Boise, Idaho 83709 ("New Gillirantor") and Idaho
Independent Bank, 113 E. Idaho Avenue, Meridian, Idaho 83642 ("Lender").
WHEREAS, Borrower is the Lessee of certain real property located in Meridian,
Idaho, commonly known as Cherry Lane Golf Course, pursuant to that certain Agreement
of Lease (the "Lease") executed October 3, 1978, between Borrower and the City of
Meridian (the "City") as Lessor, which Lease has been renewed for an additional thirty
(30) year term commencing on October 3, 2003, and terminating on October 2, 2033; and
WHEREAS, in consideration of, and to evidence and secure, a loan from Lender
in the original principal amount of Five Hundred Thousand Dollars and no/l00
($500,000.00) (the "Loan"), Borrower and Existing Guarantor, as applicable, executed
and delivered to Lender the instruments and agreements listed on Exhibit A, attached
hereto as Exhibits A-I through A-9 and incorporated herein by this reference (the "Loan
Documents"); and
WHEREAS, Borrower has sold and assigned, or is about to sell and assign, to
Purchaser all of Borrower's right, title and interest in and to the Lease and the real
property subject thereto (the "Real Property"), and certain personal property of Borrower
located at, arising from or used or associated with the Real Property (the "Personal
Property") (the Real Property and the Personal Property may occasionally be referred to
together as the "Property"); and
WHEREAS, Borrower has granted to Lender a lien and security interest in the
Borrower's rights under the Lease of the Real Property, and in the Personal Property,
pursuant to the Deed of Trust and Security Agreement described on Exhibit A (the
"Security Documents"); and
WHEREAS, any transfer of the Real Property or Personal Property subject to the
Deed of Trust and Security Agreement constitutes a breach of the Deed of Trust and
Security Agreement, unless Lender first consents to such transfer in writing; and
WHEREAS, Borrower and Purchaser have requested that Lender consent to the
sale and transfer of the Real Property and Personal Property; allow Purchaser to assume
the liabilities of Borrower under the Loan Documents; and release Borrower and Existing
Guarantor from further liability under the Loan Documents; and
WHEREAS, Lender has agreed to such requests on the following terms and
conditions;
NOW, THEREFORE, in consideration of the mutual covenants herein the parties
hereby agree as follows:
1. Purchaser hereby assumes liability for the payment of the
indebtedness evidenced by the Promissory Note and secured by the Security Documents,
the unpaid balance of which as of April 20, 2005, is agreed to be Three Hundred Ninety-
Three Thousand Five Hundred Thirty-Three and 23/1O0ths Dollars ($393,533.23),
consisting of $392,422.55 principal and $1,110.68 accrued and unpaid interest, and
Purchaser further agrees to be bound by all of the terms and conditions of, and to perform
all of the Purchaser's obligations under, the Loan Documents executed by Borrower as
though Purchaser had originally executed the same.
2. New Guarantor hereby guarantees payment and performance of all
Purchaser's obligations and liabilities under this Agreement and under the Loan
Documents, and in furtherance of such guarantee, New Guarantor shall execute and
deliver to Lender a Commercial Guaranty in the form attached hereto as Exhibit B.
3. Purchaser acknowledges and agrees that the interest rate applicable
to the Promissory Note is a variable rate as described in the Promissory Note, presently
seven percent (7.0%) per annum at the time of execution of this Agreement, and the
monthly payment is Four Thousand Four Hundred and OO/IOOths Dollars ($4,400.00) per
month, with the next such payment due May 5, 2005.
4. In consideration of the assumption by Purchaser, and New
Guarantor's agreement to execute and deliver the New Guaranty, as above set forth,
Lender hereby consents to the transfer of the Borrower's right, title and interest in the
Real Property and Personal Property to Purchaser, and releases and. discharges Borrower
and Existing Guarantor from all further liability under the Loan Documents. This release
shall become effective only upon the actual conveyance of the Real Property and
Personal Property by Borrower to Purchaser and shall not be operable if such release and
discharge in any manner invalidates the mortgage insurance or guarantee of any federal
agency or the mortgage insurance of any private mortgage insurer. Further, this
Agreement in its entirety is conditioned upon Purchaser's obtaining and providing to
Lender the written consent of City to the conveyance of the Property, and to this
Agreement, in form and substance acceptable to Lender in its sole discretion.
5. Purchaser is paying a part of the purchase price of the Property to
Borrower by means of a promissory note payable to Borrower in the amount of
$ '2'3, oS'o.O.3("Carryback Note"). The Carryback Note shall be secured by liens
and security interests in favor of Borrower in some or all of the Property.
Notwithstanding the prohibition of liens and encumbrances of the Real Property and
Personal Property set forth in the Security Documents, Lender hereby consents to
Purchaser's granting liens and security interests in the Property to Borrower to secure
Purchaser's payment of the Carryback Note, subject to the following conditions:
A. The liens and security interests in favor of Borrower shall, and
are hereby declared to be, subordinate in priority to the liens and security
interests in the Property in favor of Lender in all respects;
B. Any failure to make a payment as required under the
Carryback Note and any other failure of payment or performance or other
default under the Carryback Note and all deeds of trust, assignments,
security agreements and other documents and agreements evidencing or
securing the loan represented by the Carryback Note (each, a "Purchaser
Default"), shall constitute a default under the Loan Documents, entitling
Lender to exercise all of its rights and remedies provided under the Loan
Documents;
C. Upon the occurrence of any Purchaser Default, Borrower shall
notify Lender of the same in writing within five (5) business days of
Borrower's becoming aware of such Purchaser Default; and
D. Upon notice by Lender to Borrower of any default by
Purchaser under this Agreement or the Loan Documents (whether such
default arises from a Purchaser Default or otherwise), Borrower shall not be
entitled to receive any payments of any kind from Purchaser, and shall hold
any such payments received in trust for Lender, and shall pay such amounts
over to Lender within five (5) business days of Borrower's receipt thereof.
6. Anything herein to the contrary notwithstanding, this Agreement
shall not affect or impair any warranty of title heretofore made by Borrower, which
warranty of title shall remain in force and inure to the benefit of Lender and any insurer
of title or the lien of the Deed of Trust.
7. Purchaser hereby acknowledges that the Deed of Trust contains a
due on sale provision in Section 4 thereof, and a prohibition of assumptions in Section
17(g) thereof. Purchaser further acknowledges and agrees that Lender is under no
obligation to consent to any future sale, conveyance, transfer, assignment, encumbrance,
turnover or any other disposition of the Real Property or Personal Property, nor any
obligation to consent to any further assumption of the Loan.
8. In consideration for Lender's agreement to allow Purchaser's
assumption of Borrower's duties, obligations and liabilities as described in this
Agreement, Purchaser shall pay to Lender, upon execution of this Agreement, the sum of
Four Thousand Nine Hundred Five and OO/lOOths Dollars ($4,905.00). In addition,
Purchaser shall pay all of Lender's out-of-pocket costs associated with this Agreement,
including Lender's legal fees in the amount of One Thousand Five Hundred Seventy-five
and no/100ths Dollars ($1,575.00), premiums for any endorsements to Lender's policy of
title insurance covering the deed of trust, and filing and recording fees.
9. Purchaser and New Guarantor represent and warrant that they have
reviewed all of the Loan Documents, are familiar with their terms, and have had the
opportunity to consult with legal counsel regarding the Loan Documents and this
Agreement. Purchaser and New Guarantor acknowledge (a) that the Real Property and
the Personal Property are subject to the liens and security interests in favor of Lender, (b)
that Purchaser takes such Property subject to such liens and security interests, and (c) that
no further draws are available under the Promissory Note. In addition to the security
interests granted to Lender in the Deed of Trust and Security Agreement, Purchaser
hereby grants to Lender a security interest in all fixtures and personal property described
in the Deed of Trust and Security Agreement, such descriptions being incorporated herein
by this reference. Purchaser hereby authorizes Lender to file such UCC-1 financing
statements as Lender may desire, naming Purchaser as "Debtor" and Lender as "Secured
Party", including any such financing statements identifying the collateral as "all assets"
or "all personal property" or words of similar import.
10. This Agreement represents the entire agreement among the parties
regarding its subject matter. Purchaser and New Guarantor acknowledge and agree that
they have not been induced to enter into this Agreement by any statement, representation
or agreement not expressed herein.
11. In the event of any dispute arising under this Agreement, the
prevailing party shall be entitled to its attorney's fees and costs incurred in connection
with such dispute.
The parties have signed this Agreement the day and year first above written.
BORROWER:
CHERRY LANE RECREATION, INC.
By:
Its:
EXISTING GUARANTOR:
Ve Nita Lovan
PURCHASER:
BOISE RANCH GOLF COURSE, INC.
By:
Its:
NEW GUARANTOR:
Richard R. Davis
LENDER:
IDAHO INDEPENDENT BANK
By:
Its:
EXHIBIT C
LEGAL DESCRIPTION
PARCEL I
A PARCa. 01' !,.ANO BUNG A PðRTION OF THE WEST-HALF, SECTION 3, TOWNSHIPS
NORTH,RANGE 1 WEST, BorSE MERIDIAN, MERIDIAN, ADA COUNTY, IDAIiO AND MORE
PAATICULARLYOeSCRIBEO AS FOLLOWS:
BEGINNING AT A BRASS CAP IilAAi(ING THE SOUTHEAST CORNER OF TIfE NORTHEAST
QUARTER OF SECTION 3, TOVINS!UP 3 NORTH, RAllO!: 1 WEST, BOIse MERIDIAN,
MERIDIAN. ADA COUNTY, IDAHO; THENCE
Al...OiIIS THE SOUTHERLY BOUNOAAY OF SAID NORTHEAST QUAATER Of" SECTION 3, NORTH
88 DEGREES 55' 2S" WEST 2643.28 fEET To A BRASS CAP MARKIKG THE SOUTHWEST
CORNER OF THE NORTHeAST OUAATERI TliENCE
f.,EAVING SAIO SOUTHeRLY BOUNDARY NORTH 75 DEGREES 30'00" weST 190.00 "'EfT TO
A 2" IR<m P,IPE; THEKCE
NORTH 4( DEGReeS 00'0'0' weST 40.00 FEET TO MIRON PIN; THENCE
SOUTH 75 DEGREES 59'31' WEST 70.00 FEET TO AN IRON PIli; THENCE
SOUTH 25 DeGREES 00'00' WEST 64..19.FEn TO AN IRON PIN; THENCE
NOATH 89 DEGlle:s 25'OS" 'l\'ëST254.:11 FeeT TO A POINT, SAID POINT ALSO SEING
THE REAl POINT OF BEGINNING) THENCECONTlIIUING
NORTH 89 DEGREES2S'OS" EST 100.01 FeET TO A POINT; THENCE
SOUTH 00 DEGREE'S 30"'" wesT 407.92 FEET TO A POINT; THENCE
SOUT!! 68 OEGllEeS 54'11" EAST 276.46 FEET TO A POINT MAF!KING A POINT OF
CURVE;. THENCE
ALONG A CuFiIlE TO THER!GHT 59.46 FEET, SAID CURVE IlAVING A CENTML ANGLE Of'
34 OEGReeS 04'10", A RIWIUS OF 100.00 FEéT, TANGENTsaF 30.64 FEET ANa A
LONG CIIORO OF 58.saFfEr BEARING SOl.ffil51 DEGREES 52' OS" EAST TO A POINT
MARKING A POINT OF TANGENTS: 11tENCE
SOUTH 34 OeBAEES 50'0" EAST 2e2.99 FEET TO A POINT; ntE/llce
I!OUTH B9 OEBRSES 411'4'" EAST 147.34 FEET TO A POINT; THeNCE
NOfITI! 35 DE'efleeS 00'00' WEST 108.03 FEET TO A POINT, THENCE
NORTH 51 OEGfIEES 45' 00" weST 580.00 FEET TO A ?OIiIIT; . THENCe
NORTH 00 OSSReE 29'44" eAST 335.18 FEET TO THE' POINT OF BEOnINING.
PARCEL II
A PAI'ICEL OF LAND LYING IN PORTIONS OF 11iE s0011i HALF OF THE troRTH IlALF AND
THE NORTH HALF OF THê SOUTH HALF OF SeCTION 3 I TO'MI5111P 3 NORTH, RANGE 1
WEST, BOISE MERIDIAN, MERIDIAN, AOA COUNTY, IDAHO AND MORE PARTICUlARLY
DESCRIBED AS FOLLOWS:
BeGINNING AT A POINT MAAKING THE NORTHWEST CORNER OF THE SAID NORTH HALF OF
THE SOtml HALF OF SECTION 3; THENce
SOUTH 89 DEGREES 25'06" EAST 2,077.73 FeET ALONG THE NORTHERLY BOUNOAAY 01'
THE SAID NORTH HALF OF THE SOUTH HAlf OF SeCTION J TO A PO INT, ALSO SAID
POINT BEING THE REAl POINT OF BEGINNING; THENCE
SOUTH D DEGREe 29'44' weST 335.18 FEET TO A POINT: THENCE
SOUTH 51 OEGR!:ES 4S'00' EAST S80.00 FEET TO A POtNT¡ THENCE
SOUTH 35 OEOR!:ES 00'00" EAST 285.33 FeET TO A POINT: THENce
SOUTH 22 OEGR!:ES 15'00' !'/EST 60.0S FeET TO A POINT; THENCE
SOUTH 43 DEGREES 58' 10' EAST 238.15 I'EST TO A POINT; THEOCe
SDIJ1} 29 DEGREES 00'00" J:AST 110.00 FeET TO A POINT; THeNCE
NOATH e, DEGREes 00'00' EAST 81.18 FEET TO A POINT OF CURVE; THENCE
LEGAl CONTINUED
PARCIit. II (CONT.)
NORTliEASTERL Y AlONG A CURVE TO THE LEFT 147.14 FEET. SAID CURVE HAVING A
CENTRAL MalE OF 46 DEGi'lEES 10'2S',A RADIUS OF 11:5.00 FEET, TANGENTS OF
78.23 FEET AND A LONG CHORO OF 142.84 FEET SEARING NORTH 36 OEGREES 54'46"
EAST TO A POINT OF ENDING OF CURVE; TH5NCE
NORTH 56 DEGREES 30'00' WEST 151.38 FEET TO A POINT; 1liENCE
KORTH 41 DEG!1EES 30'00' 'NEST 203.92 FEET TO A POINT: THENCE
NORTH 17 OEOREES1S' 00' WEST 94.14 FEET TO A POINT: THENCE
NORTH 22 DEGREES 15'00' EAST 141.00 FEET TO A POINT; THEIICE
NORTH 65 DEGREES 50'00'. EAST 45.00 FeET TO A POINT; THENCE
SOUTH 87 DEGREES 20'00' EAST 78.40 FEET TO A POINT; THENCE
SOUTH sa OEGREES 00'00' EAST 61.48 FEET TO A POINT; THENCE
SOUTH 71 DEGREES 33' 25' EAST IItL 05 FEET TO A POINT; . THeNCE
SOUTH 60 DEGREES 00'00' EAsT 108.33 FEET TO A POrNT OF BEGINNING OF CURVE;
THENCE
NORTlfWTeRlY A!.IJNG A OURVE TO THE RIGHT 139.32 FEET, SAID CURVE HAVING A
CEIITRAL ANGLE OF 25 DeGREES 35 '19'. A RADIUS OF 311.95 FEET, TANGENTS OF
70.84 FEET AND ALONG CHOIIO OF 13a. Hi FEET B!AJUNG NORTH 56 OEGREES 12'.0"
EAST 10 II POINT OF TANGeNTj THENCE
NORTH 69 DEGREES 00'00" EAST 115 .08 FEET TO A POINT OF CURVEj THENCE
NORTHEASTERLY AUJN« II CURVE To TlfE LEFT 125,,75 FEET, SAID CURVE HAVING II
CENTIW. NlGlE OF 24 OEmlEES 25' 22", A RADIUS OF 295.00 FEET, TANGENTS OF
63.84 FEET AND A LOP/G CHORD OF 124.8a FEET BEARING NORTH 56 DEGREES 47'19"
EAST TO A POINT OF ENDING OF CURVE; THeNCE
NOIITII 44 DEGREES OO'DO' WEST 79.53 FEET TO II POINT¡ THENCE
NORTI! 67 DEGREES 4Q' DO' IllEST 160.00 FeET TO II POINT; THENCE
SOUTH 55 DEGftE1:S 50'CO"weST 244.61 FEET TO A POINT; THENCE
NORTH 50 DEGREES 30'00' WEST 1 14.35 FEET TO II POINT; THENCE
NORTH 44 DEGREES 00'00" EAST 90.00 FEET TO II ?OINT; TlfENCE
NORTH 17 DEGREes 00'00" WEST 175.00 FEET TO A POINT¡ THENCE
NORTH 12 DfGRæS 00'00" EAST 280.ao FEET TO II POINT¡ THENCE
NORTH 77 DEGREES 30'00' WEST 170.00 FEET TO II pOINT¡ THENCE
SOUTH 68 DEGREES 00' DO' WEST 265.00 FEET TO A POlNT IoIAAKING THE NORTHeAST
CORNER OF THE SOUTHWEST QUARTER OF THE SAID SECTION 3 ¡ THeNCe
NORTH 75 DEGREES 30'00' WEST 190.00 FeeT TO A POINT; THENCE
NORTH 40 DEßREES 00'00' WEST 40.00 FEET TO A POUlT; THENCE
SOUTH 75 DEGReES 59'31" WEST 7a.00 FEET TO A POINTj TIfENCe
SOUTH 25 DEGREES 00' 00" WEST 64.19 FEer TO II POINT ON THE SAID NORTHERLY
SOUNOAl!Y OF TIfe NORTH HALF OF THE SOUTH HALF OF SECTION 3~. TIfENDS
NORTH 89 OEBREES 25'06" WEST 254.51 FEET ALaND TlfE SAID NORTHERLY BOUNDARY
OF THE NORTH HALF OF THe SOUTH HALf OF SeCTION 3 TO TIΠPOINT OF BeGINNING.
eXCEPT THAT ?CRTION LYING WITHIN THE FOLLOWING SUBDIVISIONS:
CHERRY LAIIE VILLAGE NO.1 SUBDIVISION. ACCORDING TO THE PLAT THEREOF,
FILED IN 600K 44 OF PLATS AT ?I\GES 3537 AND 3536, RECORDS OF ADA COUNTY,
IOAHO;
CHERRY LANE VILLAGE NO. 2. SUBOIVISION, ACCORDING TO THE PLAT THEREOF,
FILED IN BOOK 46 OF PLATS AT PAGES 3791 IINO 3792, RECORDS OF ADA COUNTY,
IDAHO ;
THE LAKE AT CHERRY lANE. ACCORDING TO THE PLAT TlfEREOF PILED IN SoOK 52. OF
PLATS AT PAGES 4569 AND 4570, RECORDS Of' ADA COUNTY, .IOAHO;
TH.E LAXE AT CIiEAJ;Y lANe NO.2, AC!WROING TO THE PLAT THEReoF FILEO IN 600K
54 OF PLATS AT PAGES 4882 AND 4883. RECORDS OF AOA COUNTY, IDAHO;
-5QAL CONTINUED
PAICU H (CONT.)
11;E LAKE AT CHERRY I..ANf NO.4 SUBDIVISION, ACCORDING TO THE PLAT THEREOF,
FILED In BOOK 74 OF PLATS AT PAGES 7674 AND 71175, RECOMS OF AOA COUNTY,
IDAHO.
PMCIL III.A
A PORTION OF THf WEST HALF OF SECTION 3, TO\\INSHIP 3 NOfITH, RANGE 1 WEST,
BOISE MERIDIAN, MERII) IAN , ADA COUNTY, IDAHO, IIORE PARTICUlARLY OESCliISEO AS
FOLLOWS:
OONMeNCIN~ AT TIlE COMER CO/ðION TO SECTIONS 4, 9, 10 AND THE SAID SECTION
3; THEIICE
NORTllo DEGRI:I: 38' 11' EAST 2851.19 FEET TO nil: QUARTER CORNER COMMON TO
SAID SECTIONS 3 AND 4 AS SAME WAY REESTA64..ISHED BY 1.5 972 (CP a. F
INSTRUltENT NO. 7852146. RECOAOS OF ADA COUNTY, IDAHO); FROM WHICH THE
NOATIIVfi;ST CORNER OF SAIO SECTION 3 S!ARS .
NOI'iTII.O DEGREE 38'27' !;AST 2697.49 FeET¡ MHC!:
NORTH 0 DEGREE 38'27' EAST 22.64 FEET TO A 5(S' IRON PI.N; THENCE
SOUTH 86 DEGReeS 55'31' eAST 379.53 FEET TO THE REAL POINT OF BEGINNING;
THEI«:E CONTINUING
SOt11'II B8 OEt!FtEES 5S'31' EAST 18.:2.65 feeT TO A POINT; THENCE
SOUTM 8 OEGREES 18'10" EAST 440.66 FEET TO A POINT; THENCe
SOUTli 16 OEßREES 18'25" WEST 218.04 FEET TO A POINT; THENCE
NORTH 89 DEGREES 13'51' EAST 640.22 fEET TO II POINT; THENce
~RTH 71 DEGREES 43'34" EAST 442.46 FEET TO A POINT¡ THENCE
NORTH 10 OE!òAêES 3S'50' EAST 487.64 FEET TO A PDINT; lliENCE
SOUTH 88 OEGREES 55'S1' EAST 124.84 FEET TO A POINT; THENCE
SOUT!i 50 DEmlees 38'25' EAST 89.99 FEEr TO A POINT; THENCE 165.33 FEET
ALONG THE AIle OF A CURve TO THE IHeHT, HAVING A RADIUS OF 250.25 FeET, A
CENTEiAL AlmLE OF 37 DEGREES 51'08', AND A LONG CHORD SEARING SOUTH 31
DEGREES 42'52" Wi 162.34 FEET TO II POINT; THENCE
NORTH 8a DEGReES 29"'4' WEST 120,24 FeET'TO A POINT; THENCE
SOlml 4 Ol!l3lleE 27'17" EAST 80.30 FEET TO A POINT; THENCE
SOlml 0 DEGRee 30' 16" WEST 230.52 FEIIT TO Po POINT; THENCE
SOUTH 10 DEGREES 31 '20' WEST 123.51 FEET TO A POINT; THENCE
SOUTH 30 DEGREES 14'07' weST 119,57 FEET TO A POINT¡ THeNCE
Salmi 50 DeGREES 50'29' wesT 134.39 fEIIT TO A POINT; THEHCE
SOUTH 71 CEGReeS 28'46' wesT 120.64 FeET TO A POINT; THENCE
SOUTH 82 DEGREES 45'62- weST 226.84 FEET TO A POINT: TH1:NCE
SOUTH 89 DEGREES 02'57- weST 67,30 FEer 11) II POINT; THeNCE
NORTH as DEGReES 10' 41' weST 625,06 FEET TO A POINT; THENCE
NORTH 77 DEG/'IEeS 29'20' weST 148.07 FEET TO A POINT; THENCE
NOATH 89 DEGREes 10'41' WEST 160,40 FeET TO A POINT LYING 65.00 FeET EA5T
OF THE WEST BOUNOI\AY OF SAID ¡¡eCTlo,. 3; THENce ALONG A LINe 85.00 FEET
!;AST OF ANO PARALLEL TO TIlE WEST BOUNDARY OF SAID seCTION 3
!lOATH 0 DEGREES 38"" ¡¡AST 247.64 FEeT TO A POUlT; TIlIiNC¡¡
SOUT!i 89 OEGAEES 21'49" IW;T 166,03 FEET TO A POUlT; THENCE
NORTH 45 DEGREES 03'16' EAST 163.61 FEIIT TO A POIIIT: THeNCE
NOIffif 5 OEßREES3S'31' EAST 502.42 FEET TO THE POINT OF BeGINNING.
LE~L CONTINUED
PAJ CE~ III-II
A PORTION OF THE Il'EST HALF OF SECTION 3, TOWNSHIP 3 NORTH, RAnGE 1 WEST,
BOISE MERIOtA/II, MERIDIAN, ADA COUNTY, lOAHO, MORE PARTICULARLY DESCRI8eo AS
FOLLOWS :
COIotMENCING AT TIll! CORnER COWON TO SECTIONS 4, S, .10 AND THE SAID SECTION
3 ¡THENCE
NORTH 0 DEGREE 3S'11' EAST 2651.19 FEET TO THE QUAATER CORNER COWON TO
SAID SECTIONS 3 AND 4 AS SAME WAS ReESTABUSHfO BY LS 972 (CP & F
INSTRUMENT NO. 7852146, RECORDS OF ADA COUNTY, IDAHO); fOIUl WHICH THE
NORTHwEST CORNER OF SAID SECTION 3 BEARS
NORTH 0 DEGRee 38'21' EAST 2697.49 FEET; THENCE
NORTH 0 DEGREE 38'27' EAST 22.64 FEET TO A 5/8' IRON PIN;. THENCE
SOUTH as DeeREfS 56'31' EAST 1977.72 FEET TO A 51S' IRON PIN ANO THE REAL
POIKT OF BEGINNING; THENCE
SOUTI/ 0 IIEGREE 30.' 15' weST 413.59 FEET To A POINT; THENCE
NORTH 8S IlEGREES 54'11" WEST 26.71 FEET TO A POINT; THENCE
IIORTH as DEGREes 54'11' WEST 26.71 FëET TO A POINT; THENCE
NORTH 0 DEGREE 30"5' EAST 217.93 FEET TO A POINT; . THENCS 211.aa FEET
AlONG THE ARC OF A CURVE TO THE LéFT, HAVING A RADIUS OF 249,7~ fEET, A
CENTRAL ANGlE OF 46 OSGIIEes 38'2~' AND A LONG CHORD BEARING NORTH 23
DEGREES 47'57' WEST 205.58 fEET TO A POINT; THENCE
SOIJT1i 88 DEGREES 55'31. l'AST 109.62 FEET TO THE POINT OF aEGINNING.
'ARçe~ IY.A
A PORTION OF SOUTrlWEST QUARTER OF THe NORTHWeST QUARTEA OF SECTION 3,
TOWNSIIIP 3 IIORTII, IWIGS 1 WEST, BOISE MERIDIAn, MERIDIAN, AOA COUNTY,
IDAHO, MOI'IE PAATICULAALY DESCRIBED AS FOLLOWS:
COMMENCING AT THE CORNER COWON TO SECTIONS 4, 9, 10 AND THE SAID SECTION
3; THENCE
NORTH 0 OEGSU::E 3S'", EAST, 2651.19 FEET TO THE !IlIARTER CORNER Ct».eðON TO
SAID SECTION 3 AND 4 N> SAME WAS REESTABUSHEO BY LS 972. (CP &. I' INSTRUMENT
NO. 7B52146, RECOfIDS OF ADA COOHTY, IDAfIO ¡ FIIOM WHICH THE NORTHWEST
CORNEll OF SAID SECTION 3 BEARS HORTH 0 DEGI\EE 38'27' EAST, 2697.018 FEeT;
THENCE
NORTH 0 DEGREE 38'27' EAST 22.84 FeET TO A 51S' IRON PIN; THENCE
SOUTH 88 DEGREes 5S'31' EAST. 379.53 FEeT TO THE REAl.. POINT OF BEGINNING;
THeNCE
NORTH 5 DEGREE ;>9'31' EAST, 290,28 FEET To A POINT¡ THENCE
46.4$ FeET ALONG THE ARC OF A NaN. TANGENT CURve TO THE RIGHT, H.o.vING A
RADIUS OF 250,00 FEET, A oeNTAAL ANGLE OF 10 O~GÆes 38'46", AND A LONG
CHORD 8EAAING SOUTH 4e DEGREES 22'43' EAsT, 46.39 FEET TO A POINT; THENCe
SOUTH 44 DEGREES 03'20' EAST, 136.41 FEET TO "POlm"; THENCE
SOUTH S OEOOEES 18' to' EAST, 165. ao FEET TO A POINT; THI:!NCE
NORTH 86 DEGRees 55'3" WEST, 182.65 FEeT TO THE POINT OFaeGINNING.
PAaCEL IV,S
A PORTION OF GOVERNMENT LOT 4 ANII THE SOUTl1WEST QUARTER OF THE NORTHWEST
QUARTeR OF SeCTIQN 3, TOWNSHIP 3 NORTH, RANGe 1 WEST, BOISE MfRIDIAN,
t.IEJUDlAN, ADA COUNTY, IDAHO MORE PAllTIClJUJI!.Y OeSCl'tIaeD AS FOLLOWS:
I.EGAL CONTII/UeO
PACRiL IV.S (CONT.)
COIoIIÆIICING AT 11iE CORNER COMMON TO SECTIONS 4, 9, 10 AND THESAIO SECTION
3 ¡THENCE
KORTH 0 DEGREE 38' 11' I!A.ST, 2651. 19 Fen TO THi: QUARTeR CORNeR COMMON TO
SAID SECTION 3 AND 4 AS. SAME WAS REESTABLISHED BY I.S 972 (CF & I' INSTRUMENT
NO. 7852146, RECORDS OF A[)A COUNTY, IDAHO); FROM WHICH THE NORTHWEST
CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGRee 38'27" EAST, 2697,'1$ FeeT;
7HENCE
NORTH 0 DEGREE 3S'17" I!A.ST 21.64 FEET TO A 5/S' rAON PIN; THEIICE
SOUTH 88 DEGREeS 55'31' I!A.ST, 834.71 FEeT TO A POINT;. THENCE
NOATH 1 DEGREE 04'29" EAST, 77.45 FEET TO THE ReAL POINT OF BEGINNING;
THENCE
199.31 FEET AI.OIIG THE ARC OF CURVE TO THE RIGJfT HAVING A MOWS OF 270.00
FEET, A CENTRAl, ANGLE OF 42 DEGREES 17' 41" AND A LONG CHORD BEARING NORTH
65 DEGRees 12'11" WEST, 194.81 FEET TO A POIHT¡ THeNCe
NORTH 44 DECR"ES 03'20' weST, 198.06 FEeT TO A POINT; THENCE
NOR11I 37 DEGREE 38' 05' EAST, ..125 ,90 FEET TO A POINT; THENC e
NORTH 4 DEGREES 2S'20' WEST, 178.94 FEET TO A POINT; THENCe
NORTH 49 D!;G¡ ees 13'43" WEST, 619.18 FEIIT TO A POtUT; THENCE
HORTI! 89 DEGREES 21 '3S" weST, 3S.72 FEfT TO A POINT: THENCE
NOftTH 0 DEGREE 3S'27' EAST, 178.61 FEET TO A porN!: THENCE
SOUTH 89 OB!REES 2"33' EAST, 104.94 FEET TO A POINT; THENCE
NORTH 26 DEGREES 4B'55' I!A.ST, 4~.73 FEET TO A POINT; THENCE
NORTH t3 DEGReeS O~'OS" EAST, 1SB.1S FEET TO A POINT; THENCE
SOUTH S9 DeGREES 23'04° EAST, 221.37 FEET TO A POINT; THENCE
SOUTH 0 DEGREE 3B'SB' WEST, 30,00 FEET TO A POINT; THENce
NORTH 89 DEGI1eES 23'04" WEST, 114.43 FEET TO A POINT; THENce
SOUTH 10 DEGReeS 38"" WEST, 162.48 FEET TO A POINT; THENCE
SOUTH 5 DEGREES 36'09" EAST. 180.95 FEET TO A POINT; THENCE
SOUTH 48 OUReES 58'5S' WEST, 86,41 FEET TO A POINT; THENCE
SOUTH 1D DEGREES 49'04' WEST, IZJ ,62 FEeT TO A POINT; THEtloe
SOUTH 12 DEGREes 00'00" EAST, 85.00 FEET TO A POINT; THENCE
SOU11I 53 DeGREES 2E1'Z1' EAST, 142.60 FEET TO A POINT) THENCE
SOUTH S DEGREES 51'51" weST, 151,OS FEfT TO A POINT) 11'IENCE
SOUTH 41 DEGREES 14'14" EAST, 111.06 FEET TO A POINT: THENCE
SOUTH 69 DEGREES 12'26' EAST, 122.33 FEET TO A POINT; THENCE
SOOTH 43 DEGAEES 03 'OS' EAST, 80.00 FE.ET TO A POINT; THeNCE
SOOTH 0 OEGAEE 36'15' WEST, 671,50 FEET TO THE POINT OF 8EGINNING.
PARC!!I. IV"C
A PORTtON OF THE NOR'TIIWEST QUARTa\ OF SeCTION ~, TOWNSHIP 3 NORTH RAIIGE 1
weST, BOISE MEAIDIAN, illER IDIAN , ADA COUI>ITy, WAHO, /,lORE PARTICULARLY
DESCRIBED AS FOLLOWS: COt.I.IENCING AT THE CORNeR CC!.IMON TO SECTIONS 4, 9, 10
AHa THE SAU) SECTION 3¡ THENCE
NORTH a DEGREE 38'11° EAST, 2651.19 FE.ET TO THE QUARTER CORNER COOMON TO
SAW SECTIONS 3 AND 4 N3 SANE WAS REESTA6l.ISMEO 8Y LS 972 (CP & F
INSTRUMENT NO, 7852146, RECORDS OF AOA COUNTY, IDAHO); FIIO!.l WHICH THE
NOATlfllEST CORJIIEA OF SAID SecTiON 3 SEllAS NORTH 0 DEGREE 36'27" EAST,
2697.49 FEET; TH!IIœ
NORTH 0 DEGREE 3B'27" EAST 22.84 FEET TO A 5/8" [RON PIN: THENCE
sauTH BS DEGReeS 55'31" EAT, 1794.e1 FEET TO A POINT; THENC.E
NORTH 1 DEGREE 04':19" EAST, 303.16 FEET TO THE REAL PiJ¡NT OF SEGINNING;
THENCE
LEGAL CONTINUED
'AACEL IV-C (CONT,)
NORTH 68 DEGREes 28.'40" WEST, 157.1"0 FEET TO A POUlT; T!lëNCe
NORTli D'S DEGRees 55'39" WEST, 1"17.37 FEET TO A POINT; lHENCE
NORTH 69 DEGREeS 23'44' WEST, 36.12 "EE1 10 A POINT: THENCE
fJaRIM 0 DEGREE 36'2S' EAST, 5.00 FEET 11:1 A POINT; THENCE
154.59 FEET ALONG Tlie ARC OF A NON-TANGENT CURVE TO THE LEFT, HAVING A
RADIUS OF 225.00 FEET, A CENTRAL ANGLE OF 39 DEGREES 22'00', AND A LONG
CHORD BEARIN!i NORTH 19 DEGREES 04'45' WEST, 151.57 FEET TO A POINT; THENCE
M:lRTH 38 DEGJ\EES 45'45' weST, 39.00 FEET TO A POINT; THENCE
NaRTK 51 DEGREES 14'15" fAST, 110.00 FEET TO A POINT; THENCE
NORlH 26 DEGREES 11'31" WEST, 134.78 FeeT TO A POINT; 11iENCE
NORTH 4 DEGREES 04'20' wesT, 211.45 FEET TO A POINT: THENCe
NORTH 31 DEGREES 46'35" WEST, 241.56 FEET TO A POINT; lìIENCE
NORTH 0 DEGREE 36'56'" EAST, 132.59 FEET TO A POINT; lìIENCE
NORTH 89 DEGREeS 23 'D4" weST, 110.00 FEET TO A POINT; THENCE
NORT1I a DEOREE 36'513' EAST, 30.00 FEET TO A POINT; THENCE
SOln11 69 D5GREES 23'04" EAST, 175.94 FEET TO A POINT; THeNCE
SOUTH 78 DEGREES 06'29" EAST, 71.13 FEET TO Pi POINT; THENCE
SDUTH 63 DEGREes 13"6" EAST, 85.34 FEET TO A POINT; T!tENCE
SOUTH 56 DEGREES 28'32" EAST, 79.07 FEET TO A POINT; lìIENCE
SOUTH 53 DEGREES 16' 09" EAST, 86.07 FEET TO A POINT; TKENCE
SOUTH 42 OEGßEES 31 '1S' I!AST, 70.53 FEET TO A POINT: THENCE
SOUlìl 35 DEGREES 28'22' EAST, 17.08 FEET TO A POII/T; THENCE
SOUT1i 5 DEGREES 49'08" EAST, 249.89 FEET TO A POINT; lìIENCE
SOUlìI 8 DEGReeS 16'07" eAST, 1J!5042 Fen TO A POINT; THENce
SOUlìI 13 DEGREES 56'20' EAST, 266.06 FEET TO A POINT: THENCE
SOUTH 42 OEGREES 43'29" EAST, 283.07 FEET TO A POINT; lìIENCE
NDRlìI 81 DEGReES 49'13" EAST, 165.37 FEET TO A POINT; THENCE
NOI¡TH 11 DEGREES 00'42" weST, 39S.Z4FEET TO A POINT: THENCE
SOUTH 89 DEGREes 113'49' EAST, 398.40 FEET TOA POINT; THENce
SOOTH 79 DEGREES 02'15" EAST, 61.16 FEET TO A POINT; THENCE
SOUTH 60 DEGREES 49'15' fAST, 164.39 FEET TO A POINT; THENCE
SOUTH 85 DEGREes '0'111" . EAST , 1315.30 FEET TO A POINT; lìIENC¡;
SOUTH 0 DEGREE 30'15" weST, 235.93 FEET TO A POINT; THENCE
NORTH 69 OEGREES 29'45" wesT, 80.00 FEeT TO A POINT; THENCE
SOUTH 18 DEGREES 33'49" WEST, 182,71 FEET TO A FOINT; THENCe
SOtITH 11 DEGREES 45'15' WEST, 185.77 FEET TO A POINT; THENCE
SOUlìI 0 DEGREE 30'15" WEST, 154.10 FEET TO A POINT; THENCE
288.86 FEET ALONG THe ARC OF A NON-TANGENT CURVE TO THE LEFT, HAVING A
RADIUS OF 425.00 FEET, A CENTRAL ANGLE OF 38 DEGREES 56'31", AND A LONG
CHORD BEARING SOUTH 8! DEGREES 04'11" WEST, 26:1.33 FEET TO THE POINT OF
BEGINNING.
PARCEL IY.Ø
A PORTION OF THE SOUTHEAST auARTEFI OF THE NOfITlMEST QUAATER OF SECTION 3,
TOWNSHIP 3 NORTH, RANGE 1 wesT, aO[5E IoIEIIIOIAN, IIEFlIIHAN, ADA COUNTY,
IDAHO, MORe PARTICULARLY OESCRI5ED AS FOLLOWS:
CDIIINENCING AT lìIe CORNER COMMON TO SECTIONS 4, 9, 10 AND THE SAID SECTION
3; THENCE .
"."'.. M"......~~
PARCEL lV-a (GIIHT.)
NORTH 0 OEIJIIEE 38'1" EAST, 2651.19 FeET TO THE QUARTeR CORNER COweN TO
SAID SECTIONS' 3 ANO 4 AS SAllE WAS ReesTABLISlffD BY LS 972 .(CPI. F
INSTRUMeNT NO. 7852148, RECORDS OF ADA CðIJllTV, WAliC); mOM WHICH THE
NORTH'iIEST CORNER OF SAID SECTION 3 B!ARS NORTK 0 DEG.'IEE 3S'27' EAST,
2597.49 FEET: TIiENCE
NORTII a DeGReE 38'27' EAST 22.64 FEeT TO A 5/8' tIION PIli; THENCE
SOUTH 8a DEGREES 55'Sl' EAST, 1614.53 Fl<ET TO TIlE REAL POINT OF BEGINNING;
THEMe!:
NORTH 10 DEGJ'IEES 33'SC' EAST, 72.37 FeET TO A POINT; THENCE
129.52 FEET ALOIIG THE ARC OF A 1f01/.TAII'GENT CURVE TO TIlE RIßHT, HAVING A
FlADIUS OF 600.00 FEET, A ceNmAL AIfGLE OF 12 DEME!:! 22'07", AND A LONG
CHORD BEARING SOUTH 56 DEGREES 49'29' EAST, 129.27 FEET TO A POINT¡ THENCE
SOUTH so DEGREES 3S'25' EAST, 4.33 FeET TO A 1'0INT;THfIlCE
NORTH 8aDEGREES 55'31' WEST, 124.84 FEET TO THE POINT OF BEGINIIING.
PARCEL IV.S
A POIITION OF TIle SOUTHEAST OOAATER OF THE IIORTHIIIEST QUARTER OF SECTION 3,
TOIWSHIP 3 NOATII, RANGe 1 W!:ST, BOISI!' MEIIWIAN, M¡;¡:¡IDIAII. ADA COUNTY,
IDAHO, IIOR!: PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE CORNER COMMON TO SeCTIONS 4, 9, 10 AND THe SAID SECTION
:3 ; THENCE
NORTH a DEGREE 38 '11 : EAST, 2651.19 F!!ET TO THE QlJARTE!! CORNER COMMON TO
SAltI SECTIONS 3 AHD 4 AS SAME WAS REESTABLISHED BY LS 972 [CP & I'
INSTRUMENT NO. 7852148, RECORDS OF ADA CO\JN1'Y, IDAHO¡ j FROM WHICH THE
NDRTIlWeST CORNER OF SAIO SECTION 3 BEARS HORTH 0 DEGRE!: 311'27' EAST,
2697,49 FEET¡ T1-IeNce
NORTH 0 OEGRIre 38'27' EAST 22.64 FEET TO A 5/S" IRON PIN; THENCE
SOUTH 88 DfGREES 55'31' EAST, 1977.72 FEET TO A 518' IRON PIN AND TIlE REAL
POINT OF BEGINNING; TllEl/ce
NOIITH 88 DEGREES 55'31' weST, 109.62 FeET TO A POINT; THeNCé'
11. C8 FeeT ALONG THE ARC OF A NON - TANGENT CURve TO TIlE LEFT, HAVING A
IlADIUS OF 249,75 FEET. A CEII1'HAL ANGLE OF 2 DSIlRE!:S32'16', AND A LONG
CI-IORD BEARING NORTH 49 DEGREES 22'17' '/lEST, 11,08 FfETTD A POINT¡ THENCE
HDRTH 50 DEGRees 38'25' WEST. 94.32 FEET TO A POINT; THENCE
60.46 FEET ALONG 111E ARC OF A CURVE TO THE lEFT, HAVING A RADIUS OF 680.00
F!:ET, A CENTRAL ANGLE OF 5 DeGREES 06'36', AND A LONG CHORD BEARING NORTH
53 DEGReES 11'13' WEST, 60.43 FEET TO A POINT; TllEl/ce
30.13 FeET ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING A RADIUS OF 20.00
FEET, A CéNTRAL ANGLE OF 86 DEGREes 18'50-, AND A LONG CHORD BEARING NORTH
12 DEGREES 34'36' 'llEST, 27.36 FEET TO A POINT; THENCE
HORTII 30 D.GR.SS 34'50' EAST, 84,13 FeeT TO A POINTj THENCE
2B9.77 FEET ALOI/G THE ARC OF A CURVE TO TIlE RIGHT, HAVING A RADIUS OF
375.00 FEET, A CENTRAL ANGLE OF 4.1 DEGREES 13'04', /\NO.A lONG CHORe BEARING
NORTH 51 DEBREES 11 '2.1' EAST, 263.99' FEET TO I'. POINT; TIIENCE
SOUTH 0 DEGReE 30'15' weST, 369.89 PEET TO THE POIIIT OF BEGINNING.
PARCEL v
LOTS 1 AND 52. IN Bt.OCK 5, AND LOT 11 IN BlOCK 9 Of CHERRY LANE VIt.LO.GE NO.
1 SlIBDIVI$IOIt, ACCORDING TO THE PLAT THERECF FILED IN BOOK 44 OF PL.ATS AT
PAGES 3537 T!ffiU 3538, RECORDS OF ADA COUNTY. IDAHO.
LEGAL CONTINUED
PARCEl VI
LOTS 12 AHO 21 IN SUICK 9 AHO LOT 4 III BLOCK 11 AND LOT 53 IN BLOCK 5 OF
ClleI1RY LANE VILt.AGe 110. 2 SUBDIVISION, ACCORDING TO THE PLAT THëREOF,
FReD IN 800K 46 OF PLATS AT PAGaS 3"/91 AHD 3792, RECORDS OF ADA COUNTY,
IDAHO.
PARCEl. VII
LOT 83 IN BLOCK 5 AHD LOT 14, 1/11 81..OCK 13 CNEMY LANE VILLAGE NO.3
SueoIVISICII ACCOtIOING TO THE OFFICIAl. PLAT THEIISOFFILEO IN BOOK 5B Of
PLATS AT PAGEs 5473 THAll 5475, ReCORDS OF NJA COUNTY, IDAHO.
PARCEL VIU
LOT 28 IN BLOCK 11 AHÐ lOT 39 IN BLOCK 13 ClfERRY LANE VILLAGE NO.4
SU80IVISION ACCDROING TO THE OFFICIAl. PLAT THERfOF FIlEII IN BOOK 83 OF
PLATS AT PAGES 11378 ANO 8377. ReCORDS OF ADA COUIfTY, IDAHO.
PAIIC&1 IX
LOT 9 IN BLOCK 1 OF REOORD OF SURVEY NO, 802 OF ADJIJSTEO LOT LINES FOR
LOTS 8, S AHD 10. III BlOCK 1 OF THE LAKE AT C!fERRY lANe, ACCORDING TO TIlE
PLAT 1HEREOF. FrLl!D INeOOK S2 OF PLATS AT PAGES 4589 AND 4570. RECORDS OF
ADA COUN'IY. IDAHO.
PAI/CEL X ,
LOT 5 IN BLOC ( 1 AND LOT 13 IN BLOCK 2. TIlE LAKE ATCHeRRV lilliE NO.2,
ACCORDING TO THE PLAT THEIIEOF, FILED IN BOOK 54 OF PLATS AT PAGES 4882 AND
4883, RECORDS OF ACA COUNn'. IDAHO.
PMenu
LOT 24 IN BLOCK 2 OF TIfE LAKE AT CHeRRY LAHI! NO. 3 StJSOIVISION ACCORDING
TO TJfE OFFIC~ PLAT THEREOF FILED IN BOOI( 70 OF PLATS AT PAGES 7167 AHD
7168, RECORDS OF ADA COUNTY. 100000,
PARCEL XII
LOT 19 IN BLOCI< 1 l1li0 LOT 4S IN BLOCK 2 OF THE LAKE AT CHERRY LANE NO, 4
SU80IVISION. AOOOADUIe TO THE OFFICIAL PLAT THeRf!OF.FILI!D IN ØOOK 74 OF
PLATS AT PAIl!! 7674 AND 7675", RECORDS OF ADA cowrrv, IDAHO.
END OF U!GAI. DESCR1I'TION
EXHIBIT D
CAPITAL PROJECTS
(As provided by the Lessee)
Mayor Deweerd and Memben of the Meridian CIty Cound!:
The capital expendJÞ¡re budget for Lalieview Golf Club Is .. foDows:
2005:
We have already pun:luued equipnœnt <onsisliDg of the following;
2 Toro siI foot faIrway mowe..
I Toro siI foot rough mower
I Toro eleven foot rough mower
I Toro six foot sidewinder mower
I Toro 48 inch pro-oore aerator
2 Toro Workman 1100 utility carls
2 Toro Workman heavy duty utility vebicles
I Toro mounted sprayer
3 Jacobson Greens King IV greeD and lee box mowers
I Dakota sand and ferlillzer spreader
I Stihl chllinsaw
2 Slihl string trimme..
These items will cost $318,000.00
We are at this time remodeling the water inlet 10 the irrigation pumps at a cost of about $7500.00.
The maintenance faci6ty approved by city <OUDd! is going 10 cost approximately $225,000.00
plWi asphalt of $15,000.00 10 $30,000.00
Clubhouse remodeling is in the neighborhood of $75,000.00. The bicls on the equipment are
right at $40,000.00 and this should be about one baIf of the total cost
Twenty new Ez,Go cart have been ordered at a cost of $65,000.00
We plan 10 buy a new pump s!atiou from a golf <ouneln Jackson Hole in June and they have
quoted Wi a price of S20,ooo.00. We also plan to buy 28 satililes and 650 sprInkler heacls at
cost ofS36,ooo.oo. This equipment will be a good start to refurbishing a very poorly designed
irrigation system. We have met with several golf course irrigation coWiultanl8 and plan to .L~
isolate the majorproblems.,lo,l8,and 17"'~'J.alland winter to improve the r/'1~~t..¡oD 6~--'
....~., .,.e-~ fcø1'
Right now our plans are'i~ start on holes 10,18, and 17 this fun aDd winter to refurbish the
irrigation system.
2006
We plan to expand our irrigation remodels to hole. 14, 15,and 16 and rebOOd the number one
green and possibly number seven green.
2007
Holes 11, 12, and 13 will be improved with irrigation refurbishing as weD as number seven
green if not prevIously done, and the rebOOding of number six g""'" will be begun. This year
we may look at increasing the parking lot size to include the area north and west of the club
house. Cost for the parking lot is approximately $125,000
2008
The irrigation system on holes 1, 2, and 3 will be brought up to par and number 9 green wID be
reboot
2009
IrrIgatlon on holes 4, 5, and 6, and g""'" number 4 will be remodeled.
2010
The irrigation system an the lIDaI three holes 7, 8 and 9 will be addressed.
The estimated cost ou Irrigation construction Is between 520,000 and S.oo,ooo per bole and
will depend on the problems found 88 we get into the irrigation system.
green construction will cost about sso,OOO per green with remodels being somewhat les..
1S?tJt!JÐÐo
As yon can _this Is an aggressive and very expensive plan with over s7'aì budgeted for tbis year
aIone. Total cost of the project could very ....Dy exceed $2.000,000.
~/
'"
'"'
EXHIBIT E
CORPORATE MEMBERSIDP AGREEMENTS
CHERRY LANE RECREATION, INC,
AND
CITY OF MERIDIAN
CORPORATE MEMBERSHIP
'11ie '£JuJÎ3!9 Conwang
(CORPORATE MEMBER)
WHEREAS, the CITY OF MERIDIAN, Idaho, hereafter referred to as "LESSOR", has title to
and owns the land upon which CHERRY LANE GOLF COURSE, hereafter refem:d to as "COURSE",
is situated and has entered into the Lease, as Lessor, for the management, operation and maintenance of
the COURSE;
WHEREAS, CHERRY LANE RECREATION, INc., hereafter refem:d to as "LESSEE", has
entered into a Lease of the COURSE for the management, operation and maintenance of the COURSE;
WHEREAS, CORPORATE MEMBER, above named, which may not in fact be a corporation,
has either performed labor or services for the construction or creation of the second nine golf holes for
the COURSE or has purchased a corporate membership prior to completion of the second nine holes,
either of which has a value ofTEN THOUSAND and NO/IOO DOLLARS ($10,000.00); and
WHEREAS, LESSOR and LESSEE desire to reward CORPORATE MEMBER for his, their, or
its labor, services or early payment.
NOW, THEREFORE, the CORPORATE MEMBER, above named, is hereby awarded and given
ONE HUNDRED passes per year for œ!!!! am years, for greens fees to play golf at the CHERRY
LANE GOLF COURSE, which passes may be used individually or jointly and may be used by the
CORPORATE MEMBER, its directors, officers, employees, guests, or may be donated or given away. A
pass 1) must be sucrendered to LESSEE, or its employees, at the club house prior to tee off, 2) entitles
the user to no more rights than to be allowed to play golf, 3) must have been in the user's possession
prior to play, and 4) holder need. to make tee time. prior to nlav. but If holder de.lres to lL<e
oa",es to conduct a ""If tonrnament or conduct other .necial olav he must make prior arrangement.
with LESSEE.
LESSEE'S Lease of the COURSE terminates on October 2, 2003, but LESSEE has an option to
renew its Lease for a period long enough to honor the passe. for twenty (20) years, but if LESSEE does
not exercise its option LESSOR shall honor them or see that they are recognized and honored by a new
lessee.
Dated this ø~ day of m~
. 199.Æ.,
CHERRVLANERECREATION. INC.
¿f~j) ~
sr;.~1~ /
SECRETARY ~
CHERRY LANE RECREATION, INc.
AND
CITY OF MERIDIAN
CORPORATE MEMBERSHIP
--9i!fJnøIiam Cottstrudimt, 1ru:,
(CORPORATE MEMBER)
WHEREAS, the CITY OF MERIDIAN, Idaho, hereafter referred to as "LESSOR", has title to
and owns the land upon which CHERRY LANE GOLF COURSE, hereafter referred to as "COURSE",
is situated and has entered into the Lease, as Lessor, for the management, operation and maintenance of
the COURSE;
WHEREAS, CHERRY LANE RECREATION, INC., hereafter referred to as "LESSEE", has
entered into a Lease of the COURSE for the management, operation and maintenance of the. COURSE;
WHEREAS, CORPORATE MEMBER, above named, which may not in fact be a corporation,
has either perfonned labor or services for the construction or creation of the second nine golf holes for
the COURSE or has purchased a corporate membership prior to completion of the second nine holes,
either of which has a value ofTEN THOUSAND and NO/10O DOLLARS ($10,000.00); and
WHEREAS, LESSOR and LESSEE desire to reward CORPORATE MEMBER for his, their, or
its labor, services or early payment.
NOW, THEREFORE, the CORPORATE MEMBER, above named, is hereby awarded and given
ONE HUNDRED passes per year for ~ ßID years, for greens fees to play golf at the CHERRY
LANE GOLF COURSE, which passes may be used individually or jointly and may be used by the
CORPORATE MEMBER, its directors, officers, employees, guests, or may be donated or given away. A
pass I) must be surrendered to LESSEE, or its employees, at the club house prior to tee off, 2) entitles
the user to no more rights than to be allowed to play golf, 3) must have been in the user's possession
prior to play, and 4) bolder needs to make tee times prior to play. bnt if holder desires to nse
pass"," to conduct a 20lf tournament or cnnduct other speelal \llay he must make prior arrangements
with LESSEE.
LESSEE'S Lease of the COURSE tenninates on October 2, 2003, but LESSEE has an option to
renew its Lease for a period long enough to honor the passes for twenty (20) years, but if LESSEE does
not exercise its option LESSOR shall honor them or see that they are recognized and honored by a new
lessee.
, ,ad.
Dated this ~ day of
/11. (M!
v
, 199.L.
\"""'~"':':..""""
""~-!or_f~_~~,,,>,
c:-~)
"',.,,~~}¡,INT'f , :""",
-¡"III/"""""
CHERRY LA~F. RFP,;REATION INC.
~~~LòG~
P~E \"T
¿ t ~
SEC ~y~
CHERRY LANE RECREATION, INC,
AND
CITY m'MERlDIAN
CORPORATE MEMBERSillP
!1Iì-fMkro '1óoC Ctnporation
(CORPORATE MEMBER)
WHEREAS, the CITY OF MERIDIAN, Idaho, hereafter referred to 'as "LESSOR", has title to
and owns the land upon which CHERRY LANE GOLF COURSE, hereafter referred to as "COURSE",
is situated and has entered into the Lease, as Lessor, for the management, operation and maintenance of
the COURSE;
WHEREAS, CHERRY LANE RECREATION, INC., hereafter referred' to as "LESSEE", has
entered into a Lease of the COURSE for the management, operation and maintenance of the COURSE;
WHEREAS, CORPORATE MEMBER, above named, which may not in fact be a corporation,
has either performed labor or services for the construction or creation of the second nine golf holes for
the COURSE or has purchased a corporate membership prior to completion of the second nine holes,
either of which has a value ofTEN THOUSAND and NO/loo DOLLARS ($10,000.00); and
WHEREAS, LESSOR and LESSEE desire to reward CORPORATE MEMBER for his, their, or
its 1abor, services or early payment.
NOW, THEREFoRE, the CORPORATE MEMBER, above named, is hereby awarded and given
ONE HUNDRED passes per year for tmmb: am. years, for greens fees to play golf at the CHERRY
LANE GOLF COURSE, which passes may be used individually or jointly and may be used by the
CORPORATE MEMBER, its directors, officers, employees, guests, or may be donated or given away. A
pass 1) must he surrendered to LESSEE, or its employees. at the club house prior to tee off, 2) entitles
the user to no more rights than to be allowed to play golf, 3) must have been in the user's possession
prior to olay, and 4) h01derneeds to make tee times orlor to ",Iav. but If holder desires to use
pas",," to conduct a 20lf tournament or conduct other so",,;a! olav he must make prior arrangements
with LESSEE.
LESSEE'S Lease of the COURSE terminates on October 2, 2003, but LESSEE has an option to
renew its Lease for a period long enough to honor the passes for twenty (20) years, but if LESSEE does
not exercise its option LESSOR shall honor them or see that they are recognized and honored by a new
lessee.
Dated this ~ day of
Ææ,/
.199L.
-'-. .J' " c;; IR~I~
Bf.:J'J.. ," PRES~
.f!-;" 0 § / / h -:i----"~----J
", -<,':/' ,.feR.,. y -/ '
",:.".~OUN1'/ . ;,.."".
. ""/IInll"""
CHERRY LANE RECREATION, INC.
AND
CITY OF MERIDIAN
CORPORATE MEMBERSmp
!RocK Contrtu;torsl Iru;.
(CORPORATE MEMBER)
WHEREAS, the CITY OF MERIDIAN, Idaho, hereafter referred to as "LESSOR", has title to
and owns the land upon which CHERRY LANE GOLF COURSE. hereafter referred to as "COURSE",
is situated and has entered into the Lease, as Lessor, for the management, operation and maintenance of
the COURSE;
WHEREAS, CHERRY LANE RECREATION, INC., hereafter referred to as "LESSEE", has
entered into a Lease of the COURSE for the management, operation and maintenance of the COURSE;
WHEREAS, CORPORATE MEMBER, above named, which may not in fact be a corporation,
has either perfonned labor or services for the construction or creation of the second nine golf holes for
the COURSE or has purchased a corporate membership prior to completion of the second nine holes,
either of wlùch has a value of TEN THOUSAND and NO/lOO DOLLARS ($10;000.00); and
WHEREAS, LESSOR and LESSEE desire to reward CORPORATE MEMBER for his, their, or
its lahor, services or early payment.
NOW, THEREFORE, the CORPORATE MEMBER, above named, is hereby awarded and given
ONE HUNDRED passes per year for ~ Œ!l years, for greens fees to play golf at the CHERRY
LANE GOLF COURSE, which passes may be used individually or jointly and may be used by the
CORPORATE MEMBER, its directors, officers, employees, guests, or may be donated or given away. A
pass I) must be surrendered to LESSEE, or its employees, at the club house prior to tee off, 2) entitles
the user to no more rights than to be allowed to play golf, 3) must have been in tbe user's possession
orior to olay, and 4) holder needs to make tee limes nrlor to olav. hut if holder desires to use
basses to conduct a ",ole tournament or conduct other soecial pII\)' he must make prior arrangements
with LESSEE.
LESSEE'S Lease of the COURSE terminates on October 2, 2003, but LESSEE has an option to
renew its Lease for a period long enough to honor the passes for twenty (20) years, but if LESSEE does
not exercise its option LESSOR shall honor them or see that tbey are recoguized and honored by a new
Jessee.
Dated this Sf!!. day of
m IUd'
V
""";~,'Ör,','~I~,:;,,~,,~'"'".',,""~,:}"'>""', C, ;?~' RJJ~,"
"f,,-:'~~'" ',.. "
/' C /.r;ftOl¡; ¡i;;\,' \.
;;. ("" \ .~
:)hOR, . ~ '~""'"J3Lr ~' ~ J
~~~r ",'"'~""-'?)~'~,:1Y~.,:~:,, I ,¿. ~
CITY CLERK <:.,,}Öi:; ",~" . ~~"F SECRETA
':"'n",.",,"'"
,199£.
CHERRY LANE RECREATION. INC.
AND
CITY OF MERIDIAN
CORPORATE MEMBERSHIP
rßI££ tJY£f.Rv ~f4!MliJY
(FAMILY MEMBERSHIP)
WHEREAS, the CITY OF MERIDIAN, Idaho, hereafter refemd to as "LESSOR", has title to
and owns the land upon which CHERRY LANE GOLF COURSE, hereafter referred to as "COURSE",
is situated and has entered into the Lease, as Lessor, for the management, operation and maintenance of
the COURSE;
WHEREAS, CHERRY LANE RECREATION, INC., hereafter refemd to as "LESSEE", has
entered into a Lease of the COURSE for the management, operation and maintenance of the COURSE;
WHEREAS, CORPORATE MEMBER, ahove named, which may not in fact be a corporation,
has either performed labor or services for the construction or creation of the second nine golf holes for
the COURSE or has purchased a corporate membership prior to completion of the second nine holes,
either of which has a value of TWO THOUSAND FIVE HUNDRED and NO/loo DOLLARS
($2,500.00); and
WHEREAS, LESSOR and LESSEE desire to reward CORPORATE MEMBER for his, their, or
its labor, services or early payment
NOW, THEREFORE, the CORPORATE MEMBER, above named, is hereby awarded and given
TWENTY FIVE passes per year for twenty íZID years, for greens fees to play golf at the CHERRY
LANE GOLF COURSE, which passes may be used individually or jointly and may be used by the
CORPORATE MEMBER, guests, or may be donated or given away. A pass 1) must be surrendered to
LESSEE, or its employees, at the club house prior to tee off, 2) entitles the user to no more rights than
to be allowed to play golf. 3) must have been in the user's possession or:or ~.;:¿;- and 4) holder
needs to make tee times orior to olav. but if holder desires to u e p conduct a oolf
tournament or conduct nther apeclaI nlay he must make-prior arrangements with LESSEE.
LESSEE'S Lease of the COURSE tenninates on October 2,2003, but LESSEE has an option to
renew its Lease for a period long enough to honor the passes for twenty (20) years, but if LESSEE does
not exercise its option LESSOR shall honor them or see that they are recognized and honored by a new
lessee.
. ,zI(
Dated this -.&::.... day of
tJ~¿p.~
,199~.
CHERRY LANE RECREATION. INC.
AND
CITY OF MERIDIAN
CORPORATE MEMBERSHIP
CforJertfaft Nurser¡¡
(CORPORATE MEMBER)
WHEREAS, the CITY OF MERIDIAN, Idaho, hereafter referred to as "LESSOR", has titie to
and owns the land upon which CHERRY LANE GOLF COURSE, hereafter referred to as "COURSE",
is situated and has entered iuto the Lease, as Lessor, for the management, operation and maintenance of
the COURSE;
WHEREAS, CHERRY LANE RECREATION, INC., hereafter referred to as "LESSEE", has
entered into a Lease of the COURSE for the management, operation and maintenance of the COURSE;
WHEREAS, CORPORATE MEMBER, ahove named, which may not in fact he a cOJporation,
has either performed labor or services for the construction or creation of the second nine golf holes for.
the COURSE or has purchased a corporate membership prior to completion of the second nine holes.
either of which has a value ofTEN THOUSAND and NO/1OODOLLARS ($10,000.00); and
WHEREAS, LESSOR and LESSEE desire to reward CORPORATE MEMBER for his, their, or
its labor, services or early payment.
NOW, THEREFORE, the CORPORATE MEMBER, above named, is hereby awarded and given
ONE HUNDRED passes per year for hRI!1I fW years, for greens fees to play golf at the CHERRY
LANE GOLF COURSE, which passes may be used individually or jointly and may be used by the
CORPORATE MEMBER, its directors, officers, employees, guests, or may be donated or gi ven away. A
pass 1) must he surrendered to LESSEE, or its employ""", at the club house prior to tee off, 2) entitles
the user to no more rights than to be allowed to play golf, 3) must have been in the user's possession
IIrlor to pia):, and 4) holder needs to make tee times Drlor to olav. but if holder de.,ires to use
DasS.. to conduct a 20lf tournament or conduct other snecial play he must make prior ammgements
with LESSEE.
LESSEE'S Lease of the COURSE terminates on October 2, 2003. but LESSEE has an option to
renew its Lease for a period long enough to honor the passes for twenty (20) years, but if LESSEE does
oot exercise its option LESSOR sbalI honor them or see that they are recognized and honored by a new
lessee.
Dated this ~ day of
(iA~~2'
, 199-4..
EXHIBIT F
GROUNDS MAINTENANCE SERVICES MANAGEMENT PLAN
DURING THE ACTIVE GOLF SEASON
(GENERALLY MAY 1ST TO SEPTEMBER 15m)
LESSEE SHALL UNDERTAKE THE FOLLOWING MAINTENANCE
ACTIVITIES
A. MOW GREENS MINIMUM 5 TIMES PER WEEK
B. MOW TEES MINIMUM 3 TIMES PER WEEK
C. MOW FAIRWAYS 3 TIMES PER WEEK
D. RAKE SAND TRAPS DAILY
E. CHANGE CUPS 5 TIMES PER WEEK
F. MOW PRACTICE AREA 3 TIMES PER WEEK
G. CHANGE TEE BOXES DAILY
H. WATER DAILY (HAND WATER AS NECESSARY)
I. FERTILIZE GREENS 3 TIMES PER YEAR
J. FERTILIZE FAIR WAYS 3 TIMES PER YEAR
K. PUNCH FAIRWAYS 1 TO 2 TIMES PER YEAR
L. AERATE AND SAND GREENS AT LEAST 2 TIMES PER YEAR
M. VERTICUT GREENS EVERY 2 TO 3 WEEKS
N. GROOM GREENS AT LEAST 1 TIME PER WEEK
O. MOW ROUGH MINIMUM 2 TIMES PER WEEK
P. CLEAN RESTROOMS AND PUBLIC AREAS DAILY AND AS
NEEDED
Q. SERVICE EQUIPMENT DAILY AND AS NEEDED
R. CHECK AND EV ALUA TE PONDS AND CART PATHS WEEKLY
S. SERVICE PUMPS AND WATER SYSTEM DAILY
DURING THE OFF-SEASON
(GENERALLY, SEPTEMBER 16 TO APRIL 30m)
THE LESSEE SHALL UNDERTAKE THE ABOVE TASKS ON AN AS-NEEDED
BASIS