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Lease Agreement for Lakeview Golf CourseOAA'As NEYLLC June 24, 2005 City of Meridian —__ Tammy DeWeerd, Mayor --...660 E. Watertower Lane, Suite 150 Meridian, ID 83642-2300 Re: LakeView Meridian Golf Course Dear Mayor DeWeerd: As you know, the City of Meridian and LakeView Meridian Investors, LLC have entered into that certain Assignment of Lease and Amended Lease Agreement, dated May 17, 2005, in connection with Lakeview Meridian Golf Course ("Agreement"). The term of the Agreement is for thirty (30) years with an option to renew the Agreement for an additional thirty (30) year term. As we have been discussing, the Agreement does not presently state how the rent for the additional thirty (30) year term will be established. However, the City and LakeView Meridian Investors have agreed that it is appropriate to use all good faith efforts to establish the rent, or the method of calculation of the rent, for the additional thirty (30) year term now. Accordingly, we would propose that an authorized representative of the City and the City's attorney meet with the authorized representative of LakeView Meridian Investors once each week or as mutually agreed by the parties between now and September 1, 2005, on a day of the week and time convenient for the City to come to agreement on either the rent or the method of calculating the rent for the additional thirty (30) year term. Thank you for your patience in resolving this issue, please have the photocopy of this letter agreement signed by the City where indicated. LAKEVIEW MERIDIAN INVESTORS, LLC an Idaho limited liability company OAAS LANEY, LLC, an Idaho limited liability company By: WhiteRock Investments, LLC, an Idaho 11kqed liability company, its Mernb By: By: Laneylarpjd_,� L.P., an Idaho limited Richard R. Davis, Member P.O. Box 2020 • Boise, Idaho 83701 Ph. (208) 429-9596 • Facsimile (208) 429-9597 , its I Berg, City Clerk BOISE RANCH GOLF COURSE, INC., an Idaho corp on C, By: Richard R. Davis, President CITY OF MERID By: Tam de Wee or L cc: JoAnn Butler fr ..� Ted Baird ri rN P.O. Box 2020 • Boise, Idaho 83701 Ph. (208) 429-9596 • Facsimile (208) 429-9597 CI'T'Y 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 the City 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, Inc. 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 amcnd certain terms of the lease agmesuent. 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 dated May 17, 2005 attached hereto and incorporated herein by reference is approved as to both form and content. Seedon 2. That the leased protnises are not cumin ly 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 W 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 Municind Golf Course Page 1 of 2 I A ADOPTED by the City Council of City of Maddian, Idaho, this r r day of APPROVED by the Mayor ofthe City of Meridian, Idaho, this day of ff/jWM' � t APPROVED: R d A�Z= /.'W� CITY CLERK Resolution fnr Assignment of Lease and Amended Leese Amt for Golf Course Operations at. Inky of Meridian's Municipal Golf Course Pace 2 of 2 ASSIGNMENT OF LEASE AND AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE TABLE OF CONTENTS I. CONSENT TO ASSIGNMENT OF LEASE ............................................. 1 ................ 2. GRANT OF AUTHORITY; LEASED PREMISES ..................................... 3. TERM..........................................................................................................................2 4. LESSEE'S BASIC SERVICE OBLIGATIONS ................................... A. Golf Services — Use Granted ......................... 3 .................... B. Power Driven Golf Cars and Manual Golf Carts ...................................... C. Junior Golf Program .................................... 3 D. Corporate Memberships ....................................... ....3 ..................... E. Food and Beverage Services — Use Granted ............................... F. Continuous Operation ................................... 4 G. Golf Course Starter Services — Use Granted ........................... 4 .............. H. Building and Equipment Maintenance Services — Use Granted ..........................5 I. Grounds Maintenance Requirements .......................... 6 5. PAYMENT OF RENT....................:........................................................................... 7 6. ACCOUNTING RECORDS ................................ 7. CAPITAL IMPROVEMENT PROGRAM ............................................. 8 ............... 8. OPERATING RESPONSIBILITIES..........................................................................9 A. Compliance with Laws, Rules and Regulations .................... .....9 B. Disorderly Persons ............................................ C. Illegal Activities ................ D. Public Use ................. E. Lessee's Staff and Employment Practices...........................................................9 F. Utilities ....................... G. Sanitation .................... H. Security Devices................................................................................................10 1. Safety............................................................. J. Quality of Food, Goods and Services.............................................11 K. Reporting............................................................. . L. Trade Fixtures ........................... M. Habitation .................... N. Golf Associations ........11 ........ 9. ADDITIONAL TERMS AND CONDITIONS :.................. ......12 A. Condemnation or Destruction of Leased Premises............................................12 B. Independent Contractor ..................... ........14 C. Hold Harmless and Indemnification ..................... ...14 D. Insurance ................. F. Taxes..................................................................................................................17 F. Transfers .................. G. Non -Discrimination and Civil Rights Compliance...........................................18 H. Easements ....................... I. Cancellation .................... J. Events of Default ............................ 20 K. Default For Insolvency................................................................ L. Waiver ................................................ ..............22 M. Right of Entry.......................................................... N. Surrender...........................................................................................................23 0. Interpretation.....................................................................................................24 P. Force Majeure/Time Extensions ............... .......24 Q. Manager's Non -Compliance and Liquidated Damages ........................ ....24 R. Golf Course Evaluation Report ....................... ............25 S. Notices ..................... T. Severability................................................... ...26 U. Contract Enforcement and Amendments To This Agreement ..........................26 V. Captions............................................................................................................27 W. Entire Agreement.............................................................. EXHIBIT A - 1978 LEASE AND LETTER OF EXTENSION EXHIBIT B - ASSUMPTION AGREEMENT EXHIBIT C - LEGAL DESCRIPTION EXHIBIT D - CAPITAL PROJECTS EXHIBIT E - CORPORATE MEMBERSHIP AGREEMENTS EXHIBIT F - GROUNDS MAINTENANCE SERVICES MANAGEMENT PLAN 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. 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. B. 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. 2. GRANT OF AUTHORITY• LEASED PREMISES A. 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. B. 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 Page 1 MAY 17.2005 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. E. 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. F. 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. G. Lessee hereby acknowledges the title of the 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. H. 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. 3. TERM 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 Page 2 MAY 17, 2005 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 financial 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 Page 3 MAY 17, 2005 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 Page 4 MAY 17, 2005 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 perform 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 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 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 Page 5 MAY 17, 2005 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 of the 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 Page 6 MAY 17.2005 S. 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 of this 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. S. 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. B. 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 financial 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 ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 7 MAY 17, 2005 be retained so that from day to day the sales can be identified), golf starter 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 considered to be the property of lessee and not subject to the Idaho Public Records Act. Notwithstanding Lessee's ownership, said records shall be open for --- inspection and re -inspection by City at any reasonable time during the term of this Agreement and for four (4) years thereafter. In addition, the City may from time to time conduct an audit and re -audit 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 of records 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 of the 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 Page 8 MAY 17, 2005 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. S. 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 of the 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 Page g MAY 17.2005 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 utilize its best efforts and good faith to comply with all laws regarding employment of aliens and others and that to Lessee's best information and knowledge, 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 Page 10 MAY 17, 2005 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 he 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 findings 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 ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 1 I MAY 17, 2005 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 of such 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 performed in a good and 11. workmanlike manner. Upon completion of the 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 Page 12 MAY 17, 2005 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 Condemner; and a voluntary sale or transfer by Lessee to any condemner, either under threat of condemnation or while legal proceedings for condemnation are pending. "Date of Taking: shall mean the date the condemner 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. "Condemner" 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 ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 13 MAY 17, 2005 Section by giving written notice to the City within thirty (30) days after the nature and the extent of the taking have been finally 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 if the 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 Condemner, 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 ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 14 MAY 17.2005 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 of the improvements to the premises, with a standard inflation guard 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 b-0 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. ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 15 MAY 17.2005 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 final 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 of this 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. ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 16 MAY 17, 2005 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 Page 17 MAY 17.2005 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 finds that the transferee is lacldng 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 Regulations 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, sec, age or disability. ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 18 MAY 17, 2005 4. All employment records shall be considered to be the property of Lessee and not subject to the Idaho Public Records Act. Notwithstanding Lessee's ownership, said records shall be open for inspection and re- inspection 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. All information obtained in connection with the City's inspection of employment records 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 if such disclosure is deemed to be required by law by an order of a court of competent jurisdiction. 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. T. Cancellation 1. This Agreement shall be subject to cancellation upon the occurrence of any one 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 of the 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. ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 19 MAY 17, 2005 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 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. S. 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 pay or 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 pay or make the payments required herein when due, where the delinquency continues beyond ten (10) days following written notice for payment thereof. ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 20 MAY 17, 2005 I 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 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, r 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 performance 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 performance 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 interferes 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 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. ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 21 MAY 17, 2005 S. Transfer of the majority controlling interest of Lessee to persons other than those who are in control 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 course 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 any one 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 of the 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 of the essence" after the waiver by City of any default. ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 22 MAY 17, 2005 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 of the 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 of this 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 of the Lessee's interest in this Agreement and the leased premises. Should Lessee fail or refuse to deliver to City a ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 23 MAY 17, 2005 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. 0. 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 of time 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 of leaking 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 Page 24 MAY 17.2005 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 of the 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 Page 25 MAY 17, 2005 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 of T. 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 of this 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 of the 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 Page 26 MAY 17, 2005 V. Captions Captions are for convenient reference only, and do not limit or amplify the language of the 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 of this 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 of2005 and the Lessee has hereunto set its hands. ev— ATTEST William G. Berg, Jr. CITY C 4 v1 ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 27 MAY 17, 2005 LAKEVIEW MERIDIAN INVESTORS, LLC an Idaho limited liability company OAAS LANEY, LLC, an Idaho limited liability company By: WhiteRock Investments, LLC, By: an Idaho limited liability company, By: Laneyland, L.P., an Idaho limited By: BOISE RANCH GOLF COURSE, INC., an Idaho corporation C. By: cam- - R ch rd R. Davis, Pr1rsidnt ASSIGNMENT OF LEASE & AMENDED LEASE AGREEMENT FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF MERIDIAN'S MUNICIPAL GOLF COURSE Page 28 MAY 17.2005 EXHIBIT A LEASE 1. _�.. o - atf- Doom= a. Certificate of Incorooration b. is es of Incomoration C. -Bylaws of Chemy Lae Recreation,Inc d __ Memor�dum of Understanding. D ce , ber 23, 1977. between NuPaciric C m anv_as"Developer" and The City ofMeridian as "City." e• —AUMment of Lease. cto er 19 ity of e di "Les or" and Che Lane ecreation Inc "Lessee." AgreeAgreern ent -October 3 1.978 Cit of erid' as "City " and NuPacific Co�ri�anv as "Grantor." Lea&e, March 1 I 9RI laes W. Fuller and Lois Iran ulle "Lessor " a d Wallace D. Lovan and ViNita Lovan "Lessees." one page onlvl h. Memorandum of Lease4greement_ August 13,1.999- City of Meridian "Le or" and CherLy Lane Recreation nc. " essee." Certificate of Clerk and Resoluti n 251.5e tember 7. 199 and Lessor's tate ent once in A reement of Lease dated October 30fsicl. 197$ Septern er 14 199 Cover letter re:_Cherry Lane Recreation c. Notice of it exe cise Qf the option to renew terror k.Certificate of Clerk of The CitX of Meridian eptember 21. 1999. re: Con ent tQ Lessee A si e t wit -;-1- Irast and Resolutioil 254 September 21 99 e: onsent to Lessee A53impent with right or reassi ent by Deed of Trust. 1. reement Fe roary 1 2000 City of Meridian as" it X:Idaho Independent Rnnk as " ank" a errY Lane Rec:gatioi, Inc. as " herr Lane." CertificatenfCler of The City of Meridian. February 1.2000. i ■._..- Page 1 of 1. .V ':7 CERTIFICATE OF INCORPORATION I, PETE T, CENARRUSA, Secrctary of State of the State of Idaho- and legal custodian of the corporation records of the State of Idaho, do hereby certify that the original of the articles of incorporation of C14ERRY LAVREVREATIn!r, INC, was filed in the office of the Secretary of State on 3epteAbeA I r.th and that the said articles contain the statement of facts required by Section 30-103. Idaho Code. ., I FURTHER CERTIFY, That the pertnns executing the articles and their associates and successors are hereby constituted a corporation, by the name hereinbefore stated, for pe Petuat ex st xu frota.the date hereof, with its registered office in this State located at e. IdA.o in the cuunty of A& IN TESTIMONY W'HEREUI-, I have hereunto Set mr' hand and affixed the Great Sea] of the State. Done at auixc City, The Capital of Idaho, This ? 1th day of Sept&16M I , A- D., 19 78 http://www.accessidaho.org/public/sos/corp/search.html?S cn'ptForm.startstep=docview&S oriptF... 5/3/2005 F70 r.. AFP �1 ARTICLES OF INCORPORATION Pi? OF ~' CHERRY LANE RECREATION, I.( KNOW ALL MEN BY THESE PRESENTS, that we, the under- signed, being natural persons of full age and citizens of the United States of America, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the general corporation laws of the State of Idaho and the acts amendatory thereof and supplemental thereto, do hereby certify as follows: FIRST TION, INC. The name of the corporation is CHERRY LANE RECREA- SECOND This corporation is formed and organized to engage in the general business of owning, leasing, maintaining and operating golfing, tennis and other leisure and recreational facilities, or such other business as the board of directors may from time to time determine, and shall have all of the statutory powers conferred upon corporations by Title 30 of the Idaho Code, as -it now exists or may from time to time be amended. THIRD The corporation is to have perpetual existence. FOURTH The location and post office address of the registered office of the corporation is 1920 Larch Street, Boise, Idaho 83704, and the name of the registered agent of the corporation who may be found at that address is Bert S. Mitchell. FIFTH The amount of the capital stock of this corporation shall be, and is 5,000 shares of common stock at par value Of $1.00 each, making an aggregate stock of $5,000.00, which stack shall not be issued until fully paid for and once so issued shall be nonassessable. ARTICLES OF INCORPORATION - P. I SIXTH The names and post office addresses of the incor- porators are as follows: NAME Iver J. Longeteig Laura J. Otto Norma J. Hunt ADDRESS Post Office Box 953 Boise, Idaho 83701 Post Office Box 953 Boise, Idaho 83701 Post Office Box 953 Boise, Idaho 83701 SEVENTH The names and post office addresses of the initial directors of the corporation, appointed by the incorporators to serve until the first election of directors, are as follows: NAME Bert S. Mitchell Wallace D. Lovan ADDRESS 1920 Larch Street Boise, Idaho 83704 1370 Eggers Place Meridian, Idaho 83642 EIGHTH The private property of the stockholders of the corporation shall not be subject to the payment of corporate debts to any extent whatsoever, and the shares of the cor- poration shall not be subject to assessment for the purpose of paying expenses, conducting business, or paying debts of the corporation. NINTH The number of directors of the corporation shall be as specified in the bylaws, and such number may from time to time be increased or decreased in such manner as may be prescribed in the bylaws, provided the number of directors of the corporation shall not be fewer than the number required by law. In case of any increase in the number of directors, the additional directors may be elected by the directors then in office, and the directors so elected shall hold office until the next annual meeting of the stockholders and until their successors are elected and qualified. ARTICLES OF INCORPORATION - P. 2 TENTH Stockholders of the corporation shall have pre-emptive and preferential rights of subscription to any shares of stock of the corporation, whether now or hereafter authorized, or to any obligations of the corporation convertible into stock. ELEVENTH A voluntary sale, lease or exchange of all of the property and assets of the corporation, including its good will and its corporate franchises, may be made by the board of directors after authorization by the shareholders pursuant to Section 30-145, Idaho Code, upon such terms and conditions as it may deem expedient and for the best interests of the corporation. TWELFTH No contract or other transaction between the cor- poration and any other corporation and no act of the corpor- ation shall in any way be affected or invalidated by the fact that any of the directors of the corporation are pecun- iarily or otherwise interested in, or are directors or officers of, such other corporation; any director individually, or any firm of which any director may be a member, may be a party to, or may be pecuniarily or otherwise interested in, any contract or transaction of the corporation, provided that the fact that he or such firm is so interested shall be disclosed or shall have been known to the board of directors or a majority thereof, and any director of the corporation who is also a director or officer of such other corporation, or who is so interested may be counted in determining the existence of a quorum at any meeting of the board of directors of the corporation which shall authorize any such contract or transaction with like force and effect as if he were not such director or officer of such other corporation or not so interested. THIRTEENTH The board of directors is expressly authorized to repeal and amend the bylaws of the corporation and to adopt new bylaws, and the corporation reserves the right to amend, alter, change or repeal any provision contained in these. articles, in the manner now or hereafter prescribed by law, by a majority vote of the stockholders, represented in person or by proxy, at any annual meeting of the stock- holders or at any meeting duly called for that purpose, except where the laws of the said State of Idaho otherwise provide. ARTICLES OF INCORPORATION - P. 3 IN WITNESS WHEREOF, we have hereunto set our hands this lith day of September, IQ70 STATE OF IDAHO ) ) ss. COUNTY OF ADA ) Q►t--cryV X& - LAURA J. TTO ORMA J. H On this llth day of September, 1978, before me, the undersigned, a Notary Public in and for said State, per- sonally appeared IVER J. LONGETEIG, LAURA J. OTTO and NORMA J. HUNT, known to me to be the persons whose names are sub- scribed to the within instrument, and acknowledged to me that they executed the same, and that they were persons over the age of eighteen years and citizens of the United States of America. IN WITNESS WHEREOF, and affixed my Official seal, written. I have hereunto set my hand the day and year first above ARTICLES OF INCORPORATION - P. 4 D D Y 1 A W S OF CHERRY LANE RECREATION,'INC. ARTICLE � MEETING OF'STOCKHOLDERS Sectiotn 1. Place pf Meeti ll ill. the stockholdorp ofco.�poration shallAbe heetingsld at tof he principal Office or place of busi-ness of the corporation ill F3cai se, Idaho,or at such ot,her.- p�.ace or places, either withir; or without the State of Idaho, as the board of direcicars may ut.der or direct',betore the call of the meeti.iag, and the pl,'Ace of meeting shall be stated,in the notice or call for the meeting. �a 3 +. a at. Section 2. Annual_ Meetinr�, Of the stockholders tar the 'e lection of di rectorsland efor gs the eeti action of such other businesrp as may come before the mec ti ng, sha�.1 be held ori the 3rd Friday in.. the month Of : September in with year, if not a legal if a legal holiday, t=heA on the first d g 1 holiday, anday following that is not a legal haliday. All business lawful to be transacted at any stoc:kholders' meeting, transactedat any stockhaldersgeneral, or special, may be special notice. meeting without further or Section 3. Notice of; Meetin s. Notice of all stockholders' meetrings given e ben to shall entitled to a vote at such 1begen all stackholdears by the laws of the meeting the manner required notice may ' waived either beforetoreafter holdingof Idaho,tOf�the Imeet ng- be 9 Section 9_ Deferred Annual Meetin reason the annual meet�n oh f If for any hld as hereinbefore provided, such annual kmeeting ers bshalltbee called by the president, or by the directors, -as soon as it conven- iently may be_ If the election of dirrectors h'as not been held as hereinbefore provided, it -shall -be the dQty of the secretary, upon the request of stockholders holding not less than ten per cent (10%) of the issued stock, to call a meeting of the stockholders, as provided in Section 3 of this Article, for the election of directors, and for the transaction 4 any business tha,t'may he considered at an annual meetxnq; BYLAWS - P. 1 :d 2 X4� A Section 5. Special Meutings. Special meetings Of the stockholders may be called at any time upon al meeting ditions and in the manner provided by law. If the secretary the can - shall neglect or refuse to issue a call for the special within ten (10) days after being duly requested so ci do, the director or stpokhold�:r or stockhglders makin may proceed to issue the call for such meetin g request of such special meeting shall be given as Notice 3 of this Arta.cle, idedin Section 6. Consent Mec!ti__ngs. Whenever all art s e9titled to vote at any meeting,�Whether of directors or le stgc}�holders, consent either by writing on the records of the meeting or filed with the secretor such meoting a.nd�ox�a1 Consent so entered on by Presence at or by taking part in the deliberations � minutes, objection, the doings of such meeting shall ube .validnaswithout ad at a meeting regularly called and meeting any busirlees may be transactednwhichdisanotnd at sgch from the written oonr�ent,.provided a excepted such meeting, the Proceedings quorum was present at and approved and 9 of such meeting may be ratified gendered likewise valid and the irregularity or defect therein Waived by a writing signed b all having the right to vote at such meetin y ntor,s approval of stgckholders rna b� b 9; such Power consentof It ter, in writing. y Y prax:y or power of attorney Section 7. Quorum. The provisions of the laws of the State g, Idaho in effect at the time of the holding Of any meeting, as to what shall constitute a quorum, shall govern and control in all cases. Section 8. to -receive noti.Ce of shall be determined the date of mailing more th n fifty (5Q) meeting as shall be Voting Rights. and to vote at any from the records of Of the notice or on nor less than ten fixed in advance by The persons entitled stockholders' meeting the corporation on such other date not (10) days before such the board of directors. Section 9. Votingof Shares b --_.—..� Y Certain }Iolder5. (a) Each shareholder shall be entitled to one vote for each share of stock standing of record in has name on the books of the corporation for a period of ten (1.0 ) days immediately preceding the date of such meeting whether represented in person or by proxy, except as otherwi$e provided herein. (b) Shares standing in the name of another corpor- ation may be 'voted by such officer, agent or proxy as the BYLAWS - P. 2 bylaws of such corporation may prescribe or, in the absence Of such provision, as the board of directors of such corporation may determine. (c) Shares held by an administrator, executor, guardian or conservator may be voted by him, either in person or by proxy, Without a transfer of such shares into his name. Shares standing in the name of a trustee may be voted by him, either in person or by proxy, but no trustee entitled to vote shares he?1.,j shall be by him without a transfer of such shares into his nae il . (d) Sha.rgs standing in the name of a receiver may be voted by such receiver, and shares held by or under the control of'a receiver may be voted by such receiver without the transfer thereof into his namr� if authority so'to do be contained in the appropriate order of the Court by which such receiver was appointed_ (e) A stockholder whose shares are pledged shall Fie entitled to vote such shares until the shares have been transferre=d into the name of the pledgee, and thereafter the pledgee shall be entitled to vote the shares so transferred. (f) Neither treasury shares,. nor shares of its own stock held by a corporation in a fiduciary capacity, nor- shares held by another corporation if a majority of the shares entitled to vote for the election of directors of such other corporation is held by the corporation, shall be voted at any meeting (,)r cot.int0d in determining the total, number of outstanding shares at any given time_ Section lo. Proxies. Every stockholder entitled to vote or to execute any waiver or consent may do so either in person or by written proxy duly executed and filed with the secretary of the corporation. No proxy shall be valid after eleven (11) months from the date of its execution, unless otherwise Provided in tile. proxy. Section 11. Officers. The president of the cor- poration shall preside at all meetings of the stockholders. In his absence, the vice president shall preside. In the absence of all of.these officers, any stockholder, or the duly appointed proxy of any stockholder,' may call the meeting to order and a chairman shall be electedifrom among the stock- holders present, The secretary of the corporation shall act as secretary at all meetings of the stockholders, but in his absence, the presiding officer may appoint axiy person to act as secretary of the meeting. BYLAWS - P_ 3 tinction 12. Ord, -r vk Business. of stockholders, the follow -ng orc3c r of business shall be At all meetings Observed, as far as consistent with the pusiness of the meetin viz; g, 1, Calling the roll to determine the stock represented at the meeting. z Reading of nc.r meeting. Ice and proof of call of 3- Reading and corr.L2cL.ion of minutes of prev- ious meeting. 9 • Reports of ntFicer s. 5. Report_5 of Cc)mani.tttc�� s 6. Unfinishucl 13usi.ne 7. New Business- 8- Eledtion of Di.r�_"Ctor_;- 9 . Miscellaneous A1;'I'1r-I,F_ f I D T RECTOR affairs o Section 1. Powers_ The pcopert f the corporation shall_ be controlledt�andriess and by the board of. directors_ Section 2. t•Jurnbc,r_ bc: not less than two '_ The number of d irec tors shall Of directors be alteredrbmOre than • s iunlcrss said ,number president shall be a mean-)ez'aofntiler�boardtotscizbectosrs. ylaws. The The number of the first board of ciir,ectors, d the incorporators in the �articlt,� of incrs, a Lionointed by Upon an increase, the directors i�r office J is two. directors in the absence of stockholder ar_tironl elect~ additional shall be elected annually and _shall, continue In Offilceduntilors their successors are elected and qualified. for directors, every shareholder shall have the nright all etoctions vote in person or by proxy for the number owned by him for as many of shares of stockpCrsons as there are directors or managers to be elected, to as -said shares and give one candidate as many votes as directors multiplied by there are nwul e rs of the number of shares of stock, or to distribute them on the ;arae pr.inc:iple among as many can- didates as he shall think f: r. t, arici such directors shall not be elected in any other manner. Section 3. Compensation. The directors compensated in such reasonable amounts for their time and efforts expended on behalf of the corporation from time to time as the board of directory may by,resolution determine. BYLAWS -- P. 4 Section 4 . vacant .ie;._ (a) A vacancy in the board of directors shall exist upon the death, resignation or removal of any director. (b) Vacancies in the board of directors may be. filled by a majority of the remaining directors though less than a quorum, or by a sole remaining director_ Each dirgQtQr so elected shall hold office for the balance of the unexpxrecl term of his predecessor and until his qualified successor is elected and accepts office. (c) The stockholders may at any time elect a directorto fill any vacancy not filled by the directors, and shall elect the additional directors in the event an amendment of the bylaws is adopted increasing the number of directors. Section 5. Quorum." A majority of the duly elected :directors shall constitute a quorum, and the acts of a majority of the directors' present at a meeting at which a quorum is present shall be the acts of the board of directors, except in cases where the statutes of the State of Idaho otherwipe provide. Section 5. Time and Place of Meetings. The dir-1 ectors may hold their meting. at such place or places in the State of Idaho or outside the said-ttate as the board may from time to time determine- The board may establish rogular meetings to be held at such other places. and times as may be determined From time to time. Xlfter the estab- lishment of the time and place for such regular meetings, no further notice thereof need be given. Section 7. Removal of Director$_. The entire board of directors or any individual director may be removed from office by a two-thirds vote of the stockholders at a special meeting Galled for that .purpose. Section 8. Special Meetings. Special meetings of the board of directors may be held whe-never caller] by w the president or by two of the directors for the time being in office. The secretary shall give notice of any special meeting by mailing the same at least five (5) days before the meeting to each director, but. such notice may be waived by any director. At any meeting at whi-ch every director shall be present, even though without notice, any business ►•.• may be transacted. Section 9. Organizational Meeting_ Unless the directors have by call. or waives of notice convened and organ- ized, they must convene on the tenth day after their election, BYLAWS - P. 5 at 2;00 o'clock P.rf„ at trio offs ce of the corporation at Boise, Idaho, and organize by the election of the and for the transaction of any business perofficers, taining to the aff4ixs of the corporation. No and purpose of such meeting shall notice of the but the ace Of the stockholders' meeting a twhichrthe�diaecborstwex eec�retary elected shall immediately after the adjournment of such notify by mail all directors of their election, but such faiMeet�pg, to give such notice shall not invalidate the organization Of the board, the election of officers, or any business transaction at suoh meeting of the directors. Present, even though less than a majorit The di�ratQzs a quorum. If the te enth day after the y' Shall constitute lection falls an a holiday, such organizationalof held on the firstmeeting shaalrbetors , day thereafter not a legal ho.�ida•y. ARTICLE III OFFICERS Sectio, 1. Executive Officers. The executive officers of the corporation shal]. e_ a president, one or more vice presidents, a treasurer, and a secretary as the board shall elect_ They shall be elected by the directors and shall hold office for one year and -until their successors are elected and qualified, and shall, except as hereinafter Provided, Perfgrm the usual duties pertaining to', pective offices, and as may from time to time res- by the board of directors. Ue Ordered may be The offices of secretary and Y held by ' one individual. Section 2. Additional Officers and Agents. The board of directors may appoint such other officers or agents as they shall deem necessary, who shall as from time to time ma be Perform such duties actors, and the hQaid mom, presc,ibed by the board of d,ir- subordinate officers or agents investGthewer presidenntt, oior incanY other officer of the corporation, or in any committee: of the board. Section 3. Removal. All officers and agents of the corporation shall be subject to removal, at any time by the affirmative vote of a majority of .the whole board of directors. All officers, agents and -employees, other than officers appointed by the board of director,§, shall hold office at the discretion of the committee or of the officer appointing them. Section 4. Disallowed Business Expense_ Any Payments made to an otfi er of the corporation such'as a SY1;AW$ - P. 1K salary, conunission, boriu!s, i i�t.er.� r.:t.,, or vent or entertainment expense Incurred by him, wench shall be disallowed in whole or in part as a deductible expense by the Internal R Service shall }fie re.imburS&d b avenue to the full Y such officer to the corporation extent of such disallowance. It shall -be the duty of the directors, as a board, to enforce payment of each such amount disallowed. � i. Officer, subject In lieu f payment by the Portionate amountspmayebe wethhelclxfromon fhihefuturcto s, PXp- tion payment$ until the amount owed to the corporatianphasa~ been recovered. a ARTICLE Iv POWERS OF OFFICERS —,— - Section 1, The President. The president shall bbe the chief executive officer of the corporation. He shall e a member of the board of directors. He shall have general management of the business of the corporation and general, supervision of the other officers. He shall preside at all meetings of the: stockholders and of the board of directors and see that all orders and resolutions of the board are carried into effect, subject, however, to the right of the board to delegate to any OLIver officer. -or officers of the corporation any rPecific powex.-s, other than those that may be''by law confex7red only upon the president. He shall exwcute in the name of the, corporation all deeds, bonds, morItgages, contracts and other documents authorized by the bocird of directors, except in cases where the executa_an thereof s4111 be expressly delegated by the board or these bylaws to 'Some other Off�ger or ayc�nt o1.- the corporation. be axHe ---officio a member of. all standingco Oall shall hav> the general powers and duties Ofsupervision, usu1111y vested in the office of,president of a corporation. Section 2, vice President. A vice president shall perl!orm the duties and exercise the powers of the president in :ase of his sickness, disability or temporary absence frola the office of the corporation and shall perform such othlrr duties as may from time to time, be granted or imposed by �-he board of directors. Section 3. The Secretary. T.he secretary shall attend all sessions of^the board and all meetings of stock- holders held at the office of the corporation and act as clerk thereof and record all votes and the minutes of all proceedings in a book to be kept for that purpose. He shall perform like duties for the executive and standing committees when required. He shall give, or cause to be given, --notice BYLAWS - P. 7 n 5 0 of meetings of the stockholders and of the board of directors when notice is required to be given under these bylaws or any resolution of the board. He shall have custody of the seal of the corporation and affix and attest the seal to all authorized documents ,requiring a seal. the stock ledger of the corporation, and in gen shall keep the duties usually incident to the office ofsecretary, an m such further duties as shall froln time to time be Prescribed by the board of directors or the president. Section 4. The Treasurer. The treasurer shall keep full and accurate account of receipt and in books belonging _to the corporation, and shall depositents all monies and other valuable effects in the name and to .the credit of the corporation in such banks and depositories as may be designated by the board of directors; but shall not be personally liable for the safekeeping of any funds or securities so deposited pursuant to the order of the board. He shall disburse the funds of'the corporation as may be ordered by the board, taking proper vouchers for such dis- bursements, and shall render to the president and directors at the regular meeting of the board, and whenever they may require, accounts of all his transactionsas treasurer and Of the financial condition of the corporation. He shall perform the duties usually i\hcident to. 'the office of treasurer and such other duties as may be prescribed by the board of directors or the president. Section,, Delegatin Powers to Other Officers. In case of the absence _of any officer of the corporatjTn, or for any other reason that may seem sufficient to the board, the board of directors may delegate his duties and powers for the time b nc� to any other officer, or to ,any di,reofor. Section 6. Assistant SecreRtaary and Assistant Treasurei''1' The board of directors may appoint an assistant secretary with allthority to perform such of the duties delegated to the secretary by these bylaws as may from time to time be ` ordered by the board of director kewise appoint an assistant treasurer, with nauthorityd theyytoldscharge h and perform such of the duties and powers assigned to the treasurer by these bylaws as may from time to time be ordered )?Y said board. Section 7, Bonds of Officers_ The directors may, by resolution, require any or all of the officers of the corporation to give bond with sufficient surety, Offices, conditioned., for the faithful performance of the duties of their respective BYLAWS -- P. 6 r N, I AR'T'ICLE V CORPORATE RECORDS AND REPQRTS Septi On I. Records. The corporation sh oall maintaj,n adequate and correct boks, records and accounts of its k�usir�ess and properties. All Of such }cooks, records and shall be kept at its place of business as fixed )DY cthentsboard of di.rectQrs from time to time, except as otherwise p�ov��ed by law. Section 2. Checks D drafts or other orders for tfrafts, etc. All checks, evidences of indebtedness, payment Ohe f notes or other to the corporation, shall be sd name of or payable or persv�ls in sucineOr en h manner as.sbdorsed by, such person to time by resolution of the board of ddverminectors. ed from t�j.ge r Section. Execution of Documents. The, of directors dray, ex.pept as otherwi$�` h h'oa`rd authorize amy 9.f er or agent to enteProntdeanyncantra'cthese y�?W,S, or execute any in:§trument in the name of and on behalf �`. the Corporation, Qf P Such authority may be general or c to specific instances. Unless so authorized b Qnfine�3 of directors, no officer, agent or employee shal]thave,�board Power or. authority to bind thc� col-por.atlon by any havcollact or engagement, r to pledge its credit, or to rp-nder liaib�.e for any purpose 4 fOr any amount. i r ARTICLE: VI CERTIFICATES AND TRANSFERS OF SHARES Section 1. Certificates. The certificate for shares of the Capital stock of the corporation shall be in such form, not inconsistent with the certificate porati,on, as shall be prepared or be a of incur? of directors. PProved by the beard The certificates shall be signed by the president, or vice president, and also by -the secretary, or assistant secretary, and sealed with the corporate Seal. Section 2, Re istration. The board of directors shall have power and authority to make all such rules and regulations as they may deem expedient,'concerning the issue, transfer and registration of certificates of the shares of the capital stock 'of the c�,rp,,rc�tion, and may appoint � transfer agent aqd registrar of transfers, and may require all stock certificates to bear the signature of such transfer agent and of such registrar of transfers. BYLAWS -- P. 9 Section 3. Closing Transfer Books. The stock transfer books ohall be closed or the me teting of the stock-- halders and dor the payment of dividends, Burin such pe as irpm time to time may be fixed by the board of directors, I and Opring such periods no stocks shall be transferrable. Section q, Sale of Stock. No sale of stack Sha11 be made by any stockhold tele or the heirs executors " trators or asci adminis- not a stookholderSofftheycorporation, exceolde-r to pt inz ur who is corporation, p pursuance Qf�:�he following terms and conditions: ' (a) fn the event any stockholder desires to sell his stock, or any portion thereof, to any person w -bo is not a stockholder of the corporation, he shall first submit to the stockholders of the' corpor4 tion satisfactory written evidence of the agreement to purchase;sai.d stock by such third - person and the price and complete terms agreed ' to be paid therefor. (b) In the event the remaining stockholders agree to purchase such stock at the same price which the stockholder can receive from a third Party, then the stock shall bei sold to the stock- holders Of the corporation in such proportionate amounts as their respective stock bear$ to the entire stock held by the stockholders of the cQr-- porationo or in, such proportion as such .stockhaldors may agree. (c) In the event that any of the remaining stockholders do not desire to purchase such sta- then such stock shall be sold at the price aforesaid to such Qf the stockholders who may desire to purchase the Same. and in the same proportion as aboYe $peci-- fied. (d) No stock shall be sold to any person ± Other than the stockholders of the corporation until each of the stockholders shall have been afforded, an opportunity to purchase such stock at the price and terms evidenced as aforesaid, and Shall have declined to do 80. (a) Notice in writing to the stockholders of the corporation of the desixe of any stockholder to sell his stock shall be given by such stockholder, ' and, of the same time, satisfactory evidence shall be fuirni,shed to the stockholders as to the price r and terms as hereinbefore set forth. Stockholders shall have thirty (30) days time after the receipt of said notice within which to elect in writing to purchase such stock or to decline to do so. If at the end of such thirty (30) day period all remaining stockholders have declined in writing, or have not taken any action, then the stockholder desiring to sell his stock shall sell such stock to the third person named in the agreement to purchase such stock, and to that person only, and such stock shall he. sold in precise and with the price and terms set forth in such agreement to purchase, Satisfactgry evidence of compliance with the terms Of the foregoing restriction upon the transfer Of stock of this corporation shall be submitted to the board of directors, and accepted by them, before any such transfer shall be effective. (f) Each certificate of stock of the corporation shall have..the following legend conspicuously type- written.or printed upon its face: "THE STOCK REPRESENTED BY THIS CERTIFICATE IS NOT TRANSFERRABLE UNLESS FIRST OFFERED TO THE STOCKHO�,DERS OF THE CORPORATION -IN STRICT COMPLIANCE WITH ARTICLE VI, SEC'T'ION 4, OF THE B Y LAWS OF THE CORPORATION. " Section 5. Lost Certificate. Any stockholder claiming a certificate of stock has been lost or destroyed shall make an affidavit of such fact, reciting the circumstances attending such lois or destruction andshall advertise the same in a newspaper for suck, length of time .:Is the board of directors may require and shall, furnish the board of dir- ectors with proof Of publication thereby by the affidavit of the publisher of the newspaper, and the board of directors may further require of such person a bond or indemnity ih such amount as said board may determine; whereupon the board of directors may further by resolution duly entered on record, order to be issued a new certificate of the same tenor and effect, as the one alleged to be lost or destroyed, and shall cause proper natation to be made upon the records of the corporation of the circumstances of the issuance of such Pew certificate. The board of directors may waive any or all of the foregoing requirements by the -vote of a two-thirds (2/3) majari.ty. wo-- . �. ARTICLE VII GENERAL PROVISIONS Section 1. Seal. BYLAWS -- P, 11 The 1.)oard of directors shall provide a suitable seal, with the name of the corporation and the word "IDAHO" in circular form about "CORPORATE the outer edge, and the words SEAL" in the center thereof, so mounted as in raised to be capable of impressing letters, said words on paper secretary. which seal When directed by shall be the board, in the charge of the of directors, dup- licate of the seal may be kept and used -a by the treasuref and by any assistant secretary. Section 2. Fiscal Year_ The fiscal or business year of the corporation shall begin on the first day of Jan- uary and end on the last day of December following. Section 3. Amendment of Bylaws. The bylaws of the' corporation may be amended or repealed and new bylaws may be adopted by the- stockholders or by the board of directors in the manner authorized by the laws of the State of Idaho in effect at the time of such amendment. WE, the undersigned, being all of the members of the board of directors of CHERRY LANE RECREATION, INC., do hereby certify that the foregoing are the true, full and correct bylaws of said corporation duly and regularly adopted by an unanimous vote of the incorporators of the said cor- poration, at a meeting of the incorporators of this corporation held on the 11th day of September, 1978, at which meeting all of the incorporators were present in person and voted for the adoption of said hyla BERT S. ITCHELL WAL CE D.. OVAN BYLAWS - P. 12 F ■) I MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding by and between Nupacific Company, Inc. (hereinafter referred to as " 11 Developer ) and the City Of Meridian, Idaho (hereinafter referred to as "City") is intended � to set forth the understanding between the.parties relatiVe to the design construction, ownership and maintenance s of a golf course to be constructed on Developer's P property in Meridian, Idaho known as Cherry Lane Village. The Developer intends to design and construct a nine hole golf course as a part of its Cherry Lane Village Development in Meridian, Idaho. The entire cost of such desi through the second cut tin gn and construction,' Developer. g of such golf course will be born by the Upon completion of the second cut of the golf course the .Developer will deed the golf course property over to the city for its ownership and maintenance as a public municipal golf course.' The City intends to maintain the course at its own expense and at a standard of quality consistent with similar courses throdghout the country. In that regard the City will reoperate with a certain golf agency or association, to be designated at a later date, to insure that the course is inspected and p maintained at .such afore- mentioned standard of quality. The configuration and design of the golf course has been dictated by the placement -of the lots::within the--developfotent and approved by the City. The Developer intends to submit to the City the drawings and plans for Physical construction of the golf course within the near future. The City respects the Developer's con- struction schedule and therefore agrees to review and approve the plans and designs within ten days -following their receipt. -I- ..... . .... 1- .._...... i II n the event the Cit wishes hes to sugc: :,;t construction chall1ft"" i n th(' (Iol f cour o ;uch r.hiin(.lrN Will b:, r;ubmj ttnd prior to the end of the ten days review period. The developer may then either incorporate such changes into the plans or object. If objection is made by the Developer to suggested changes by the City, the matter will then be submitted to JUB Engineers for their determination. JUB shall be the final arbitrator for any such change suggestions which are objected to by the Developer. Upon completion of the second cutting of the golf course, and before the property is deeded to the City, JUB Engineers shall make a final inspection to insure that the course meets the -con- struction sPccificaLions-• JUlt :;ha]1 be the finalinspector prior to such deeding over by the Developer, and the City will not be respon- sible for maintenance until any defects are corrected by the Dev- eloper to JUB Engineer's satisfaction, or to the specifications of the design. Following the City's assumption of the'golf course owner- ship the Developer will retain the right to have the course main- tained its proper standard of quality and will be allowed to enter on to the property to undertake such maintenance at the City's expense in the event the City fails to do so, following reasonable notice of Developer's intent to undertake such action. It is both parties intent that this memorandum of under- standing act as the agreement between the parties until such time as a formal contract.document is executed by them. NuPacific Company, Inc. City of Meridian YTA a I AGREEMENT OF LEASE AGREEMENT Made this 3rd day of October, 1978, by and between the CITY OF MERIDIAN, a municipal corpor- ation of the State of Idaho, party of the first part, hereinafter called "Lessor," and CHERRY LANE RECREATION, INC., an Idaho corporation, party of the second part, here- inafter called "Lessee." 1. LEASE. Lessor hereby leases to Lessee the following described real property situate in Ada County, City of Meridian, State of Idaho, which property is des- cribed and set forth on Exhibit "A" attached hereto and incorporated herein. 2. TERM OF LEASE. The term of this lease shall be twenty -five -(25) years, commencing on the 3rd day of October, 1978, and terminating on the 2nd day of October, 2003, both dates inclusive, unless extended or terminated as herein provided. 3- RENTAL- In lieu of paying any monetary rental until the second nine -hole golf course is constructed and leased to Lessee, Lessee shall, at its own costs, and with- out any obligation, liability or indebtedness of Lessor, and within a reasonable time, operate, conduct and carry on a golf club upon .the leased -premises for the use and -bene- fit of the public generally in accordance with the objects or purposes of its incorporation. Lessee shall pay the sum Of Six Thousand Dollars (.$6,000.00) per year, in advance, as rental. This annual Payment shall first become due on the lst day of October next following the date upon which an additional nine --hole AGREEMENT OF LEASE - p. 1 of i r � golf course shall have been constructed by or on behalf Of Lessor and leased by it to Lessee herein on substan- tially the same terms and conditions as contained in this agreement. 4. USE OF LEASED PREMISES Ca). Lessee may use and occupy the leased premises for the purpose of operating, conducting and carrying on a golf:course.for the use and benefit of the public generally; build, own, operate and conduct a clubhouse restaurant, including the -dispensing and sale of foods and beverages; and build, own, operate and conduct amusement enterprises such as tennis court and racquet club for the use and bene- fit of the public generally, (b) Lessee agreeS, insofar as it is economically Possible, to promote and encourage use of the leased premises for the entertainment, instruction and social opportunities for children, pursuant to scheduling and rules and regula- tions adopted and promulgated by Lessee. Lessee further agrees to cooperate and work with the Recreation Committee of Lessor in developing city recreation programs for the Youth o 1. f the community. 5. TAXES AND UTILITIES. Lessee shall pay all taxes and assessments upon the leased premises and upon the buildings and improvements to'be constructed thereon, which may be assessed during the initial term or any extended term of this lease, and it shall also pay all charges for gas, electricity, light( heat, power and telephone or other communication service used, rendered or supplied upon or in connection with the leased property agreeing to indemnify Lessor against any liability,•claims or damages for failure AGREEMENT OF LEASE - P. 2 U to pay and discharge such taxes, utility charges, and any other expenditure incurred or assumed in the construction, operation and conduct of a golf club and related uses, as specified in Paragraph 4 above. 6. POSS� EON. Lessee shall be given possession Of the above described property at the time of executing this Agreement of Lease in order to build, owns operate and conduct for the uses herein provided, make a master plan of the premises showing the layout of the intended improvements, and make preliminary plans and specifications for the improvements to be constructed, installed and erected upon the above described premises. 7- IMPROVEMENTS. Lessee shall have the right to make such alterations and improvements in and upon the leased premises as shall be reasonably necessary or appro- priate by which to possess and enjoy the leases premises for the uses herein provided. Lessor agrees to execute any and all easements for the purposes of constructing any utility, including, but not limited to, sewers, power, tele- phone, water and gas. All such buildings, improvements and appurtenances in, on or within the leased premises and which have been erected, installed or affixed during the term of this lease shall not be removed by Lessee without the con- sent of Lessor, it being the intent of the parties hereto that such buildings, improvements and appurtenances at the termination of this lease shall become the property of Lessors free of any and all liens and encumbrances except as assumed by Lessor. 8• MAINTENANCE. Lessee agrees to keep and main- tain the golf course in sufficiently good condition that the AGREEMENT OF LEASE - P. 3 Lessor is not in violation of its agreement. with Nu --Pacific Company, Inc., dated October 3, 1978. A copy of the Nu - Pacific agreement is attached hereto, and Lessee agrees to perform each obligation of Lessor contained therein. Lessor further assigns to Lessee the right of participation in its right 'of -review and approval of the plans for the additional nine -hole golf course contained in that agreement, together with all other rights of the Lessor. 9. DEFAULT. If Lessee shall fail to build, operate, conduct and carry on a golf course in accordance with the use herein granted and in accordance with its purposes and objects of incorporation within one (1) year from the date of this agree- ment, Lessor shall, without notice in writing, have the right to declare this lease forfeited and cancelled. After Lessee has submitted to Lessor for approval, which approval shall not be unreasonably delayed or withheld, plans and specifications for the construction and improvement of the leased premises for the purposes herein provided, Lessee shall diligently pursue such work to completion so that said golf course shall be open for business not later than the 1st day of June, 1979,.except as such date may be extended by the number of working days lost by reason of strikes, fire, acts of God or other events beyond the control of Lessee.. `- Further, if Lessee is in default of any terms and conditions of the agreement of lease and fails or refuses after thirty (30) days' written notice to perform or correct the con- ditions in which said lease is in default, then this agreement shall be deemed terminated and forfeited and all rights of Lessee in and to the leased property shall thereupon be terminated, subject to the provisions of Paragraph 13 of this lease. If, within five (5) years of the date of this agree - AGREEMENT OF LEASE - P. 4 ment, an additional nine -hole golf course has not been con- structed by or on behalf of Lessor, and leased to Lessee upon substantially the same terms and conditions as contained here- in, then Lessee may at its option terminate this lease without further obligation of either party to the other. Such addi- tional nine -hole golf course must be in such close proximity to'the premises leased herein as to enable Lessee to operate the two as an eighteen -hole golf course. No additional ren- tal shall be payable by reason of the lease of the additional nine -hole golf course. ` 10. DISCRIMINATION. Lessee, in the use of the lands herein leased, will not, on the grounds of race, color, or national origin, discriminate or permit discrim- ination to any Person -or group of persons in any manner. To indulge or permit such discrimination shall constitute a breach and default of this agreement and may be cause .for termination as provided herein, 11. INDEMNIFICATION AND INSURANCE. Lessee shall indemnify and save and hold harmless Lessor from and for any and all losses, claims, actions or judgments for damages or- injury rinjury to persons or property and losses and expenses caused or incurred by Lessee, its servants, agents, employees, guests and other business invitees. However, Lessor cove- nants and agrees to indemnify and save and hold harmless Lessee from and for any and all losses, claims, actions, indebtedness, or judgments if, after making the improvements as provided in Paragraph 7, peaceable possession of Lessee of the leased premises is terminated and caused by a defect in title and ownership of any portion of the leased premises as herein described, it being understood by both parties to this lease that Lessor's title to Tract 2 is contingent upon AGREEMENT OF LEASE - P. 5 Nu-Pacific Company, Inc.'s conveying to the City of Mer- idian per the agreement between those parties dated iobz 3 , 1978. 4 12. COMPLIANCE WITH LAW. Lessee, at its sole expense, shall comply with all laws, orders and regulations of federal, state and municipal authorities, and, at its sole expense, shall obtain all licenses or permits which may be required for the conduct of its business within the terms of this lease, or for making of repairs, alterations, improve- ments or additions, and Lessor, where necessary, will join with Lessee in applying for all such permits. 13. SURRENDER AND TERMINATION. Lessee shall, on the expiration, or the sooner termination as herein provided, Of this lease, surrender to Lessor the leased property, including all buildings, replacements, additions and improve- ments constructed or placed by Lessee thereon, with all equipment in or appurtenant thereto, free from all liens, encumbrances and subtenancies and in good condition and repair, reasonable wear and tear excepted. Upon termination of this lease, Lessee, its suc- cessors and assigns,.shall at all times execute, or cause to be executed, all necessary documents required to surrender leased property, including all buildings, replacements, addi- tions and improvements constructed or placed thereon-by Lessee, its successors and assigns, with all equipment in or appurtenant thereto. 14. ASSIGNMENT AND SUBLETTING, Lessee shall not assign, transfer or sublet this lease, or any portion thereof, or any privilege hereunder, either voluntarily or involun- tarily, without the prior written consent of Lessor, which AGREEMENT OF LEASE - P. 6 � A ' consent shall not be withheld unreasonably; except that Lessee may assign its right, title and interest in and to this lease agreement with right of reassignment, to its lender and to a Meridian local development company. 15. RENAL. Lessee shall have the option to renew this lease, on the same terms and conditions, for an additional term of thirty (30) years, provided Lessee is in full compliance with all of the terms of this lease at the time notice of intent to renew is given Lessor. Such notice of intent to renew shall be in writing and mailed to Lessor at the city Hall, Meridian, Idaho, on or prior to April 1, 2003. At the conclusion of such renewal term, Lessee shall have the further right to renew this lease, on terms and con- ditions agreeable to each party hereto, for successive addi- tional terms of ten (10) years each, provided Lessee is in full compliance with all of the terms of this lease at the time notice of intent to renew is given Lessor. Such notice of intent to renew shall be in writing and mailed to Lessor at the City Hall, Meridian, Idaho, on or prior to six (6) months prior to the end of any term. 16. GREENS FEES. Lessee agrees that it will not alter the greens fees charged the public without first con= sulting the authorized representatives of Lessor, it+being the intent of both parties to the lease that greens fees for the leased premises shall at all times be competitive with similar public facilities. 17. BINDING EFFECT. This Agreement of Lease is binding upon the successors, assigns and.subtenants of both parties. AGREEMENT OF LEASE - P, 7 IN WITNESS WHEREOF, the parties have caused this Agreement Of Lease to be executed by their duly authorized Officers the day and year first above written. ATTEST: p SECRETARX CITY OF MERIDIAN By MAXO "LESSOR" CHERRY LANE RECREATION( INC. "LESSEE" STATE OF IDAHO ) COUNTY OF ADA ) ss. .7'�e On this /i day of me, the undersigne , a -Notary ru lic n and forl97'said State, personally appeared DON M. STOREY, known to me to be the Mayor Of the CITY OF -MERIDIAN, whose name is subscribed to the with- in instrument, and acknowledged to me that he executed the same on behalf of the City of Meridian, and was duly authorized so to do. IN WITNESS WHEREOF, I have hereunto set my�hand and affixed my official seal, the day -and year in this certificate first above written. NO ary Pub c for State o�Idao, Residing Meridian, Idaho. AGREEMENT OF LEASE W P. g A a STATE OF IDAHO -) ) ss, COUNTY OF ADA ) On this �� day of me, the undersigned, a Notary Pu is in and forrsaid1?7BState, personally appeared WALLACE D. LOVAN, known to me to be the President of CHERRY LANE RECREATION, INC., whose name is subscribed to the within instrument, and acknowledged to me that he executed the same on behalf of the Cherry Lane Recreation, Inc., and was duly authorized so to do, affixed myTOfficialSseal,�the dayave andhyearn this hand and nimcertificate first above written, AGREEMENT OF LEASE - P. 9 t No ry �pub:c for Stat f Idaho, Residine+1cQ, Idaho. 1 J -U-® ENGINEERS. IN °q03 Fr.nkiie Ao.e . eoi$% Ia.ne $3705 Project: 7543-18 Date: September 8, 1977 DESCRIPTION FOR CHERRY LANE VILLAGE GOLF COURSE NO. 11 A PORTION OF THE N 1/2 SE 1/4, SECTION 3, T.3N., R.1W., B.M., MERIDIAN, ADA COUNTY, IDAHO A parcel of land lying in a portion of the N 1/2 of the SE 1/4 of Section 3, T.3N.. R.1W., B.M., Meridian, Ada County. Idaho and more par- ticularly described as follows:. Beginning at a point marking the Northeast corner of the said SE 1/4 Of Section 3; thence South 61"14'35" West 499.02 feet to a point, also said point being the REAL POINT OF BEGINNING; thence South 31000'00" East 100.00 feet to a point; thence South 54000100" West 180.00 feet to a point; thence South 66000100" West 200.00 feet•to a point; - thence South 83030100" West 433.26 feet to a point; thence South 79045'00" West 260.25 feet to a point; thence South 57'00100" East 20.00'feet to a point; thence South 83'15'00" West -400.00 feet to a point; thence South 65'23'33" West 78.68 feet to a point; thence North 19'36'38" West 100.00 feet to a point; thence North 69'00'00" East 15.08 feet to a point of curve; thence Northeasterly along a curve to the left 200.57 feet, said 'curve having a central angle of 33'18'35", a radius of 345.00 feet, tanggnta of 103.21 feet and a long chord of 197.76 feet bearing North 52.20143" East to a point of ending of curve; thence South 54'18'35" East 73.51 feet to a point; thence North 65000'00" East 78.00 feet to a point; thence South 57'00100" East 20.00 feet to a point; EXHIBIT "A" Jd 'LJ—B ENGINEERS, IN 3903 Franklin qo.d. 8016, Idaho 93705 Project: 7543-18 Date: September 8, 1977 Page: 2 - Cherry Lane Village Golf Course No. 11 thence North 77400100" East 325.00 feet to a point; thence North 82°00104" -East 390.00 feet to a point; c thence North 76'3010011 East 305.00 feet to a point; thence North 65.15100/1 Easc 145.00 feet po the point of beginning. comprising 5.03 acres@ more or less. Prepared by: J -U -S ENGINEERS, Inc. Gary L. Rodenspiel, L.S. EWW/JAP:na 9 J -U -B ENGINt;ERS, IN 5=n� Fnnkun peen . Oou., iaano e»os r Project: 7543-18 - Date: September 8, 1977 DESCRIPTION FOR CHERRY LANE VILLAGE GOLF COURSES 12 & 13 A PORTION OF THE E 1/2 SE 1/4, SECTION 3, T.311., R.1W., B.H. MERIDIAN, ADA COUNTY, IDAHO A parcel of land lying in a portion of the E 1/2 of'the SE 1/4, 3, T.3N., R.1W., B.M., Meridian, Ada County, Section described as follows; Idaho and more particularly Beginning at a point marking the Northeast corner of the said E 1/2 Of the SE 1/4 of Section 3; Chance South 36905'29" West 623.99 feet being the RFAL POINT OF BEGINNING; to a point, also said point thence South 38'00100" West 305.00 feet to a point; thence South 32°00100" West 205.00 feet to a point; thence South 29°45'00" West 175.00 feet to a point; thence South 8°30100" West 220,00 feet to a point; thence South 0.00'00" East 400.00 feet to a point; thence South 87600100" East 185.00 feet to a point; thence South 1°00100" West 194.39 feet to a point; thence South 21'15'00" West 109.02 feet to a point of curve; thence Southeasterly along a curve to the left 207.•80 Peet said curve having a central angle of 158'45'00", a radius of 75.00 feet, tangents of 399.79 feet and a long chord of 147.43 feet bearing South 79'22'30" East to a point of tangent; thence North 0°00100" East 40.00 Peet to a'poinc; ' ,thence North 22°15'00" West 110.00 feet to a point; thence North 6'00•'00" East 320.00 feet to a point; thence North 88.00'00" West 145.00 feet to a point; thence North 6.30'00" East 150.00 feet to a point; R - k1 e " -J-U-® ENGINEERS, IN 90] Fnnwnn flo°tl • Bo4°, 094ho s»ua I • Project: 7543-18 Date: September 8, 1977 Page: 2 -Cherry bane Village Calf Courses 12 6 13 i i �! thence North 19600'00":East 180.00 feet to a point; thence North 3°00100" East 260.00 feet to a point; thence North 35030'00" East 250.00 feet to a point; 1 thence North 22045100" East 265.00 feet to a point; thence North 65445000" West 60.00 feet to the point of beginning, comprising 4.96 acres, more or less. Prepared by: J -U-$ ENGINEERS, Inc.n 9�r [. ROOE�S4 EWW/JAP:na Cary L. Rodenspiel, L.S. c 0 6 J ,U -B ENGINEERS, IN '03 Flanklln Roaa . acl.e, Ia&nO @3703 Project; 7543-18 _ Date: September 8, 1977 DESCRIPTION FOR CHERRY LANE VILLAGE GOLF COURSES 14 THRU 17, A PORTION OF THE SE 1/4, SECTION 3, T.3N., R.1W., B.M., MERIDIAN, AOA COUNTY, IDAHO A parcel of land lying in a portion of the SE 1/4 of Section 3, T.3N., R.1W., B.Id., Meridian, Ada County, Idaho and more particularly described as follows; Beginning at a point marking the Southeast corner of the said SE 1/4 Of Section 3; thence Norch 43659'32" West 622.10 feet to a point, also said being the REAL POINT OF BEGINNING'; point thence South 86928'00" West 143.88 feet to a point; thence South 83°08100" West 328.98 feet to a point; thence North 85022'00" West 165.85 feet to a point; thence North 73058'00" West 145.93 feet to a point; thence Norih 62°40100" West 156.09 feet to a point; thence North 52038900" West 154.62 feet to a point; thence North 67'52'00" West 168.57 feet to a point; thence North• 58.10'00" West 89.42 feet to a point; thence North 28.37'00" West 100.,04 feet to a point; thence North 14600'00" West 125.00 feet to a point; thence North 87619100" West 125.00 feet to•a point; thence South 35000100" West 78.00 feet to a point; thence South 16630'00" West 110.00 feet.to a point; thence South 35600'00" West 156.91 feet to a point; thence South 61043100" West 315.50 feet to a point; thence South 49°21100" West 157.00 feet to a point; • ,sr- .J-U—B ENGINEERS, IN '+03 F...wun Rn.a. 6011., ie.na $3705 Protect: 7543-18 Date: September S. 1977 Page: 2 - Cherry Lane Village Golf Courses 14 thru 17 thence South 80018'00" West 80.78 feet to a point; thence North 37447100" West 79.68 feet to a point; thence North 0009100" East 171.92 feet to a point; thence North 32.50'00" East 231.74 feet to a point; thence North 30'03'39" East 225.00 feet to a point; thence North 44015100" East 137.90 feet to a point; thence North -54.45100" East 283.52 feet to a point; 'thence North 41011155" West 106.78 feet to a point; thence South 66°45'00" West 166.25 feet to a point; thence North 57912'00" West 68.36 feet to a point; thence North 29600100" West 92..78 feet to a point; thence North 61000100" East 86.26 feet to a point of curve; thence Northeasterly along a curve to the left 93.20 feet, said curve having a central angle of 23'43'56", a radius of 225.00 feet, tangents of 47.28 feet and a long chord of 92.53 feet bearing North 49°08'02" East to a point of -ending of. curve; thence South 58'27'00" East 100.63 feet to a point; thence North 81.34'29" East 389.33 feet to a point; thence South 44°47'48" East 41.29 feet to a point; thence South 20'30100" East 80.00 feet to a point; thence South 13053'29" West 148.29 feet to a point; thence South 11'15'00" East 25.46 feet -to a point; thence South 43.59'35" East 152.65 feet to a point; thence South 69'30'00" West 20.00 feet to a point; thence South 1.00'00" West 100.00 feet to a point; c J -U -'EB ENGINEEFRS, IN P'.i FHnklln Road . 60164, 1d4no 83705 Project: 7543-18 Date: September 8, 1977 Page: 2 - Cherry Lane Village Golf Courses 14 thru 17 thence South 19930'00" East 145.00 feet to a point; thence South 61035'49" East 650.00 feet to a point; thence South 78.30'00" East 250.00 feet to a point; thence South 83'06142" East 328.97 feet to•a point; thence South 4°30'00" East 34.77 feet to the point of beginning, com- prising 17.32 acres, more or less. Prepared by: J -U --B ENGINEERS, Inc. Gary L. Rodenspiel, L.S. EWW/JAP:na J'U'e ENGINEERS, it, Ffenkll� Ro�C • OCI�o, Ideho $3705 Project: 7543-18 Date: September 8, 1977 Revised: April 14, 1978 REVISED DESCRIPTION FOR CHERRY LANE VILLAGE LAKE AND CLUBHOUSE AREAS AND GOLF 18 PORTIONS OF THE 1/2 NC1/2SANAND 1/2 381/2, SECTION 3, - T.3N., R.1W., B.M., MERIDIAN, ADA COUNTY, IDAHO A parcel of land lying in portions of the S 1/2 of the N 1/2 and the N 1/2 of the S 1/2 of Section 3, T.3N., R.1W., B,M,, Meridian, Ada County, Idaho and more particularly described as follows: Beginning at a point marking the Northwest cornet of the said N 1/2 Of the S 1/2 of Section 3;. thence South 89°25'06" East 2,077.73 feet along the Northerly boundary Of the said N 1/2 of the S 1/2 of Section 3 to a point, also said point being the REAL POINT OF BEGINNING; thence South 0°29'44" West 335.18 feet to a point; thence South 51'45'00" East 580.00 feet to a point; thence South 35'00'00" East 285.33 feet to a point, thence South 22'15'00" West 60.05 feet to a point; thence South 43'58110" East 238.75 feet to &•point; thence South 29°00100" East 110.00 feet to a point; thence North 61'00100" East 81,19 feet to a point of curve; thence Northeasterly along a curve to the left 147.14 feet, said curve having a central angle of 48.10'2811, a radius Of 175.00 feet, tangents of 78.23 feet and a long chord of 142.84 feet bearing North 36'54'46" East to & point of ending of curve; thence North 56'3010011 West 151.38 feet to a point; thence North 41'301001, West 203.92 feet to a point; thence North 17°15100" West 94.14 feet to a point; thence North 2201510011 East 147.00 feet to a point; thence Nerth 65050'001, East 45.00 feet to a point; a J`U—B ENGINEERS. INC. '7 F'--kIIA Rood . Oeho, Id4ho @3703 Project: 7543-18 Date; September 8, 1977 Revised: April 14, 1978 Page; 2 - Cherry Lane Village Lake S Clubhouse Areas and Coif Courses 10 6 is thence South 87.20100"•Fast 78.40 feet CO a point; thence South 68°00100" East 61,48 feet to a point; thence South 71.33125' Fast 88.05 feet to a point; thence South 60'00'00" E curve; ast 108.33 feet to a point of beginning of ' thence Northeasterly along a curve to the right 139.32 feet, said curve having a central angle of 25035'19", a radius of 311.95 feet -tan- gents of 70.84 feet and a long chord of 138.16 feet bearing North 56°1212p11 East to a point of tangent; thence North 69°00'00" East 115.08 feet to a point•of curve; thence Northeasterly along a curve to the left 125.75 feet, said curve having a central angle of 24'25'22", a radius of 295.00 feet, tangents of 63.84 feet and a long chord of 124.80 feet bearing North 56647'19" East to a point of ending of curve; thence North 44'00100" West 79.63 feet to a point; thence North 67'45'00" West 160.00 feet to a•point; thence South 65°5010011 West 244.67 feet to a point; thence North 506,3010011 -west 114.•35 feet to a point; thence North 44.00'00" East 90.00 feet to a point; thence North 17'00'00"_West 175.00 feet to a point•; thence North 12'001001, East 280.00 feet -to a•point; ' thence North 77°30100" West 170.00 feet to a point; thence South 68'00'00" West 265.00 feet to a point marking the Northeast corner of the SW 1/4 of the said Section 3; thence North 75.30100" West 190,00 feet to a point; thence North 40600'00" West 40,00 feet to a point; thence South 75'59'31" West 70.00 feet to a point; J -U-8 ENGINEERS, INC, ee1oe, Id.he N703 _ Project: 7543-18 - Date: September 8, 1977 Revised: April 14, 1978 Page; 3 - Cherry Lane Village Lake '& Clubhouse Areas and Golf Courses 10 6 18 thence South 25'00100" West 64.19 feet to a point on the said Northerly boundary of the N 1/2 of the S 1/2 of Section 3; thence North 89e25'061@ West 254.51 feet along the said Northerly boundary of the N 1/2 of the S 1/2 of Section 3 to the point of begin- ning, comprising 17.75 acres. more or less. Prepared by; J -U -B ENGINEERS, Inc. S.,EAEO:14�./ 4�' R00E"\Se EWW/,IAP : na Cary L. Rodenspiel, L.S. ti AGREEMENT OF LEASE AGREEMENT Made this 3rd day of October, 1978, by and between the CITY OF MERIDIAN, a municipal corpor- ation of the State of Idaho, party of the first part, hereinafter called "Lessor," and CHERRY LANE RECREATION, INC., an Idaho corporation, party of the second part, here- inafter called 'Lessee." 1- LEASE. Lessor hereby leases to Lessee the following described real property situate in Ada County, ' City of Meridian, State of Idaho, which property is des- cribed and set forth on Exhibit "A" attached hereto and incorporated herein. 2• TERM OF LEASE. The term of this lease shall be twenty-five (25) years, commencing on the 3rd day of October, 1978, and terminating on the 2nd day of October, 2003, both dates inclusive Unless extended or terminated as herein provided. 3. RENTAL. In lieu of paying an al until the second nine -hole golf course is constructed anat leased to Lessee, Lessee shall, at its own costs, and with- out any obligation, liability or indebtedness of Lessor, and within a reasonable time, operate, conduct and carry on a golf club upon the leased,premses.for the use and Ibene fit of the public generally in accordance with the objects or purposes of its incorporation. Lessee shall pay the sum of Six Thousand Dollars (.$61000.00) per year, in advance, as rental. This annual Payment shall first become due on the 1st day of October next following the' date upon which an additional nine -hole AGREEMENT OF LEASE - P. 1 golf course shall have been constructed by or on behalf Of Lessor and leased by it to Lessee herein on substan- tially the same terms and conditions as contained in this agreement. 4. USE OF LEASED PREMISES. (al Lessee a., use and occu for the pY the leased premises purpose of operating, conducting and carrying on a golf. course for the use and benefit of the public generally; build, own, operate and conduct a clubhouse restaurant, including the dispensing and sale of foods and beverages; and build, own, operate and conduct such as tennis court and racquetamusement enterprises club for the use and bene- fit of the public generally. (b) Lessee agrees, is it as insofar � economically Possible, to promote and encourage use of the leasedremi for the entertainment instructionp ses and social opportunities for children, pursuant to scheduling and rules and re tions adopted and gula- promulgated by Lessee. Lessee further agrees to cooperate and work with the Recreation Committee Of Lessor in developing city recreation programs for the Youth of the community. 5. TAXES AND UTILITIES. Lessee shall taxes and assessments u paY all pon the leased premises and upon the buildings and improvements to'be constructed thereon, which may be assessed during the initial term or any extended term of this lease, and it shall also pay all charges for gas, electricity. light heat 'l power and telephone or other communication service used/ rendered or supplied .upon or in connection with the leased property agreeing to indemnify Lessor against any liability,.claims or damages for failure 1 AGREEMENT OF'LEASE - P. 2 to pay and discharge such taxes, utility charges' and any other expenditure incurred or assumed in the construction, operation and conduct of a golf club and related uses, as specified in Paragraph 4 above. 6, POSSESSION. Lessee shall be given possession Of the above described property at the time of executing this Agreement of Lease in order to build, own, operate and conduct for the uses herein provided, make a master Plan of the premises showing the layout of the intended improvements, and make preliminary plans and specifications for the improvements to be constructed, installed and erected upon the above described premises. 7- IMPROVEMENTS. Lessee shall have the right to make such alterations and improvements in and upon the 1 leased Premises as shall be reasonably necessary or appro- priate by which to possess and enjoy the leases premises for the uses herein provided. Lessor agrees to execute any and all easements for the purposes of constructing any utility, including, but not limited to, sewers, power, tele- phone, water and gas. All such buildings, improvemeInts and appurtenances in, on or within the leased premises and which have been erected, installed or affixed during the term of this lease shall not be removed by Lessee without the con- sent of Lessor, it being the intent of the parties hereto that such buildings, improvements and appurtenances at the termination of this lease shall become the property of Lessor, free of any and all liens and encumbrances except as assumed by Lessor, B- 'MAINTENANCE.Lessee agrees to keep and mainT tain the golf course in sufficiently good condition that the AGREEMENT OF LEASE - P. 3 Lessor is not in violation of its agreement with Nu -pacific Company, Inc., dated October 3, 1978. A copy of the Nu - pacific agreement is attached hereto, and Lessee agrees to perform each obligation of Lessor contained therein. Lessor further assigns to Lessee the right of participation in its right 'of review and approval of the plans for the additional nine -hole golf course contained in that agreement, together with all other rights of the Lessor. 9' °FAULT• If Lessee shall fail to build, operate, conduct and carry on a golf course in accordance with the use ' herein granted and in accordance with its purposes and objects of incorporation within one (1) year from the date of this agree- ment, Lessor shall, without notice in writing, have the right to declare this lease forfeited and cancelled. After Lessee has submitted to Lessor for approval which approval shall not be unreasonably delayed or withheld, plans and specifications for the construction and improvement of the leased premises for the purposes herein provided, Lessee shall diligently pursue such work to completion so that said golf course shall be open for business not later than the lot day of June, 1979, -except as such date may be extended by the number of working days lost by reason of strikes, fire, acts of God or other events beyond the control of Lessee.. Further, if Lessee is in default of any terms and „ conditions of the agreement of lease and fails or refuses after thirty (30) days' written notice to perform or correct the con- ditions in which said lease is in default, then this agreement shall, be deemed terminated and forfeited and all rights of Lessee in and to the leased property shall thereupon be terminated, 11 subject to the provisions of Paragraph 13 of this lease. L 1 If, within live (5) years of the date of this agree - AGREEMENT OF LEASE - p, 4 N ment, an additional nine -hole golf course has not been con- structed by or on behalf of Lessor, and leased to Lessee upon substantially the same terms and conditions as contained here- in, then Lessee may at its option terminate this lease without further obligation of either party to the other. Such addi- tional nine -hole golf course must be in such close proximity to -the premises leased herein as to enable Lessee to operate the two as an eighteen -hole golf course. No additional ren- tal shall be payable by reason of the lease of the additional nine -hole golf course. 10. DISCRIMINATION, ` Lessee, in the use of the lands herein leased, will not, on the grounds of race, color, or national origin, discriminate or permit discrim- ination to any person -or group of persons in any manner. To indulge or Permit such discrimination shall constitute a breach and default of this agreement and may be cause _for termination as provided herein, 11. INDEMNIFICATION AND INSURANCE. Lessee shall indemnify and save and hold harmless Lessor from and for any and all losses, claims, actions or judgments for damages or injury to persons or property and losses and expenses caused or incurred by Lessee, its servants, agents, employees, guests and other business invitees, However, Lessor cove - pants and agrees to indemnify and save and hold harmless Lessee from and for any and all losses, claims, actions, indebtedness, or judgments if, after making the improvements as proyided in Paragraph 7, Of the leased premises is peaceable possession of Lessee terminated and caused by a defect in title and ownership of any portion of the leased premises 11 as herein described, it being understood by both parties to r 1 this lease that Lessor's title to Tract 2 is contingent upon AGREEMENT OF LEASE - P. 5 Is Nu -pacific Company, Inc.'s conveying to the City of Mer- idian per the agreement between those parties dated 1978. 12. COMPLIANCE WITH LAW. Lessee, at its sole expense, shall comply with all laws, orders and regulations of federal, state and municipal authorities, and, at its sole expense, shall obtain all licenses or permits which may be required for the conduct of its business within the terms of this lease, or for making of repairs, alterations, improve - Mentz or additions, and Lessor, where necessary, will join with Lessee in applying for all such permits. 13. SURRENDER AND TERMINATION. Lessee shall, on the expiration, or the sooner termination as herein provided, Of this lease, surrender to Lessor the leased property, including all buildings, replacements, additions and improve- ments constructed or placed by Lessee thereon, with all equipment in or appurtenant thereto, free from all liens, encumbrances and subtenancies and in good condition and repair, reasonable wear and tear excepted. Upon termination of this lease, Lessee, its suc- cessors and assigns,_shall at all times execute, or cause to be executed, all necessary documents required to surrender leased property, including all buildings, replacements, addi- tions and improvements constructed or placed thereon -by Lessee, its successors and assigns, with all equipment in or appurtenant thereto, 19. ASSIGNMENT AND SUBLETTING, Lessee shall not assign, transfer or sublet this lease, or any portion thereof, or any privilege hereunder, either voluntarily or involun- tarily, without the prior written consent of Lessor, which r� AGREEMENT OF LEASE - P. 6 consent shall not be withheld unreasonably; except that Lessee may assign its right, title and interest in and to this lease agreement with right of reassignment, to its lender and to a Meridian local development company. 1$' REN��L• Lessee shall have the Option to i renew this lease, on the same terms and conditions, for an additional term of thirty (30) years, provided Lessee is in full compliance with all of the terms of this lease at the time notice of intent to renew is given Lessor. Such notice of intent to renew shall be in writing and mailed to Lessor at the City Hall, Meridian, Idaho, on or prior to April 1, 2003. At the conclusion of such renewal term, Lessee shall have the further right to renew this lease, on to con- ditions agreeable to each its and party hereto, for successive addi- tional terms of ten (10) years each, provided Lessee is in full compliance with all of the terms of this lease at the time notice Of intent to renew is given Lessor. Such notice Of intent to renew shall be in writing and mailed to Lessor at the City Hall, Meridian, Idaho, on Or -prior to six (6) months prior to the end of any term. - GREENS FEES. 'Lessee agrees that it will alter the not greens fees charged the public without first con-' salting the authorized representatives of Lessor, it+being the intent of both parties to the lease that greens fees for the leased premises shall at all times be competitive. .with similar public facilities. 17. BINDING EFFECT, This Agreement of Lease is binding upon the successors, assigns and subtenants of both parties. AGREEMENT OF LEASE - p, 7 IN WITNESS WHEREOPI the parties have caused this Agreement of Lease to be executed by their duly authorized Officers the day and year first above written. ATTEST; SECRETARY CITY OF MERIDIAN By MAxa "LESSOR' CHERRY LANE RECREATION, INC. "LESSEE'r STATE OF IDAHO ) COUNTY OF ADA On this // me, the undersf ne day y£ 1978, before personallya a Notar Pu 1 c 1n and for said State, Of the CITY appeared DON M. STOREY, known to me to- be the Mayor in instrument, and racknpwlQdgednta me ame sthatsh�iQXecutedhthe slime on behalf of to do. the City of Meridian, and was duly authorized so IN WITNESS WHEREOF I have hereunto set my hand and affixed my official seal, the day and year in this certificate first above written. No ary Pu c or State o I a o, Residing Meridian, Idaho. AGREEMENT OF LEASE - p. 8 STATE OF IDAHO -) COUNTY OF ADA j ss' On this day of M e, the undersigns , a Notary PAJc r 1978, before personally appeared WALLACE D. LOVAN n an ox said State, kn President of CHERRY LANE RECREATION �INCown to me to be. whose name the subscribed to the within instrumentcknowledged to me ' and a that he executed the same on behalf of the Cherry Lane Recreation, Inc., and was duly authorized so to do, affixed my IN W' NE S -WHERE he day hereunto set my hand and Y and year in this certificate first above written. AGREEMENT OF LEASE - P. 9 C Nory Pub c for Stat Idaho, Residing 20"A, Idaho. I u J`U`B ENGINI~ER% IN "qi R..nklln Ro.q . eIq.p.q a»oy Project: 7543-18 Date: September 8, 1977 + DESCRIPTION FOR CHERRY LANE VILLACE GOLF 11 A PORTION OFTHE CNu1/2 SE•1/4, SECTION 3, T.3N.. R.1W., B.M., c MERIDIAN. ADA COUNTY. IDAHO A parcel of land lying in a portion of the N 1/2 of the SE 1/4 of Section 3, T.3N., R.1W.. B.M., Meridian, Ada County, Idaho and more par- ticularly described as follows:. Beginning at a point marking the Northeast corner of the said SE 1/4 of Section 3; thence South 61.14135" West 499. being the REAL POINT OF BEGINNING; 02 feet to a point, also said point thence South 31.00'00" East 100.00 feet CO a point; 1 thence South 54.00'00" West 180.00 feet to a point; I thence South 66'00100" West 200.00 feet•to a point; thence South 83.30100" West 433.26 feet to a point; thence South 79'45'00" West 260.25 feet to a point; thence South 57600100" East 20.00 feet to a point; thence South 83'15000" West•400.00 feet to a point; thence South 65'23'33" West 78.68 feet to a point; thence North 19.36'38" West 100.00 feet to a point; -. thence North 69600'00" East 15.08 feet to's point of curve; thence Northeasterly along a curve to the left 200.57 feet, said curve having a central angle of 33'18'35", a radius of 345.00 feet, tangdnts of 103.21 feet and a long chord of 197.76 feet bearing North 52.20'43" East to a point of ending of curve; Chance South 54°18'35" East 73.51 feet to a point; thence North 65°00'00" East 78.00 feet to a point; thence South 57'00100" East 20.00 feet to a point; I 1 + ) r' J'U-B ENGINEERS. IN e�oa /ranwun Road • sm.r, Idaho 43705 Project: 7543-18 Date: September 8, 1977 Page: 2 - Cherry Lane Village Golf Course No. 11 thence North 77'00100" East 325.00 feet to a point; thence North 82.00'00" -East 390.00 feet to a point; thence North 76030100" East 305.00 feet to a point; thence North 65'15100" East 145.00 feet ro the point of beginning, comprising 5.03 acres, more or less. Prepared by: J -U-3 ENGINEERS, Inc. _eon Ch .7►.. A EWW/.TAP: na Cary L. ROdenspiel, L.S. 0 J'V-B ENGINEERS, IN sin ] /nn411n pe■d • eelp, Id■nd �i10s Project: 7543-18 Date: September 8, 1977 DESCRIPTION FOR CHERRY LANE VILLAGE LCOURSES A PORTION OFTHEE 1/2 SE 1/43 SECTION 3, T.3N., R.1W., D.M., MERIDIAN. ADA COUNTY. IDAHO 3 A parcel of land lying in a portion of the E 1/2 of the SE 1/4. Section T. ■ 3N., R.1W., B.M.. Meridian, Ada County. Idaho and more particularly described as follows; Beginning at a point marking the Northeast corner of the said E 1/2 Of the SE 1/4 of Section 3; thence South 36'05'29" West 623.99 feet CO a point, also said being the REAL POINT OF BEGINNING; point thence South 38.001001, West 305.00 feet to a point; thence South 32.00000" West 205.00 fear to a point; thence South 29945100" West'175.00 feet to a point; thence South 8.30100" West 220.00 feet to a point; thence South 0.00'00" East 400.00 feet to a point; thence South 87'00'00" Eaat 185.00 feet to a point; thence South 1.00'00" West 194.39 feet to a point; thanes South 21.15'00" West 109.02 feet to a point of curve; thence Southeasterly-aleng a curve to the left 201.-80 feet - having a central angle of 158.45'00"said curve . a radius of 75.00 feat, tangents of 399.79 fact and a long chord of 147.43 feet bearing South 79'22'30' East to a point of tangent; thence North 0.00'00" East 40.00 -feetuto a point; .thence North 22.15'00" West 110.00 feet to a point; thence North 6'00•100" East 320.00 feet to a point; thence North 88000'00" West 145.00 feet to a point; thence North 60301001" East 150.00 feet to a point; :J -U -e SNGINIFEERS. IN �. 'f07 FNnppn peke. ee�p. ,e,Pe N70s I � ' Project: 7543-18 Date. September 8 � 2 r 1977 Page: - Cherry Lane Village Colf Courses 12 3 13 i thence North ' 19.0000" �i Feat 180.00 feet to a thence North 3• Point; DOr pp" East 260,00 feet to a •� thence North • r „ Point; 35 30 00 East 250.00 feet to I thence North 22.45 a Point; ! 00.r East 265.00 feet to � thence North 650 a Point; Comprising45r 00.r West 60.00 feet 4.96 to the acres, more or leas. Point of beginning, 1 _ Prepared by: I J -U -B ENGINEERS, Inc.' I. Root EWW/JAP.na Cary L. Rodenspiel, L.S. e r ,• 'J -U-8 ENGINEERS, IN - 'fq] A/�nMlln Aq�tl . e011�, rtl�IW ��10) r Project: 7543-18 pate: September 8, 1977 2 Paw - Cherry i! Y Lane Village Colf Courses 12 6 13 f thence North 19.00'00r -,East 180.00 feet to a point; thence North 3000'00" East 260.00 feet to a point; thence North 35.30100" East 250.00 feet to a point; ' thence North 22.45'00" East ! 265.00 feet to a point; comprt pCe North 65'45'00" West 60.00 feet to the g 4.96 acres, more or leas, pDt of beginning, r _ Prepared by: -1-U-B ENGINEERS, Inc. S��RY 9 F ov �. ROOE�S�` XW/JA:na Gary L. Rodensplel, L.S. I r - ------------- f. 7 - i i� J -U -B ENGINEER(a. IN '03 1wr.nNlln pO44 • 60110. Iq.he,3)0s Project: 7543-18 Date: September 8, 1977 DESCRIPTION FOR CHERRY LANE VILLAGE GOLF COURSES 14 THRU 17, A PORTION OF THE SE 1/4, SECTION 3, T.3N.. R.1W., B.M., MERIDIAN, ADA COUNTY, IDAHO A parcel of land lying in a portion of the SE 1/4 of Section J. T.3N., R.1W., S.I.I., Meridian, Ada County. Idaho and more particularly described as follows: Beginning at a point marking the Southeast corner of the said SE 1/4 Of Section 3; thence North 43.59'32" West 622.10 feet to a point, also said point being the REAL POINT OF BEGINNING'; thence South 86.28000" West 143.88 feet to a point; thence South 83.08'00" West 328.98 Eeec to a point; thence North 85022'00" West 165.85 feet to a point; thence North 73.58100" West 145.93 feet to a point; thence North 62°40'00" West 156.09 feet to a point; thence North 52.3810011 West 154.62 feet to a point; thence North 67.521001' West 168.57 feet to a point; thence North•58.10'00" West 89.42 feet to a point; thence North 28.37100" West 100.,04 feet to a point; thence North 14'0010011 West 125.00 feet to a point; thence North 87019100" West 125.00 feet to•a point; thence South 35°00100" West 78.00 feet to a point; the South 16'30100" West 110.00 feet -to a point; thence South 35100'00" West 156.91 feet to a point; thence South 61°431001' West 315.50 feet to a point; thence South 49°21100" West 157.00 feet to a point; ENGINEERS. IN ••07 /11"41I4 geaq - 00166, IdIM $3103 Project: 7543-18 Dace: September 8, 1977 P age, 2 - Cherry Lane Village Calf Courses 14 thru 17 thence South 80.18'00" West 80.78 feet to a point; thence North 37.47'00" West 79.68 feet to a point; thence North 0.0910011 East 171.92 feet to a point; thence North 32.50'p0" East 231.74 feet to a point; thence North 30'03139" East 225.00 Feet to a point; thence North 44.15'00' East 137.90 feet to a point; thence North -54.45'00" East 283.52 Feet toa point; thence North 41.11155" West 106.78 feet to a point; thence South 66045100" West'166.25 feet to a point; thence North 57.12'0pl- West 68.36 feet to a point; thence Norch 29°00'00" West 9Y,78 Feet Co a point; thence North 61.00100" East 86.26 feet to a point of curve; ce havinghancentralhanglerly aloof 23•ng'a curve to the left 93.20 feet 47.28 feet and a long 43 56", a radius of 225.00 feet 'said curve g chord of 92.53 feet bearing North 49'08'02" Etangast of to a point of .ending of curve; thence South 58'27100" East 100.63 feet CO a point, thence North 81•34129" East 389.33 feet to a point; thence South 44.47048" East 41.29 fee, to a point; thence South 20.30100" East 80.00 feet to a point; thence South 13653'29" West 148.29 feet to a point; thence South 11.15'00" East 25.46 feec.to a point; thence South 43.59135" East 152.65 feet to a point; thence South 69'30'00" West 20.00 feet to a point; thence South 1400'00" West 100.00 feet to a point; I Q+ C. • , J -U_® ENGINEEFi9, IN 1 /r�nMlln qeae . ee40, Idaho 8])06 Project: 7543-18 Date: September 8, 1977 Page: 2 - Cherry Lane Village Golf Courses 14 thru 17 thence South 19.30'00" East 145.00 feet to a point; thence South 61.35149" East 650.00 feet to a point; thence South 78.30100" 8aat 250.00 feet to a point; thence South 83006942" East 328.97 feet to -a point; thence South 4.3010x" East 34.77 feet to the point Prising 17.32 acres, more or less. of beginning, com-- Prepared by: J -U -R ENGINEERS, Inc. EWF1/JAP:na U ti Gary L. Rodenspiel, L.S. 'J -U-8 ENGINEERS, it, _ F/ani lln A—P . pari, Nano 4370! Project: 7543-16 Date: September 8, 1977 Revised: April 14, 1978 REVISED DESCRIPTION FOR CHERRY LANE VILLAGE LAKE AND CLUBHOUSE AREAS AND GOLF PORTIONS OF THE COURSES18 1/2 N/2ANDlN 1/2 S 1/2, SECTION 3, T.3H., R.1W.0 B.M., MERIDIAN, ADA COUtITY, IDAHO A parcel of land lying in portions of the S 1/2 of the N 1/2 and the N 1/2 of the S 1/2 of Section 3, T.3N., R.lV., B.M,, Meridian, Ada County, Idaho and more particularly described as follows: Beginning at a point marking the Northwest corner of the said N 1/2 Of the S 1/2 of Section 3; thence South 89.25'06" East 2,077,73 feet along the Norther Of the said N 1/2 of the S 1/2 of Section 3 to a ly boundary being the REAL.POINT OF BEGINNING; point, also said paint thence South 0'29'44" West 335.18 feet to a paint; thence South 51'45100" East thence South 35' 580.00 Feet to a point; 00'00" East 285.33 feet to a point; thence South 22*15900" West 60.05 feet to a point; thence South 43058'10" East 238,75 feet to a•point; thence South 29'00'00" East 110.00 feet to a point; thence North 61000100" East 81.19 feet -to a point of curve; thence Northeasterly along a curve to the left 147.14 feet, said curve having a central angle of 48'10'28", a radius of 175.00 Feet, tangents of 78.23 feet and a long chord of 142.84 feet bearing North 36'54'46" East to A point of ending of curve; thence North 56630100" West 151.38 Feet to a point; thence North 41°30'00" West 203.92 feet to a point; thence North 17'15100" West 94.14 feet to a point; thence North 22°15'00" East 147.00 feet to it point; thence Ncrth 65050'00" East 45.00 feet to a paint; 0 1 _ . J`U-6 ENGINEERS. INC. 'i FIAMkflq pedd . 00164, Idaho 0703 Project: 7543-18 + Date: September 8, 1977 Revised: April 14, 1978 page: 2 - Cherry Lane Village Lake 6 Clubhouse Areas and Golf Courses l0 S IS thence South 87.20'00" '>rast 78.40 feet to a point; thence South 68.00'00" Past 61.48 feet to a point; thence South 71.33'25" East 88.05 feet curve; to a point; thence South 60.00'00" Fast 108.33 feet to a point of beginning of _ thence Northeasterly along a curve to the right 139,32 feet, said curvehaving a central angle of 25'35919", a radius of 311.95 feet gents of 70.$4 feet and a long chord of 138.16 feet bearing North 56.12'20" East to a point of tangent; tan - j ) thence North 69'00900" Past 115.08 feet to a point of curve; havinghance centralhanglerof 24'25'22cu aeradiusthe ofleft 295.00 fee, feet, said curve 63.84 feet and a long chord of 124.80 feet bearing North ' to a point of ending of curve; 5647'19" East tangents of thence North 44.00100" West 79.63 feet to it point; thence North 67.45'00" West 160.00 feet to a•point; thence South 65'50'00" West 244.67 feet to a point; thence North 50'30'00"•west 114.•35 feet to a point;• , thence North 44.00'00" East 90.00 feet to A point; thence North 17000100" West 175.00 feet -to a point•; thence North 12.00'00" East 280.00 feet to a•point; thence North 77°30'00" West 170.00 feet to a point;, thence South 68.00'00" West 265.00 feet to a pdint marking the Northeast corner'of the SW 1/4 of the said Section 3; thence North 75'30'00" West 190.00 feet to a point; thence North 40°00100" West 40'.00 feet to a point; thence South 75059131" West 70.00 feet to a point; 1( ) '-J-U-8 ENGINEERS. INC. oa Fr.nN)�n 1044 • sob . lane 63705 Project: 7543-18 Data. September 8. 1977 Revised: April 14, 1978 Page: 3 - Cherry Lane Village • Lake & Clubhouse Areae and Golf Courses 10 6 18 g thence South 25.00100" West 64.19 feet Northerly boundary of the N 1/to a point on the said 2 of the S 1/x of Section n thence North 89'2510600'We., 254.51 feet along the said Northerly boundary of the N 1/2 of the S 1/2 of Section 3 to the point of begin - wing, comprising 17.75 acres, more or leas. Prepared by: J -U-$ ENGINERRS, Inc. 144, m OF ,4 RODENS�` EWW/,iAP : na Cary L. Rodenspiel, L.S. ti OCT '1 1918 Art?rr��rr:NT AGR.LEMRP17' MADE 7'FfI:i% rt- _._�� clay of 1978, between the CITY OF MrRID.TAIV, TpAtIQ, ,� mnr,icipal carnnr,a- tion, herein referred to an City and Plu►'ACTVTC COMPANY, ;,n Crr,c,Q�, Corporation, having itn principal lace nE t,!inc�, p p ss at Portl.ancl, Oregon, herein referred to an Crantor. Ri:CITAI_S Grantor is the owner and n pt.ion hol<lnr property of certain real in t ile City nF Morid.ian, Acle County, T,•l %ho, the legal description of which i.r; attached heret.0 cls ryhibil: A. Said real Property is Currently boi.nd davVIoped, an.i glans for further clevnlnpment are contnmplattc,:, tile- entirety of which .shall. be known a:t Cherry Lane Vi.l-laryc. As .d •part of incl within Chert -y Lanr_• Villa<1,, the Cr:t.rot has substantially comp.lcL•cd the construction of a nine -!tole cn�F Course, and a second nine -hole extension nn ::n id cfc,li course is Planned for later development. City -and Grantor- have executed a +1['ilnftAiJDU+I OF UNpi-1- STANDING, a copy of which is attached hereto C,�; I:_;hibit E Which the r_ogrdination and design t7E urdcr 9 the initial nine hales of the U,71f. course, along w.it:h an unde.rztt:andinq as to the transfer Of the ownership and maintenance of such r1s n tnu.nir.ipal aol>' Course, 1-3.Bei forth. Ilnclvrtltcr' l:,:rm:t lit' l ht� MI:Mnitntll)Ih+1 ctl� lrnll)I:It::•I',1NDi�'(: lhr Grantor has submitted tlrc plan;.? for tele first: nine holes of the ' golf courge to the City, and in t•rr.n the C.i.ty•11t18 approved such plans !for,' construction and cvant-ual t•rannrel-. The - City Intl t;rintor now wi;.It In enter .i.r1i� this Agreement for the trannfor of all of e r t:hr. _ature golf course property, a,' ,..1.'1 •; :.et forth tltn : ,;tt:; incl obligat ions under such tran;f, r. of• ownership. i M , For the reasons set forth above,'Inc] in consideration of the promises of the parties hereto, and other good and valuable consideration the receipt of which is acknowledged, the partios agree as follows: First Nine If Immediately following the second cutting of the initial nine holes of the golf course; and following written acknowledge meet to both parties hereto by. JUD Engineers, Inc. that the plans and specif-fcations have been substantially complied with, Granton shall transfer by quit claim deed and City shall accept title to the initial'nine holes of the golf course property, the legal description of'which is attached hereto as Exhibit C and made a part hereof by this'referonce, for thb City's ownership and maintenance'as 'a'public municipal golf course. In the- eve JUD Engineers specifies that a defect exists_in the construction which does not substantially impair the use of. the property as a golf course the transfer of,title shall occur -and Grantor shall immediately correct such defect at i no cost to.t'he City'. JUD Engineers shall be the final and-bind- ing nd bind-ing arbitrator with regard to ariy dispute or determination made under this clause. Second Nine Ifoles--Transfer. As -provided in the section below entitled "Contingency", Grantor currently intends to design and construct nine additional Ilul�:: Wl:il h 611a 1.1 1.., uo111JL.lu4)llri w11.11 Lllu ,Ii,'IL' cuuruu property as described in r:xhibit C. Such additional holes will specifically, be designed and constructed in such a manner that such property, together with the initial nine -hole golf course, shall become one Qighteen-hole golf course. Such additional nine holes shall be designed and con- structed at no cost to the: City, and upon completion of the second cutting, as Fcir.. forth below, the Grantor shall transfer by �7ui r Ila im (1000,.,l it r'1 1.110 Ci l:y rrh7.1..1 necopt ti.tJ.r., said additiUnll golf course Property to be owned and maintained b further, together with the initial nine hobs y the City; and shall be owned and maintai.nod as an [ ei tltenn-hole public municipal g Second Nine holes--rl,3nnin P golf course. Grantor shall submit drawings s to tho construction of the additional nine holos�anF;ithinht City for Y (30) days of its receipt thirty ! n£ these drawings and Plans, City shall review them and approve, the drawings and plans in whole or in part. In the event of partial approval thirt and within such y (30) day period, the City shall Submit to Grantor written proposals for changes in the drawings g and Plans. Within thirty (30) day, of the submission of these _Propo;,als for changes, the Grantor shall review them and apprOVe the proposals of the City . in whole or in part. In the event of Grantor's partial approval of the Proposals for changes, the matters which tlsQ parties are unable to agree upon shall he sulpmitted to jun F.nrxineers who shall revi0w the unresolved matters and make a final decision. Within a reasonable time thereaFtor Grantor shall enter into a contract, in the manner re uirrd b `) .y law and at no cost or liability to the city, for the construction and development of the 'remainder of the golf course in accordance with the drawings and plans. 5nronrl Ninn llnl� - rnihi�l M.�n�rlmm�nF from t-lre'per..ina of i.nitiul 'con;;trur:lion of the al golf course addition - property until the completion of the second cutting Of said property. Grantor s hall maintain and manage the additional ..r golf.course property. Upon completion of the second cutting of roeek the additional golf cvur.e and before P property e the property is deeded to the City, JUD Engineers shall make a final inspection -3- Lo insure that the golf course meets tale ronnl:ruction specifi- `` cations. All corrections which are cleamr,d to I`c ncces ;ary to �! 1 bring the golf course into conformnnc� c with the construction Specifications shall be made and paid for. by Grantor prior to the transfer of the golf course to the City. In the event JUII Engineers specifies that c1 defect exists in the construction which does not substantially the use impair of the property ,as a part of the golf course the transfer of title shall occur and Grantor shall immediately correct such defect at no cost to the city. JUp Engineer, shall be the final and binding arbitrator with regard to any dispiute or determi- nation they make under this Agreement. Contingency. Nothing in this Agreement shall be construed in any manner as to compel the Grantor to design and/or construct such additional nine holes for the golf course. provided, however, that if Grantor exerci:;es its final option for the purchase and development of the property encompassing Cherry Lane Village, as described in Exhibit A, it shall be under an absolute obligation to construct and transfer said second nine holes. Furthermore, S. if such second nine holes are designed and constructed by Grantor at any time in the future, and provided that City is not in default;.- under the terms of this Agreement, this Agreement shall• so bind Grantor to transfer to the City, and the'city to accept, such property. Maria ement and Maintenance "0Lpaatiinn. Following the transfer to the City of any or all of the ' property under this Agreement the City- shall be wholly and_ coir,- pletcly responsible for tho management and maintenance of the golf course property, including any buildings constructed thereon, at no expense to the Grantor.' As such the City may contract with 7;C 1 ,I any third party or parties for such management and/or ma.inte- "anrn, but, shall remain solely responsible to the Grantor for { such and the Grantor may look exclusively to the C ` breach or default. ity for any Furthermore:, the City agrees, At no c=ost to the Grantor, that such management and mnintenanco of the property shall be at a standard of quality consistent with similar public municipal golf courses throughout the, country. In that regard the City will cooperate with soma individual golf Agency or association, to be agreed upon by thearties p , for the inspection and review Of the management and MAintdnance of the golf course, and to make certain recommendations to insure that such aforementioned standard of quality is met. Such inspection and review shall take place from time to time as deemed necessary by those con- ducting the review, but shall. not occur less than annually, in the event the parties cannot reach an agreement g meet on the idents- `~ fication of the alternative individual, agency or association, BOB BALDOCK AND SONS, the architect primarily responsible for the design of the golf course shall make such designation and it shall be binding upon the Parties unless otherwise mutually agreed. The City acknowledges that failure to maintain the golf course;pxrperty at the above set forth standard of quality may have a direct and detrimental effect upon the value of the - Grnntor's snr.roundinrt property. As a colInnrtnr.nop Grantor retains the right to have, the golf course maintained at the standard of quality so determined. Any recommondation'hy such designated individual, agency or Association wi-th respect••to management .and/or maintenance shall. be Considered necessary to maintain the standard of quality intended by this Agreement unless the parties, - 5-• 1 I � r mutually arirce otherwi,e, and any f,ti.ilure on the, part of the City to ,o maintain the propor. ty, following notice of nurli by the 1 Grantor, may be deemed y breach of contract by the Grantor. After providing not.Lco to t:he City that such maintenance is below the designated quality, the Grantor may, a' set forth below under the Soction entitled "neF,�ult", enter upon the property to under- take any such maintenanco activity; or, may declare the Cit}, in breach of contract, in which case the title to the property shall be revestod in the Grantor. Insce. During the period the City is re.ponsible for the main- tenance and operation of the golf course under the terms of this Agreement, the City shall obtain and maintain at their sole expense, a policy of liability insurance for the joint and ` separate protection of the City and Grantor in the minimum amount of $500,000 for bodilyin . injury or death of any one person and $1,000,000 for bodily injury or death of two or more persons in any one accident or event, and in the minimum amount of $200,000 for damage to property resulting from an • y one accident, The City shall also carry fire insurance on all structures in the amount that it would cost to replace such structures. Certified copies of the -above-described insurance policies and all certificates thereof shall be furnished to -the - Grantor. Term. except as provided in the section entitled "Assignment and Repurchase --Terms" heroin, the term of this Agreement shall be for as Long as the Grantor'or.any -transferee of Grantor, owns any property in the residcntiPI development known as Cherry Lane Village in Meri.dian,•Adn County, Idaho or any property annexed or contiguous to Cherry Lane Village, and may be terminated any time earlier by mutual written consent of the parties. For purposes -6- OE thitt.�tnction, no rear] running within the Properties 7 any of the ..hall act to render aproperties noncontiguous. f' Waiver of 0reach. The waiver by a party of any breach of tained in this A reeme any term coa- g nt flha11 not be l,rmcrl to be a waiver of such term £or any subsegitont or continuing breach of tete same or any other torm. Default and Broach of Contract. Should the City fail in an. respect to com yply with the terms of this Agreement with respect to the management and main- tenance of the golf course Property as set forth above; and further, should the Grantor notify the City in writing Specifying the default asserted: and, :should the City fail to take proper action to cure such default within thirty (30) days thereafter, the Grantor shall, -at .its sole discretion, retain enter on the the right to golf course property to undertake proper mainte- nance, and/or may declare the City in breach of its contract and demand immediate return of the title conveyed to. all such property theretofore to the City under the termn of this: Agreement, if the Grantor declares such breach of contract the City shall immedi- ately convey the proper t� y, free and clear of all encumbrances, to the Grantor, and any obligation on the part of Grantor to trans- fer any further properties under this Agreement not theretofore transferred shall be extinguished. Mod l r l -, r ; �•� �.� . This Agreement may only be amended or modified by mutual written consent of both parties. Buildi, Nothing in this Agreement shall be construed or act to limit the City's right to construct, own, and/or operate, or allow such construction, ownership and/or.operation of any build- ing on the•subj@ct property --in the area allocated for such on -7_ the recorded plat --Far any purpose consistr.nt with the ownership, 1 operation and maintenance of cone r. include, but not be limit • the golf / This right shall ed to, the construction and operation oP maintenance buildings, clubhouse facilitir.,, r-ostaurant, pro shop, driving range, or other recreational far.ility. Assignment and !te urr,ha,ie._Terms. Except as provided above in the section "Management and [daintenance" entitled . unless agreed to in writing by Grantor --or any transferee: of Grantor --the cit m gift, sill, h Y ay not assign, . Ypothecate or in any manner transfer title of any of the property subject to this Agreement; and, furthermore, may not use, operate or maintain such property for primarily any use other than a public municipal golf course during the term of this Agreement. Following such Period of time and for fifteen - thereafter the Grantor shallyears have a right of first 'refusalto Purchase any or all of surh_ property from tho city if the City chooses to sell or transfer such property in any manner. The Purchase price shall he determined by any verified bona fide Offer to purchase .by an independent third Party or at the then t current market price based upon the Grantor's MAI appraisal. Grantor shall notify the City of its intent to exercise such right of first refusal within sixty (60) days of notice and verification of such offel- or receipt by Grantor of such appraisal. Grantor may asriyn any or all of.its rights and obli gallon., under this Agreement; and notice Of such shall be sent to the city. This Agreement shall be binding upon all adminis- trators, successors, heirs, assigns and transferees of any kind Of the parties. -p_ Notices. Any notice roquirod under- this, Agreement given by ono party to the other shall be in wr.it.incl and shall be deemed given whon clrl.i-vered personally with a copy by corrilied mail or when mailncl ley certified mail to the following addresses, or Other addresses the parties so designate in the manner set forth in' this section: To Grantor: NuPacific Company, Inc. P. O• ltox 1047 - Bellevue, WA 90009 To City: Clerk of the City Council City Of Meridian Meridian, Ib 83642 Attorne` y�rc,r`. In any action, suit or proceeding to enforce this Agreement or by reason of breach thereof, the prevailing party shall be entitled to recover reasonable attorney's fees to be fixed by the court, including fees on appeal. >;egal Descri tion. If legal description or any exhibits to this Agreement are erroneous, incomplete, or not attached at the time, of execu- tion of this Agreement, .it is understood and agreed that it is a the i:,tont of the Grantor to transfer property as afore described within thq plat of Cherry bane Village in Meridian, Idaho encompass- ing up to an eighteen hole golf course and appurtenant property. Such legal descriptions, or exhibits may be attached at any time during the life of this: Agreement. LVI101c Ag r.ucmcnt. Except as otherwise stated, all Of the terms and con- ditions of this Agreement: between the parties hereto are stated herein and no representations`or inducements have been made by eithor party other than those herein set Porth. -9- 1 � IN WITNESS Wirr•.RroF, the Grantor has caused this docu- ment to be. executed in it_rr name by its propor and fully authorized I officers, and the City of Meridian has caused the same to be duly rxecuted by its authorized representative.,, the date and year first above written. GRANTOR: N�gPACIFIC COMPA}VY, INC, JAj 'J STATE OF By: n ej v �< County of PersonallyQapte�r d"�' �- play of �% ��ll 1978 before me be the `�, L— zp��t?��,.'/� to me known to -u1- of Nul11C CiC COMPANY that executed -,he within and foregoing instrument, and acknowledged the said instru- ment to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated. that he/she was authorized to execute said instrument. IN WITNESS Wurnnop,I have hereunto set my hand and ++ official seal the day and y r/ first a ve ri99 �, 1 of r P u i 1 and or the Statq � i J of �•"'y, _ Residing at, CITY OF MERIDIAN, IDAHO, a nic'pal Corporation Y� Attest: C rk of t•,he Cit Co nciI -10- 1 kXHIBIT H / - MEMORANDUM OF UNDERPTANDINCI, This Memorandum of Understanding b Com an .y and between NuPacifj P y, Inc. (hereinafter referred to as "Developer") and the Cit of Meridian, Idaho (hereinafter referred�to as "Cit N r y . ) _is intended to set Forth the understanding between the parties -?_ • . relative to the design construction, ownership and maintenance of a be constructed an •Developer's golf course to property in Meridian, Idaho known as Cherry Lane village, The Developer intends to design and construct a nine hole golf course as a part of its Cherry Lane Village Development in Meridian, Idaho. The entire cost of such design and construction, through the second cutting of such golf course will be born by the Developer. Upon completion of the second cut of the golf course the Developer will deed the golf course property over to the City for -its ownership'and maintenance as a public municipal golf. course. The City intends to maintain the course at and at a standard ofits own expense quality consistent with similar courses throughe the country. In that regard the City will cooperate with a certain golf agency or association' y , to be designated at a later date, to insure that; the course is inspected and maintained at such afore- mentioned standard of quality. .The configurationand design - of the golf course has been dictated. by the .placement of•the.lots within the development and ) approved by the City. The Developir intends to submit -to the Cit the drawings and plAns forgolf -physical construction of the co y within the near future. ••�'•• • 5 ursa'� The City respects the Developer's con- struction schedule and therefore agrees to review and approve the PI ans and designs within ten days following their receipt. r In the event the City wishes to su4ge5t construction c:hnnrµ.n !n thrr 1)1)1 f Cnrrr:rri 1 , wi I l be "IMlitted prior to the end of the ten days review period. The developer may then either incorporate such changes into the plans or object. If objection is made b y the Developer to su by the City, the matter will then be submitted to ggested change their determination. JU13 Engineers for JU1i change suggestions which shall be the final arbitrator for any sue, are objected to by the Developer. Upon completion of the second cutting of the golf course, and before the property is deeded to the Cit make a final Y. JUS Engineers shall inspection to insure that the course meets struction specifications. the con- JUn shall be the final inspector prior to such deeding over b . Y the Developer, and the Cit sible for maintenance Y will not be respon-- until any defects are corrected by the Dev- eloper to JUS Engineer's satisfaction, or to the specifications o the design. f Following the City's assumption of the golf course owner- ship the Developer will retain the right to have the course main- tained its proper standard of quality and will be allowed to enter on to the property to•undertake such maintenance at expense }p the event the City fails tthe City s o do so, following reasonable not'cW of Developer's intent to undertake--' Such action. ` It is both parties intent that this memorandum of under- standing sot as the agreement between the parties until such a formal contract document is time as time them. NuPacific Company, Inc. By: Date: Z City o£• Meridian By. Date;Q'.. -2 J -U -B ENGINEERS, INC..� 0] Franklin ildad • 0011-. Idaho /7709 � Project: 7543•-06-1 Date: September 3, 1975 Revised: October 7, 1977 Revised: October 14, 1977 Revised: March 1, 1978 E70iIBIT A . REVISION III DESCRIPTION FOR C11rRRY LANE PLANNED COtOME ITY. OF KENT G. & ,WRY R. BARNEY AND ,TAMES W. & LOIS J. FULLER PROPERTY EXCLUDING FULLER'S AND BARNEY'S HOUSE PROPERTIES A PORTION OF SECTION 3, T.3N., R.M. B.M., ADA COUNTY, IDAHO; A parcel of land lying in Section 3, T.U., R.1W., B.M., Ada County, Idaho, and more 'particularly described as follows: Beginning at an iron pin marking the Southeast corner of the SE 1/4 of the said Section 3, also said point marking the intersection of Cherry Lane and Ten Mile Road; tnenc..n North 39016113" West 210.00 feet along the Southerly boundary of the -said St 1A of Section 3, which is also the centerline of Cherry Lane, to an iron pin, also said point being the REAL POINT OF BEGINNING; - thence continuing North 89016'13" West 2,439.62 feet along the Southerly boundary of the said SE 1/4 of Section 3, which is also the centerline of Cherry Lane, to an iron pin marking the Southwest corner of the said SE 1/4 of Section 3; thence North 89014'57." West 330.63 feet along the Southerly boundary of the SW 1/4 of the said Section 3, which is also the centerline of Cherry Lane, to an iron pin marking the Southwest corner of the E 1/2 of the F. 1/2 of the SE 1/4 of the said SW 1/4 of Section 3; thence North 0°28153" East 1,329.03 feet along the Westerly boundary of the said E 1/2 of the E 1/2 of the SE 1/4 of the SW 1/4 of Section 3 to a point marking the Northwest corner of the said E 1/2 of the E 1/2 of the SE 1/4 of the SW 1/4 of Section 3; thence North 89019158" West 330.12 feet along the Southerly boundary of the E 1/2 of the NE 1/4 of the said SW 1/4 of Section 3 to an iron pin marking the Southwest corner of the said E,1/2 of the NF. 1/4 of the SW 1/4 of Section 3; thence North 0030111" East 1,334.22 feet along the Westerly boundary of the said E 1/2 of the NE 1/4 of the SW 1/4 of Section 3 to an iron pin; thence North 88°55'29" West 1,977.,76 feet to an iron pin on the Westerly boundary of the NW 1/4 of the said. Section 3; J—UJ B ENGINVEERS. INC. 03 Franwlln Rosa • Bole, Idaho 83705 r Project: 7543-06-1 Date: September 3, 1975 Revised: October 7, 1977 Revised: October 14, 1977 Revised: March 1, 1978 Page: 2 - Excluding Fuller's and Barney's House Properties thence North 0°38127" East 2,021.05 feet along the Westerly boundary of the said NW -1/4 of Section 3, which is also the centerline of Black Cat Road, to an iron pin; thence South 89023104" East 1,042.02 feet to a point on the centerline of Eight Mile Lateral; ' thence South 56028'32" East 248.22 feet along the centerline of Eight Mile Lateral to a point of curve; thence Southeasterly along the said centerline of Eight Mile Lateral along a curve to the right 132.85 feet, said curve having a central angle of 13007125", a radius of 580.00 feet, tangents of 66.72 feet and a long chord`'of 132.56 feet bearing South 49°54'49" East to a point of tangent; t.lence South 43°21'07" East 398.04 feet along the said centerline of Eight _1-UlE.'Laberal to a point; thence South 37032'3511 East'273.07 feet along the said centerline of Eight Mile Lateral to a point on the Northerly boundary of the SE 1/4 -of the said NW 1/4 of Section 3; thence South 89°18158" East 834.67 feet along the said Northerly boundary of the SE 1/4 of the NW 1/4 of Section 3 to ari iron pin marking the Northeast corner of the -said SE 1/4 of the NW 1/4 of Section 3; thence South 89002100" East 1,321.04 feet along the Northerly boundary of the SW 1/4 of the NE 1/4 of the said Section 3 to an iron pin marking the Northeast corner of the said SW 1/4.of the NE 1/4 of Section 3; thence South 0°26104" West 1,053.70 feet along the Easterly boundary of the said.SW 1/4 of the NE 1/4 of Section 3 to an iron pin; thence North 89033156" West 94.59 feet to a point; thence South 0026104" West 202.46 feet along a line Westerly of and para- llel to the said Easterly boundary of the SW 1/4 of the NE 1/4 of Section 3 to a point;- thence oint;- thence South 89°33156" East 74.59 feet to a point; thence South 0°2.6104" West 87.02 feet along a line Westerly of and parallel to the said Easterly boundary of the SW 1/4 of the NE 1/4 of Section 3 to a point; J -W -B ENGINEERS, INC. ,OJ rr&nklln RO44 • oalN, Idaho 83705 Project: 7543-06-1 Date: September 3, 1975 Revised: October 7, 1977 Revised: October 14, 1977 Revised: March 1, 1978 Page: 3 - Excluding Fuller's and Barney's House Properties thence South 88055'29" East 90.42 feet along a line Southerly of and. parallel to the Northerly boundary of the said SE 1/4 'of Section 3 to a point; thence South 5°22149" East 187.88 feet to a point; thence South 88016149" East 181.64 feet to a point; thence North 0°19111" East 208.75 feet along a line Westerly of and parallel to'the Easterly boundary of the said SE 1/4 of Section 3 to a point on the said Northerly boundary of the SE 1/4 of Section 3; thence South 88°55'29" East 1,051.00 feet along the said Northerly boundary of the SE 1/4 of Section 3 to an iron pin marking the Northeast corner of the said SE 1/4 of Section 3; 'tiii�nc� South 0'19111" West 1,075.14 feet along the said Easterly boundary Of the SE 1�'4 of Section 3, which is also the centerline of Ten Mile Road, to an iron pin; thence North 89°40149" West 487.61 feet to a,point on the centerline of WAItledge Lateral; thence South 71015'16" East 63.15 feet along the said centerline of Rut— ledge Lateral to a point; thence South 70035151" East 357.24 feet along the -said centerline of Rutledge Lateral to a point of curve; thence Southeasterly along the said centerline of Rutledge Lateral along a curve to the left 18.41 feet, said curve having a central angle Of 8018'201@, a radius of 127.00 feet, tangents of 9.22 feet, and a long chord of 18.39 feet bearing South 74°45101" East to a point of tangent; thence South 78°54111" East 73.61 feet to a point on the Easterly + boundary of the said SE 1/4 of Section 3; thence leaving the said centerline of Rutledge Lateral South 0°19'11" West 117.32 feet along the said Easterly boundary of the SE 1/4 of Section 3 to an iron pin; thence South 89°58'55" West 255:90 feet to an iron pin; thence South 0°19'11" West 170.11 feet along a line Westerly of and parallel to the said Easterly boundary of the SE 1/4 of Section 3 to an iron pin; c • J—LJ-® -ENC31NEERS. INC. .03 F.4„wiin R0&d , 130H4, loan @ri02 Project: 7543-06-1 Date: September 3, 1975 Revised: October 7, 1977 Revised: October 14, 1977 Revised: March 1, 1978 Page: 4 -- Excluding Fuller's and Barney's House Properties thence North 89058155" East 255.90 feet to an iron pin on the said Easterly boundary of the SE 1/4 of Section 3; thence South 0°19'11" West 805.32 feet alongthe said Easterl of the SE 1/4 of Section 3 to an iron pin; Y boundary thence North 89016113" West 210.00 feet along a line Northerly of and parallel to the said Southerly boundary of the SE 1/4 of Section 3 to an iron pin; thence South 0°19911" West 320.00 feet along a line Westerly of and parallel to the said Easterly boundary of the SE 1/4 of Section 3 to the ` Point of beginning, comprising 330.16 acres, more or less. Prepared by: -T-U-13 *ENGINEERS, Inc. DMP/JAP: na Gary L. Rodenspiel, L.S. 0;' ProJvct: Datc: RcvlsQd: 7543-18 SuptvmBcr 8, 1977 April 14, 1979 i9Vo�� EXHIBIT C C REVISED DESCRIPTION FOR &A C Cil",RY LANE VILLACE LAME AND CLUBHOUSE ARLIS AND GOLF COUIzSES 10 AND 18 PORTIONS OF T11E S 1/2 N 1/2 AND Y 1/2 S 1/?, SECTION 3, T.U., R.11i., B.M., MERIDIAN, ADA COLRITY, IDAHO A parcel of land lying in porcions of the S 1/2 of the N 1/2 and th N 1/2 of the S 1/2, of Section 3, T.3N., R.111. meridian, Idaho and more particularly described as follows:rt.' .teridian, Ada Councy, Beginning at a point marking the Northwest•corner of the said N 1/2 Of the S 1/2 of Section 3; thence South 89025'06" East 2,077.73 feet along the Northerly boundary Of the said Y 1/2 of the S 1/2 of Section 3 to a point, also said point -being the -REAL POINT OF BEGINNIIIG; C$Velnce South 0°29'44" West 335.18 feet to a point; i6nce S6 th 51945'00" East 580:0'0 feet. to a point; Thence 9-outh 35°00' 00" East 25.33 feet to, a point; I�1) th%rice South 22°15'00" West 60.05 feet to a point; thence South 43°58110" East 238.75 feet to a point; thence South 29°00'00" East 110.00 feet to a point; thence North 61000100" East 81.19 feet to a point of curve; thence Northeasterly alontra curve to the left 147.14 feet, said cur having a central angle of 48 10 25 , ,a radius of 175.00 feet,'tangents ofve 78.23 feet and a long chord of 142.84 feet bearing North 36°54'46" East to a point of ending of curve; thence North 5G°30'00" West 151.38 feet to a point; thence North 41°30100" West 203.92 feet to a point; • thence North 17°15'00" West 94.14 feet to a point; thence North 22°15100" East 147.00 fact CO a point; thence Ncrth 65°50100" Fast 45.00 feet to a point; ' rte+ �� �.��u `r�f;f-fL.►r II�1L;• +�0] �'r�nh11A flood • Uu"°, IdMa •]708 Project: 7543-18 Date; ScPcomber 8, 1977 Revised: April 14, 1978 Page: 2 -- Cherry Lanc Village Lake b Clubhouse Areas and Golf Courses 10 b 1$ "C .n f FRO thence South 87°20'00" East 78.40 feet to a point; thence South 68°00100" East 61.48 feet to a point; thence South 71633125" East 88.05 feet to a point; thence South 60°00100" East 108,33 feet to a point of beginning of curve;" .. thence Northeasterly along a curve to the right 139.32 feet, said curve having a central angle,of 25'35'191', a radius of 311.95 feet, tan- gents of 70.84 feet and a long chord of .13$.16 feet bearing North 56'12'20" East to a point of tangent; :t�hfeng,e North 69000100" East 11.5.08 feet to a point of curve; thence Northeasterly along a curve to the left 125. havins a ceriCral angle -of 24025'22" 75 feet, said curve 63.84 feet and a long chord of 124.80afeet ibearing 9No��hf56°47'19tangeEast of to a point o'fr ending of curve; .thftce North 44*00'00" West 79.63 feet to a point; thence North 67045100" West 160.00 feet to a point; thence South 65°50100" West 244.67 feet to a point; thence North 50°30100" West 114.35 feet to a point; thence thence North North 44000100" 17600100" East 90.00 :Feet to a point; West 175.00 feet to a point; thence North 12°00100" East 280.00 feet to.& point;. thence North 77030'00" West 170.00 feet to a point; thence South 68°00'00" West 265.00 feet to Rn point marking the Northeast corner of the SW 1/4 of the said Section 3; the North 75°30'00" West 190.00 feet to a point; thence North 40000100" West 40.00 feet to a point; thence South 75059'31" Went 70.00 feet to a point; Project: 7543-13 Date: SU'ptvmber 3, 1977 Revised: April lei, 1978 Page 3 - Cherry Lane Village Courses 10 S 13 Clubhouse A. Lake � Areas and Colf thence South 25000'00" West 64.19 feet to a point on the s Northerly boundary of the N 1/2 aid of the S 1/2 of Section 3; thence North 89°25'06" Wast 254.51 feet along the said Northerly boundary of the N 1/2 of the S 1/2 ning, comprising 17.75 acres, more of Section 3 to the point of be or less. gin-- • F Prepared by: . .. J-U-B ENGINEERS, Inc. - ERED c �fF OF ��� �.�► O4'Pr�• ROD��S�` Gary L. Rodenspiel, L.S. Mf/JAY:na - n ' 9UYJ r/4AM11n N01g 110114/ Id.AP 93705 •1 w Project: 7543-18 Date: September 8, 1977 111J �Yl DESCRIPTION FOR CHERRY LANE VIL1,%GE GOLF COURSE N0. 11 A PORTION OF THE N 1/2 SE 1/4, SZCTION 3, T.3N., R.1W., B.M., MERIDIAN, ADA COUNTY, IDAHO A parcel of land lying in a portion of the N 1/2 of the SE 1/4 of. Section 3,'T.3N., R.1W., B.M., Meridian, Ada County, Idaho and more par- ticularly described as follows: Beginning at a point marking the Northeast corner of the said SE 1/4 Of Section 3; thence South 61°14'35" West 499.02 feet to a point, also said point being the REAL POINT OF BEGINNING; thence South 31°00100" East 100,00 feet to a point; thence South 54'00'00" West 180.00 feet to a point; the'rice South 66°001001' West.200.00 feet to a point; thence South 83°30'00" West 433.26 feet to a point.; 6erice South 79°45100" West 260.25 feet to a Point; thence South 57000100" East 20.00 feet to a point; thence South 83015100" West 400.00 feet- to a point; thence South 65023'33" West 78.68 feet -to a point; thence North i9636'38" West 100.00 feet to a point; thence North 69°00'00/1 East 15.08 feet to a point of curve; thence Northeasterly along a curve to the left 200.57 feet, said curve having a central angle of 33°18'35", a radius of 345.00 feet, tangents of 103.21 feet and a long chord of 197.76 -feet bearing North 52020143" East to, a point of ending of curve; thence South 54°18135" East 73.51 feet to a point; thence North 65°00100" East 78.00 feet to a point; thence South 57°.00100" East 20.00 feet to a point; %I . • ,J -U -B ENGINEERS. IN svoi F..nMlin R04d . 091.., la,no oras Project: 7543-18 Data: Saptcmbar 8, 1977 { Page: 2 - Cherry bane Village Golf Course No. 11 thence North 77°00100" East 325.00 feet to a point; thence North 82900100" East 390.00 feet to a point; thence North 76030100" East 305.00 feet to a point; , thence North 65015100" comprising 5.03 acres, East 145.00 feet to the point of beginning, more or less. Prepared by: J- U—B ENGINEERS, Inc. EWW/JAP:na 10 Gary L. Rodenspiel, L.S. a J-• U—B 'ENGINEERS. INC. 3903 F.anklln R04d-6o U., Idah e7700 Pro j cc t: 7543-18 Date: September 8, 1977 Revised: September 27, 197$ REVISED DESCRIPTION FOR CHERRY LANE VILLAGE GOLF COURSES 12 & 13 A PORTION OF THE E 1/2 SE 1/4, SECTION 3, T.3N., R.1W.,.B.M., MERIDIAN, ADA COUNTY, IDAHO A parcel of land lying in a portion of the E 1/2 of the SE 1/4 Section T.3N., R.1W., B.M., Meridian, Ada County, Idaho and more particularly described as follows: Beginning at a point marking the Northeast corner of the said E 1/2 of the SE 1/4 of Section 3; thence South 36005129" West 623.99 feet to a point, also said point being the REAL POINT OF BEGINNING; thence South 38°00100" West 305.00 feet to a'point; them, South 32000100" West 205.00 feet to a pont; thence South 29°45'00" West 175.00 feet to a point; thence South 8030100" West 220.00 feet to a point; thence South 0900100" East 400.00 feet to a point; thence South 87000100" East 185.00 feet to a point; thence South 1°00100" West 194.39 feet to a point; thence South 21°15'00" West 109.02 feet to a point of curve; thence Southeasterly along a curve to the left 263.44 feet, said curve' having a central angle of 201°15'00", a radius of 75.00 feet, no tangents and a long chord of 147.43 feet bearing South 79022130" East to a. point of tangent; thence North 0°00'00" East 40.00 feet to a point; thence North 22015100" West 110.00 feet to a point; thence North 6°00100" East 320.00 feet to a point; thence North 88600100" West 145.00 feet to.a point; thence North 6°30100" East 150.00 feet to a point; BIA J-`U—B ENGtNeenS, INC. 3907 Frinkllo Reaq • Bolis. Idaho {3705 Project: 7543-18 Date: September 8, 1977 Revised: September 27, 1978 Page: 2 - Cherry Lane Village Golf S Courses 12 b 13 thence North 19000'00" East 180.00 feet to a point; thence North 3000100" East 260.00 feet to a point; thence North 35030000" East 250.00 feet to a point; thence North 22045100" East 265.00 feet to a point; thence North 65°45100" West 60.00 feet the point of. be i 5.37 acres, more or less. to beginning, comprising Prepared by: J -u -g ENGINEERS, Inc. ` EWW/,TAP : c c Gary L. Rodenspiel, L.S. d...� �.,.............. - "v..s, mena °iiwa Project: 7541-18 1 Date: September 8, 1977 J DESCRIPTION FOR CHERRY LANE VILLAGE GOLF COURSES 14 THRU 17, A PORTION OF T11C SC 1/4, SECTION 3, T.3N., R.1W., B.M., tlERIDIAN, ADA COUNTY, IDAHO A parcel of land lying in a portion of the SE 1/4 of Section 3, T.3N., R.1W., B -M., Meridian, Ada County, Idaho and more particularly described as follows: Beginning at.a point marking the Southeast corner of the said SE 1/4 of Section 3; thence North 43°59'32" West 622.10 feet to a point, also said paint being'the.REAL POINT OF BEGINNING;. thence South 86°28100" West 143.88 feet to a point; Othence South 83°08100" West 328.98 feet to a point; thenci North 85°22100" West 165.85 feet to a point; 11 6eiie8 Nbrth 73°58'00" West 145.93 feet to a point; J thence North 62°40'00" West 156.09 feet to a point; u thence North 52°38100" West 154.62 feet to a point; thence North 67052100" West 168.57 feet to a point; thence North 58°10'00" West 89..42 feet to.a point; thence North 28937100" West 100.04 feet to a point; thence North 14°00100" West 125.00 feet to a point; thence North 87°19100" West 125.00 feet to•a point; thence South 35000'00" West 78.00 feet to a point; thence South 16°30'00" West 110.00 feet to.a point; thence South 35°00100" West 156.91 feet to a point; thence South 61°43100" West 315.50 feet to 4 point; thence South 49°21'00" West 157.00 feet to a point; I thence South 20030100" East 80.00 feet to a point; thence South 13°53129" West 148.29 feet to a point; thence South 11°15'00" East. 25.46 feet to a point; thence South 43°59'35" East 152.65 feet to a point; thence South 69°30000" West 20.00 feet to a point; thence South 1600100" West x.00000 feet to a point; ' 0 _�. �....�......... .......•vont/ °j/va ' Project: 7543-18 Dace: September 8, 1977 Fage: 2 - Cherry Lane Village Golf Courses 14 thru 17 thence South 80°18'00" West 80.78 feet to a point; thence North 37°47'00" West 79.68 feet to a point; thence North 0009'00" East 171.92 feet to a point; thence North 32°50'00" East 231.74 feet to a point; thence North 3.0°03'39" East 225.00 feet to a point; thence North 44°15.'00" East 137.90 feet -'to thence North 54645'00" East 283.52 feet -to a point; a point; thence North 41011155" West 106.78 feet -to a point; thence South 66°45100" West 166.25 fe r. . at to a point; Othence North 57012'00" West. 68.36 feet to a • :$- point;- � thence North 29°00'00" West 92.78 feet to a -.enc.. . .. point; r thence North 61°OrD100" East 86.26 feet to a point of curve; thence Northeasterly alonga curve to the left having a central angle of 23'43'56", 93.20 feet, said curve a radius of 47.28 feet and a Long chord of 92.53 feet bearing to 225.00 feet, tangents of North a.point of ending of curve; 49°08'02" East thence South 58°27'00" East 100.63 feet to a point; } thence North 81034'29" East 389.33 feet to a point; -'- thence South 44°47'48" East 41.29 feet to.a point! ' thence South 20030100" East 80.00 feet to a point; thence South 13°53129" West 148.29 feet to a point; thence South 11°15'00" East. 25.46 feet to a point; thence South 43°59'35" East 152.65 feet to a point; thence South 69°30000" West 20.00 feet to a point; thence South 1600100" West x.00000 feet to a point; ' 0 Ch 0 p -- • ..�.... ..o.. • BOI,*. 1dahl Y]Ppi Project: 1543418 Data: September 26, 1978 TDfPORMY 1?1G-VSS-RC.2yS5 DL:SCRIPTIO., PURE<`(L:,VT NO, 1 CHERRY LANE VILLACE A PORTION OFr THE rJE 1/4 SE 1/4., SECTION 3, T.3N.1, R.1W., B.M. MERIDIAZi, ADA COU11TY, IDAHOA 40 -foot temporary of and 20.00 feet Northeasterly easement lis terline; y and adjacent toy a 20.00 feet 5outibe ce.- the following described cen- Beginning at the Southeast corner B.M•, Merldian, Ada County, Idaho; of the SE l/4 of Section 3, T.3N., R.1W., Said SF;eI/4 of nce rSec0*1911101 East 2p643915 43.15 feet along the Easterl bo SE 1/4 of Section 3;y Point marking the North east corner of the of the he said thence Sauth 50'x1'44" the RF,�, POINT 0P BEGINI-iINC; West 578.49 feet to a. Point, also said point being thence South 24'43'l8" descriNEast 162.73 feet to the ed`-44girline. - Point of ending of the above EWW/KI?R: dm I Prepared by: J`U-•B ENGINEERS. Inc. '.StEitEO le.. �9 F .Ot �L• ROD�f Gary L. Rodenspiel, L.S. C� U 61 ly� `J -I J-® ENGI(a1EEF�5p IN ' �. 500.1 F.anglM Noaa 9olm. Idaho AJ7Cq I Project: 7543-18 Date: . Saptembor 26, 1975 Tr -"'POSY INGRESS-I.CUSS EAS12.cE;rT ZIO, 2 Dlia"CRIPTION FOR VILLAGECHERRY LVE PORTION OF Tilly UW 14 SE 114. S T.3N., R.1u. i~CTION 3. 1`[ERIDIAN r B .M. , - ADA GOU:ITY, IDAliO A 40 -foot temporary ingreas-egress easement lying 20.00 fee Of and 20.00 feet Northeasterly of and adjacent to the following t SouthwesCerlV owing described cen. Beg"Ing at the. Northeast corner of the SE 1/4 of SectionB.H. 3. T.3N., R.1W.. thence North 8$'55029" West 2,643.29 feet aloe the said SE 1/4 of 5liflOq 3 to a Paint a�arkia g the Northerly boundary, of career of S a14 of Section 3; 8 the Northwest _ the said thence south 13.26'4 T' East 1,256.43 Peet to a point the RE7,y'�SIUT OF BEGINYLYG; - .also said Point being thenca South 37°0I'51" E t .50 feet to the paint of ending o dascrf0e cen�erlinct. �g zacr..4e� len. $ f Che above X6V/KFs:dm N Prepared by: J -U -B ENGINEERS, Inc. Gary L. Rodenspial, L.S. 0 0 UY +J—LJ"® ENGINEERS, INC. 5907 F..nwnn Read 6o��a• Idaho $3705 Project: 7543-18 Date: Septeabar 26, 1918 MUPO.aARY I:dCZESS-EGKESS F-ASDIENT NO. 3 DESCRIPTI0;1 r0it all': LANE VILLAGE PORTION OF THE :IW 1/4 $E,1/4, SECTION 3, T-311., R.1W. , R . M. , MERIDIAN, ADA CO1r1TY, IDAHO A 40-foot_tomporary ingraas-egress easement lying 10.00 feet SouthWesterl of anti 20.00 feet Northeasterly of and adjacent to the following described c ny terline; Beginning at the Northeast corner of the SE 1/4 of Section 3, B.Y., Ada County, Idaho; thence Horth 68.55'29" West 2,643.29.feet along the Northerly bounds of the said SE 1/4 of Section 3 to a point marking the Northwest he said SE 1/4 of Section 3; corner of t '09409'f4uth 51000'07" Fast'960.70 feet to a the RFAL POINT 6F BEGIN -MG; point, also said point being .c 4bjeAcfte+outh 31.03'01" Last 50.82 feet to the point of ending of the. above described centerline. EWW/RFR:dm Prepared by; J -U -B ENGINEERS, Inc.. OT �,��,�• ROD��Sgti Gary L. Rodanapiel, L.S. u-tJ-t:J ENG1NEER,9, INC. 59" Fe"ke"' a oab • 9oHa, �danq �]�ps Fro j Let: 7543-18 Date; SePteAber 26, 1978 TEIPORARY IYr"ZCSS-E(: ROSS E:ASL•7iENT h0. 4 DESCRIPTION FOR PORTION OF �ERSE LANEPILLGE 1/4 , SECTION 3, T. 3s. , a. W. , B.M. , MERIDIAN, ADA COU.,M, IDAHO Of and 2U.00ofeet No nary ingress -egress easement lying Ce;line; rtlieastarly of and adJacent tohe foll.ovin et Southwesterly g described can- Beginn'ag at the Northeast corner of the SE 1/4 of S B•H•, Meridian, Ada County, Idaho; ection 3 T.3Y., Othence South 0'19'11" West 2,643.15 feet alon the said SE 1/4 of Section 3 to a g the Easterly bounds sa'fdsSE 1/4 of Secti,�'3; pOint marking the Southeast corner of boundary old . cin . thence North 4§;Q7'05" Weal 7•.95 fast to a paint Althe R=+IvT OF BEG ka y.gQxa INNING• , so said pointbeing thence North 19'33152" Weesst 57.18 feet to.a point of .end describad� MEerline. ►ee�� cer ing of the above Prepared by: J -U -B ENGINEERS, Inc. .: ERED Roo Gary L. Rodenspiel, L.S. EWW/KFR:dm c 1f ) . ' J -'LJ--® iZINIGiNEERS, INC:. S9o3 Farrar woad .r poly, Idako 113705 Protect: 7543-18 Date: September 26, 1970A TUIPORARY ACCESS A:1D pA=ING EASE ENT DESCRIPTION FOa C"'ERRY LANE VILL:IGE PORTION OF THE N 1/2 S 1/2, SECTION 3, 2.' T.3a., R. 11j. , B.m. , MERIDIAN, ADA Conry, IDAHO A temporary access and parking easement lying in the N. of -Section 3. T.3N., it.1W., B*No P Meridian 1/2 of the 5 1/2 cularly described as follows: Ada County, Idaho and more parts - Beginning at the Northeast corner of the 'said S 1/2 0£ Section 3; thence North 313'55'29" West 2,643.29 feet along the Northerly boundary O of the said S 1/2 af4Sl;ction 3 to a point marking the Northwest SE 1/4 of the said Section 3; corner of the ztthence South 59'37117" West 651.55 feet to a point, also said Point the REAL -POINT OF BEGINNING; p t being D thence_South 0029144" West 110.21 feet 'to a point- _,:ice q0.. , thence South 68'54'11" East 169.56 feet to a point of curve; curve having thence Southeasterly along a -curve to the right'59.46 feet, also said of 30.64 feet -and,axearlongal ngle f440� a radius of 100.00 feet, tangent's chordof5659g. ' a point of tangent; et bearing South -51'52'06!1 . .. thence South.34•50'01" East 451.00 feet to a point; thence South 56.00100" West 245.82 feet along a line 60.00 fe of and parallel to the Northerly boundary of Cherry Lane Villageet Northerly vision, a's filed for record in the office of the Ada County Recorder; Boise, Idaho, in Book44of Plats at pages 3537 through 3539 to a point; thence South 34900'00i1 East 60.00 feet to a Northerly boundary of Cherry Lane Village. No. l n angle point'on theSubdivision• said - thence North 560001Q0" East 305.46 feet along. the said Northerly boundary of Cherry Lane Village No. 1 Subdivision to a rex of Lot 2 of Block 9 of the said Cher Point marking the Northeast cor- ry Lane Village No, 1 Subdivision; . thence South 43058110" East 75. of the said Cherr 57 feet along the Northeasterly boundary y Lane Village No. 1 Subdivision to a point; 11 MLr. 5901 MrrnMein goaa doh�� rgaAo X1703 p� • Project: 7543-18 Date: SoPte"her 26, 1.97S,, d } page: 2 - Temporary Access 6 Parking Easement for Cher Lane ;Y Village ■� 1 thence North 22.15100" East 60.05 foot to a point; thence North 35.00'00" West 285.33 feet to a point; thence North 51'45100" West 580.00 feet to the point of beginning, - comprising 1,93 acres, more or less. Prepared bys- J -U -B EUGMERS, Inc. - E ;.4, 7 Gary. L. Rodensviel. r._n: L E A S E • THIS INDENTURE LEASE, entered into this a day of �-6 1983, by and between JAMES W. FULLER and LOIS JEAN FULLER, due and payable on hus- 1 of each year. band and wife, hereinafter called LESSORS, and WALLACE D. LOVAN and VI NITA LOVAN, husband•and -wife, hereinafter called LESSEES, WITNESSETH: The Lessors agree to pay all state and county taxes and assessments when and as the F°:' THAT the Lessors, for and in consideration of rents, cove- nants and agreements hereinafter mentioned to be kept they become delinquent. and perform by the Lessees, do by these presents, demise and lease to the Lessees, the following described property situated in Ada County; Idaho, more particularly described as follows: 3. The Lessees DESCRIPTION ATTACHED HERETO ,not to commit any waste upon P'. said premises, nor permit together for the term of five (5) years beginning March 1, 1983, �'Eh'r'ough and including March 1, 1988, The Lessees �f upon the following terms ' `'' ;;....- `and conditions: and to at all times keep the said premises in 1. It is agreed that the rental for the premises for said term shall be the sum of ONE HUNDRED DOLLARS M neat and orderly condition. 5. It is further agreed and understood that if said rent provided herein be not paid as specified and agreed herein, LEASE - 1 E, $100.00) per year, due and payable on March 1 of each year. 2. The Lessors agree to pay all state and county taxes and assessments when and as the same shall become due and before they become delinquent. 3. The Lessees agree ,not to commit any waste upon said premises, nor permit any waste to be committed by others. 4. The Lessees agree to diligently care and maintain said premises and to at all times keep the said premises in a neat and orderly condition. 5. It is further agreed and understood that if said rent provided herein be not paid as specified and agreed herein, LEASE - 1 E, l C,l RECORDED -RE UEST OF MEMO 8 j 0AJO AG �3 �lSg f PARTIES: 1999 AU 19 P1 1=22 N� 9908300-1 Lessor: City of Meridian, an Idaho Municipal Corporation Lessee: Cherry Lane Recreation, Inc., an Idaho Corporation REAL PROPERTY: Those certain parcels of real property located in the City of Meridian, County of Ada, State of Idaho, and more particularly described in Exhibit "A,' attached hereto and consisting of eight (8) pages, and by this reference incorporated herein. THIS IS TO ACKNOWLEDGE AND TO GIVE NOTICE to the world that the above named parties have entered into that certain lease agreement entitled, "AGREEMENT OF LEASE" on the V day of October, 1978, the original of which is on file with the City Cleric of the City of Meridian at the Meridian City Hall, which agreement is in full force and effect and which agreement provides for the lease of the real property described herein. Dated this day of August, 1999. ACKNOWLEDGMENTS IN WITNESS WHEREOF, the parties have herein executed this agreement and Made it effective as hereinabove provided. CHERRY LANE RECREATION, INC. BY: Wallace D. Lovan, President BY: r �� Venita . Lovan MEMORANDUM OF LEASE AGREEMENT — PAGE I OF 3 Attest: z -- , Z /6.1, TY CLERIC STATE OF IDAHO :ss COUNTY OF ADA CITY OF MERIDIAN BY :AOR OBERT D. CORRIE `t`�ttiuuf�rrrrrrrrrr fSEALor- SEAL rrr'rrrurr rr����'��w\ On thislj�U day of August, in the year 1999, before me, 4 I a Notary Public, personally appeared WALLACE D. LOVAN and VE ITA I. LOVAN, known or identified to me to be the President and ar he Cherry Lane Recreation, Inc., an Idaho Corporation, and who execut the -instrument dent or the person that executed the instrument on behalf of said corporation, and acknowledge to me that such corporation executed the same. S i •• •i i ,OTA-kj, v . o ro '••• ••••Goose••• ` ``, pee ,aaaa *NEaPublic for Idaho Commission expires: /bll 600D-, MEM OF LEASE AGREEMENT - PAGE 20F 3 STATE OF IDAHO ) :ss County of Ada I �-� On this day of August, in the year 1999, before me, a Notary Public, personally appeared ROBERT D. CORRIE and WILLIAM G. BERG, JR., known or identified to me to be the Mayor and Cleric, respectively, of the City of Meridian, who executed the instrument or the person that executed the instrument of behalf of said City, and acknowledged to me that such City executed the same. a,. � r Notar Public for Idaho Commission expires: / L/ S1a00a MEMORANDUM OF LEASE AGREEMENT — PAGE 30F 3 File Number; P183117 SCHEDULE C The land referred to in this Commitment is described as follo%vs: PARCEL I A PARCEL OF LAND BEING A PORTION OF THE WEST -HALF, SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A BRASS CAP MARKING THE SOUTHEAST CORNER OF THE NORTHEAST QUARTER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO; THENCE ALONG THE SOUTHERLY BOUNDARY OF SAID NORTHEAST QUARTER OF SECTION 3, NORTH 88 DEGREES 55'29" WEST 2643,29 FEET TO A BRASS CAP MARKING THE SOUTHWEST CORNER OF THE NORTHEAST QUARTER/ THENCE LEAVING SAID SOUTHERLY BOUNDARY NORTH 75 DEGREES 30'00' WEST 190.00 FEET TO A 2' IRON PIPE; THENCE NORTH 40 DEGREES 00100' WEST 40.00 FEET TO AN IRON PIN; THENCE SOUTH 75 DEGREES 59'31' WEST 70.00 FEET TO AN IRON PIN; THENCE SOUTH 25 DEGREES 00100" WEST 64.19 FEET TO AN IRON PIN; THENCE NORTH 89 DEGREES 25'06" WEST 254.51 FEET TO A POINT, SAID POINT ALSO BEING THE REAL POINT OF BEGINNING; THENCE CONTINUING NORTH 89 DEGREES 25'06' EST 100.01 FEET TO A POINT; THENCE SOUTH 00 DEGREES 30'11" WEST 407.92 FEET TO A POINT; THENCE SOUTH fib DEGREES 54'11' EAST 276.46 FEET TO A POINT MARKING A POINT OF CURVE; THENCE ALONG A CURVE TO THE RIGHT 59.46 FEET, SAID CURVE HAVING A CENTRAL ANGLE OF 34 DEGREES 04'10', A RADIUS OF 100.00 FEET, TANGENTS OF 30.64 FEET AND A LONG CHCRO OF 58.50 FEET BEARING SOUTH 51 DEGREES 52'06* EAST TO A POINT MARKING A POINT OF TANGENTS; THENCE SOUTH 34 DEGREES 50'01' EAST 292.99 FEET TO A POINT; THENCE SOUTH 89 DEGREE$ 48'41' EAST 147.34 FEET TO A POINT; THENCE NORTH 35 DEGREES 00'00" WEST 109.03 FEET TO A POINT; THENCE NORTH 51 DEGREES 45'00" WEST 580.00 FEET TO A POINT; THENCE NORTH 00 DEGREE 29'44" EAST 335.18 FEET TO THE POINT OF BEGINNING. PARCEL II A PARCEL OF LAND LYING IN PORTIONS OF THE SOUTH HALF OF THE NORTH HALF AND THE NORTH HALF OF THE SOUTH HALF OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A POINT MARKING THE NORTHWEST CORNER OF THE SAID NORTH HALF OF THE SOUTH HALF OF SECTION 3; THENCE SOUTH 89 DEGREES 25'06" EAST 2,077.73 FEET ALONG THE NORTHERLY BOUNDARY OF THE SAID NORTH HALF OF THE SOUTH HALF OF SECTION 3 TO A POINT, ALSO SAID POINT BEING THE REAL POINT OF BEGINNING; THENCE SOUTH 0 DEGREE 29'44^ WEST 335.18 FEET TO A POINT; THENCE SOUTH 51 DEGREES 45'00" EAST 580,00 FEET TO A POINT; THENCE SOUTH 35 DEGREES 00'00" EAST 285.33 FEET TO A POINT; THENCE SOUTH 22 DEGREES 15'00" WEST 60.05 FEET TO A POINT; THENCE SOUTH 43 DEGREES 58'10" EAST 238.75" FEET TO A POINT; THENCE SOUTH 29 DEGREES 00'00" EAST 110.00 FEET TO A POINT; THENCE NORTH 61 DEGREES 00'00" EAST 81.19 FEET TO A POINT OF CURVE, THENCE LEGAL CONTINUED EXHIBIT "A" TO MEMORANDUM OF LEASE AGREEMENT File Number: P183117 PAGE 2 PARCEL II (CONT.) NORTHEASTERLY ALONG A CURVE TO THE LEFT 147.14 FEET, SAID CURVE HAVING A CENTRAL ANGLE OF 48 DEGREES 10'28", A RADIUS OF 175.00 FEET, TANGENTS OF 78.23 FEET AND A LONG CHORD OF 142.84 FEET BEARING NORTH 36 DEGREES 54'46" EAST TO A POINT OF ENDING OF CURVE; THENCE NORTH 56 DEGREES 30'00" WEST 151.38 FEET TO A POINT; THENCE NORTH 41 DEGREES 30'00" WEST 203.92 FEET TO A POINT; THENCE NORTH 17 DEGREES 15'00• WEST 94.14 FEET TO A POINT; THENCE NORTH 22 DEGREES 15'00" EAST 147.00 FEET TO A POINT; THENCE NORTH 65 DEGREES 50100" EAST 45.00 FEET TO A POINT; THENCE SOUTH 87 DEGREES 20'Q0' EAST 78.40 FEET TO A POINT; THENCE SOUTH 68 DEGREES 00'00' EAST 61.48 FEET TO A POINT; THENCE SOUTH 71 DEGREES 33'25" EAST 88.05 FEET TO A POINT; THENCE SOUTH 60 DEGREES 00100" EAST 108.33 FEET TO A POINT OF BEGINNING OF CURVE; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT 139.32 FEET, SAID CURVE HAVING A CENTRAL ANGLE OF 25 DEGREES 35'19', A RADIUS OF 311.95 FEET, TANGENTS OF 70.84 FEET AND ALONG CHORD OF 13$_16 FEET BEARING NORTH 56 DEGREES 12'20° EAST TO A POINT OF TANGENT; THENCE NORTH 69 DEGREES 00'00" EAST 115.08 FEET TO A POINT OF CURVE; THENCE NORTHEASTERLY ALONG A CURVE TO THE LEFT 125.75 FEET, SAID CURVE HAVING A CENTRAL ANGLE OF 24 DEGREES 25'22", A RADIUS OF 295.00 FEET, TANGENTS OF 63.84 FEET AND A LONG CHORD OF 124.80 FEET BEARING NORTH 56 DEGREES 47'19" EAST TO A POINT OF ENDING OF CURVE; THENCE NORTH 44 DEGREES 00'00" WEST 79,53 FEET TO A POINT; THENCE NORTH 67 DEGREES 45'00" WEST 160.00 FEET TO A POINT; THENCE SOUTH 65 DEGREES 50'00" WEST 244.67 FEET TO A POINT; THENCE NORTH 50 DEGREES 30100" WEST 114.35 FEET TO A POINT' THENCE NORTH 44 DEGREES 00'00" EAST 90.00 FEET TO A POINT; THENCE NORTH 17 DEGREES 00'00" WEST 175.00 FEET TO A POINT; THENCE NORTH 12 DEGREES 00'00' EAST 280.00 FEET TO A POINT; THENCE NORTH 77 DEGREES 30100" WEST 170.00 FEET TO A POINT; THENCE SOUTH 68 DEGREES 00'00" WEST 265.00 FEET TO A POINT MARKING 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 DEGREES 00'00" WEST 40.00 FEET TO A POINT; THENCE SOUTH 75 DEGREES 59131" WEST 70.00 FEET TO A POINT; THENCE SOUTH .25 DEGREES 00'00" WEST 64.19 FEET TO A POINT ON THE SAID NORTHERLY BOUNDARY OF THE NORTH HALF OF THE SOUTH HALF OF SECTION 3; THENCE NORTH 89 DEGREES 25'06" WEST 254.51 FEET ALONG THE SAID NORTHERLY BOUNDARY - OF THE NORTH HALF OF THE SOUTH HALF OF SECTION 3 TO THE POINT OF BEGINNING. EXCEPT THAT PORTION LYING WITHIN THE FOLLOWING SUBDIVISIO=NS: CHERRY LANE VILLAGE NO. 1 SUBDIVISION, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 44 OF PLATS AT PAGES 3537 AND 3538, RECORDS OF ADA COUNTY, IDAHO; CHERRY LANE VILLAGE NO. 2 SUBDIVISION, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 46 OF PLATS AT PAGES 3791 AND 3792, RECORDS OF ADA COUNTY, IDAHO; THE LAKE AT CHERRY LANE, ACCORDING TO THE PLAT THEREOF FILED IN BOOK 52 OF PLATS AT PAGES 4569 AND 4570, RECORDS OF ADA COUNTY, IDAHO; THE LAKE AT CHERRY LANE NO. 2, ACCORDING TO THE PLAT THEREOF FILED IN BOOK 54 OF PLATS AT PAGES 4882 AND 4863, RECORDS OF ADA COUNTY, IDAHO; LEGAL CONTINUED EXHIBIT "A" TO MEMORANDUM OF LEASE AGREEMENT File Number; P183117 PAGE 3 PARCEL II (CONT.) THE KE AT FILEDAIN BOOK ERRY 74 4 F LANE OAT � SUBDIVISION, ACCORDING TO THE P LAT IDAHO, AGES 7674 AND 7675, RECORDS OF ADA COUNTY, PARCEL III -A A PORTION OF THE WEST HALF OF SECTION 31 TOWNSHIP 3 NORTH BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, MORE pAATICULAALYGDEI WEST, FOLLOWS. SCRIBED AS COMMENCING AT THE CORNER COMMON TO SECTIONS 3; THENCE 4 , 9, 10 AND THE SAID SECTION NORTH 0 DEGREE 38'11' EAST 2651 19 FEET TO THE SAID SECTIONS 3 AND 4 AS SAME WAY REESTABLISHEDOBY� SA97 (Cp $OFMaN TO INSTRUMENT N0. 7852.146, RECORDS OF ADA COUNTY NORTHWEST CORNER OF SAID SECTION 3 BEARS ' IDAHO)' FROM WHICH THE NORTH 0 DEGREE 38'27" FAST 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8' IRON PIN; SOUTH 88 DEGREES 55'31" EAST 379.53 FEET TO THE REAL POINT O EBEGINNIN ' THENCE CONTINUING SOUTH 88 DEGREES 55'31" G' SOUTH 8 DEGREES 18'10^ EST 440.665FEET TTO ATO APOINT; THENCE SOUTH 16 DEGREES 18'25" WEST 218,04 FEET TO A POINT; THENCE NORTH 89 DEGREES 13'511, EAST 540.22 FEET TO A POINT; TTHENCE HENCE NORTH 71 DEGREES 43'34".EAST 442.46 FEET TO A POINT; ; THENCE NORTH 10 DEGREES 33'50' EAST 487.84 FEET TO A POINT SOUTH 88 DEGREES 55'31' EAST 124 94 FEET TD A POINT; THENCE HENCE SOUTH 50 DEGREES 38'25' EAST 89.99 FEET TO A POINT; THENCE 165,33 FEET ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING A RADIUS OF 250,25 FEET A CENTRAL ANGLE OF 37 DEGREES 51'08", AND A LONG CHORD BEARING SOUTH 31 DEGREES 42'52 THENCE EAST 162.34 FEET TO A POINT;, NORTH 89 DEGREES 29'44" WEST 120.24 FEET TO APOINT; THENCE SOUTH 4 DEGREE 27'17" EAST 80.30 FEET TO A POINT; THENCE SOUTH 0 DEGREE 30'16" NEST 230.52 FEET TO A 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 SOUTH 50 DEGREES 50'29• WEST 134.39 FEET TO A POINT; THENCE SOUTH 71 DEGREES 28'48' WEST 120.64 FEET TO A POINT; THENCE SOUTH 82 DEGREES 45'52" WEST 225.84 FEET TO A POINT; THENCE SOUTH 89 DEGREES 02'$7- WEST 67,30 FEET TO A POINT; THENCE NORTH 89 DEGREES 10.41" WEST 825,06 FEET TO A POINT, THENCE NORTH 77 DEGREES 29.20" WEST 148.07 FEET TO A POINT; THENCE NORTH 89 DEGREES 10'41" WEST 160,40 FEET TO A POINT LYING 65.00 FEET EAST OF THE WEST BOUNDARY OF SAID SECTION 3; THENCE ALONG A LINT= 65.00 FEET EAST OF AND PARALLEL TO THE WEST BOUNDARY OF SAID SECTION 3 NORTH 0 DEGREES 38'11" EAST 247,64 FEET TO .A POINT; THENCE SOUTH 89 DEGREES 21'49" EAST 156,03 FEET TO A POINT; THENCE NORTH 45 DEGREES 03'76" EAST 163.61 FEET TO A POINT' NORTH 5 DEGREES 38'31' THENCE 502.42 FEET TO THE POINT OF BEGINNING. LEGAL CONTINUED EXHIBIT "A" TO MEMORANDUM OF LEASE AGREEMENT File Number: P183117 PAGE 4 PARCEL IYI-q A PORTION OF THE WEST HALF OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, MORE PARTICUL,4RLY DESGAIBE FOLLOWS: D AS COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 3; THENCE 10 AND THE SAID SECTION NORTH 0 DEGREE 38'11° EAST 2651.19 FEET TO THE QUARTER CORNER COMMON TO SAID'$ECTIONS 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP & F INSTRUMENT NO. 7852146, RECORDS OF ADA COUNTY, IDAHO); FORM NORTHWEST CORNER OF SAID SECTION 3 BEARS WHICH THE NORTH 0 DEGREE 3$'27' EAST 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A / IRON SOUTH 88 DEGREES 56'31" EAST 1977.72 FEET TO A '518- IRON;PIN ANDETHE REAL POINT OF BEGINNING; THENCE SOUTH 0 DEGREE 30'15" WEST 413.59 FEET TO A POINT; THENCE NORTH 68 DEGREES 54'11" WEST 26.71 FEET TO A POINT; THENCE NORTH 68 DEGREES 54'11" WEST 26.71 FEET TO A POINT; THENCE NORTH 0 DEGREE 30'15' EAST 217.93 FEET TO A POINT; THENCE 211.88 FEET ALONG THE ARC OF A CURVE TO THE LEFT, HAVING A RADIUS OF 249.75 FEET, A CENTRAL ANGLE OF 48 DEGREES 36'25- AND A LONG CHORD BEARING NORTH 23 DEGREES 47'57" WEST 205.58 FEET TO A POINT; THENCE SOUTH 88 DEGREES 55'31" EAST 149.62 FEET TO THE POINT OF BEGINNING. PARCEL IV•A A PORTION OF SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 3; THENCE g, 10 AND THE SAID SECTION NORTH 0 DEGREE 38'11" EAST, P-651-19 FEET TO THE QUARTER CORNER COMMON TO SAID SECTION 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP 8 F INSTRUMENT N0. 7852146, RECORDS OF ADA COUNTY, IDAHO); FROM WHICH THE NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGREE 38'27" EAST, 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27' EAST 22.64 FEET TO A 5/8, IRON PIN, THENCE THENCE 88 DEGREES 55'37" EAST, 379.53 FEET TO THE REAL POINT OF BEGINNING; THENCE NORTH 5 DEGREE 35'31" EAST, 290.28 FEET TO A POINT; THENCE 46.45 FEET ALONG THE ARC OF A NON -TANGENT CURVE TO THE RIGHT, HAVING A RADIUS OF 250,00 FEET, A CENTRAL ANGLE OF 10 DEGREES 3$'46`, AND A LONG CHORD BEARING SOUTH 49 DEGREES 22'43" EAST, 46.39 FEET TO A POINT; THENCE SOUTH 44 DEGREES 03'20" EAST, 136.41 FEET TO A POINT; THENGE SOUTH $ DEGREES 18'10" NORTH EAST, 165.80 FEET TO A POINT; THENCE 88 DEGREES 55'31• WEST, 182.65 FEET TO THE POINT OF -BEGINNING, PARCEL IV -B A PORTION OF GOVERNMENT LOT 4 AND THE SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 31 TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO MORE PARTICULARLY DESCRIBED AS FOLLOWS: LEGAL CONTINUED EXHIBIT "A" TO MEMORANDUM OF LEASE AGREEMENT File Number; P183117 PAGE 5 PACREL IV -8 (CONT.) COMMENCING AT THE CORNEA COMMON TO SECTIONS 4, 9, 10 AND THE SAID 3; THENCE NORTH O DEGREE 38'11" SECTION SAID SECTION 3 AND 4 ASSAME REESTABLISHED FEET TO EBY LS. 7 QUARTER CORNER COMMON TO NO. 7852146, RECORDS OF ADA COUNTY 9 2 (CP d F INSTRUMENT CORNER OF SAID SECTION 3 BEARS NORTH ODAHO)- 38'27" O27WHICH THE NORTHWEST THENCE EAST, 2687.45 FEET; NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES 55'31" EAST, 834.71 FEET TO A POINT; THENCE NORTH 1 DEGREE 04'29" EAST, 77.45 FEET TO THE REAL POINT OF BEGINNING• THENCE 199.31 FEET ALONG THE ARC OF CURVE TO THE RIGHT HAVING A RADIUS OF 270, FEET, A CENTRAL ANGLE OF 42 DEGREES 17'41" AND A LONG CHORD BEARING NORTH 65 DEGREES 12'11" 00 NORTH 44 DEGREES 0320• WEST, 198.0694.81 FEET TFEETPTTONA�POINT, THENC NORTH 37 DEGREE 38"05" EAST, 125-90 FEET TO A POINT;T THENCEE NORTH 4 DEGREES 26'20" WEST, 178.94 FEET TO A POINT; THENCE NORTH 49 DEGREES 13'43" WEST, 619.18 FEET TO A POINT; THENCE NORTH 89 DEGREES 21'33" WEST, THENCE 39.72 FEET TO A POINT; NORTH 0 DEGREE 38'27" EAST, 178.61 FEET TO A PAINT; SOUTH 89 DEGREES 21'33' EAST, 104.94 FEET TO A POINT; THENCE NORTH 26 DEGREES 46'55• EAST, 463.73 FEET TO A POINT; THENCE NORTH 13 DEGREES 05'08' EAST, 186.18 FEET TO A POINT; THENCE SOUTH 89 DEGREES 23'04' EAST, 221.37 FEET TO A POINT; THENCE SOUTH 0 DEGREE 36156" WEST, 30,00 FEET TO A POINT; THENCE lORTH 89 DEGREES 23'04' WEST, 114.43 FEET TO A POINT' SOUTH 10 DEGREES 38'11" WEST, 162.48 FEET TO A POINT; THENCE THENCE SOUTH 5 DEGREES 36'09" EAST, 160.95 FEET TO A POINT;THENCE SOUTH 48 DEGREES 58'55" WEST SOUTH 10 DEGREES 49'04" ' 66.41 FEET TO A POINT; THENCE SOUTH 12 DEGREES 00'00• WEST, 123.62 FEET TO A POINT; THENCE SOUTH 53 DEGREES 26'21• EAST, 85.00 FEET TO A POINT; THENCE SOUTH 5 DEGREES 31'51" EAST, 142.60 FEET TO A POINT; THENCE SOUTH 41 DEGREES 14.14' EAST, 1171.06FFEETTTO AO A PPOINT; THENCE SOUTH 89 DEGREES 12'26• EAST, 122.33 FEET TO A POINT; THENCE SOUTH 43 DEGREES 03'05" EAST, 60.00 FEET TO A POINT; THENCE SOUTH 0 DEGREE 36'15" WEST, 671.50 FEET TO THE POINT OF BEGINNING. PARCEL IV.0 A PORTION OF THE NORTHWEST QUARTER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNT{IDAHO, MORE_P�4RTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE CO'R AND THE SAID SECTION 3; THENCE NER COMMON TO SECTIONS 4 NORTH O DEGREE 38'11" EAST � 9, 10 6 SAID SECTIONS 3 AND 4 AS SAMEWASIREESTABLISHED BYALSE972D(R�pASCFMMON 70 INSTRUMENT NO. 7852146, RECORDS OF ADA COUNTY NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 2697-49 FEET; THENCE �I oDEGREE 38R27'EAST, OM WHICH THE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES 55'31" EAT, 1784.61 FEET TO A POINT; THENCE NORTH 1 DEGREE 04'29^ EAST, 303.15 FEET TO THE REAL POINT OP BEGINNING - THENCE LEGAL CONTINUED EXHIBIT "A" TO MEMORANDUM OF LEASE AGREEMENT File Number: P183117 PAGE 6 PARCEL "V -C (CONT.) NORTH 66 DEGREES 28'40" WEST NORTH 56 DEGREES 56'397 r 157,70 FEET TO A PAINT; NORTH 89 DEGREES 23'44^ WEST, 717.37 FEET TO A POINT; THENCE NORTH 0 DEGREE S 23) WEST, 36.12 FEET TO A POINT; THENCE 154.58 FEET ALONG THE ARC TOFSAONp(FEET TANGENT CURVE�TO THENCE RADIUS OF THENCE CHORD BEARING NORTH19DEGREESA04A45 ANGLE S 39 DEGREES THE LEFT, ND A HAVING A NORTH 38 DEGREES 45'45" WEST, 39.00 FEET A5p0INTFEET TO A POINT' THENCE NORTH 51 DEGREES 14'15' THENCE JMtNCE NORTH 26 DEGREES 11' EAST, 110-00 FEET TO A POINT; THENCE 31•' WEST, 134.78 FEET TO A PAINT NORTH 4 DEGREES 04'20" WEST, 277.45 FEET TO a p NORTH 31 DEGREES 46'35" THENCE NORTH 0 DEGREE 36'56" WEST' 241.56 FEET TO A POINT; THENCE NORTH 89 `DEGREES 23'04�ST, 132.59 FEET TO A POINT- THENCE NORTH WEST, 110.00 FEET TO A POINT; THENCE 0 DEGREE 36'56" EAST, 30.00 FEET TO A POINT; THENCE SOUTH 69 DEGREES 23'04" EA THENCE SOUTH 78 DEGREES 05'29' EAST' 175.94 FEET TO A POINT; THENCE SOUTH 63 DEGREES 13'16- 5T, 71.13 FEET TO A POINT; THENCE SOUTH 56 DEGREES 28.32• EAST, 66,34 FEET TO A PRINT; THENCE SOUTH 53 DEGREES 15'09^ EAST, 79,07 FES TO A POINT; THENCE SOUTH 42 DEGREES 31'18 ^ QST' 86.07 FEET TO A POINT; THENCE SOUTH 35 DEGREES 2822° EAST' 70'53 FEET TO A POINT; THENCE SOUTH 5 DEGREES 49'06 ' 08 FEET TO A POINT; THENCE SOUTH 8 DEGREES 16'07. EAST, 249.89 FES TO A POINT; THENCE SOUTH 13 DEGREES 56'20- 6 20^EAST, 125.42 FEET TO A POINT; THENCE SOUTH 42 DEGREES 43'29' EAST, 266.06 FEET TO A POINT; THENCE NORTH 61 DEGREES 49'13' EAST, 165.37 FEET TO A POINT; TO A POINT; NORTH 11 DEGREES 00'42' WEST THENCE SOUTH 89 DEGREES 18'49' EAST, 398.40 FEET TO A POINT' THENCE SOUTH 79 DEGREES 02,15• 99-24 FeET TO A POINT; THENCE SOUTH 60 DEGREES 40'15• EAST, 61,16 FEET TO A POINT;' THENCE SOUTH 85 DEGREES 10'18" EAST, 136.30 FEET TO A POINT' THENCE 7 164-39 FEET TO A POINT; SOUTH 0 DEGREE 30,1EES 29'45 THENCE NORTH 5^ WEST, 235.93 FEET TO A POINT; ' THENCE SOUTH 78 DEGREES 33'49" QST, WEST 80.00 FEET TO A POINT- FEET TO A POINT. THENCE THENCE SOUTH 71 DEGREES 45'15" WEST, 185,77 FEET TO A POINT; THENCE SOUTH 0 DEGREE 30'15" WEST, 154.10 FEET TO A POINT• THENCE 288.86 FEET ALONG THE ARC OF A NON -TANGENT CURVE TO THEELEFT RADIUS OF 425.00 FEET, A CENTRAL ANGLE OF CHORD BEARING SOUTH 63 DEGREES D4'38 DEGREES 56,31 -,'AND HAVING A BEGINNING. 83.33 FEET TO THEPOINT O ll" WES7-, 2OF PARCEL IV•D A PORTION OF THE SOUTHEAST QUARTER OF TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE IDAHO, MORE PARTICULARLY DESCRAS THE NORTHWEST QUARTER OF SECTION 3, MERIDIAN, MERIDIAN, ADA COUNTY, FOLLOWS: COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 10 AND THE SAID 3 D SECTIDN ; THENCE LEGAL CONTINUED EXHIBIT "A" TO MEMORANDUM OF LEASE AGREEMENT File Number; P183117 J` T PAGE 7 PARCEL FV -D (CONT.) NORTH 0 DEGREE 38'11" EAST, 2651.19 FEET TO THE QUARTER CORNER COMMON TO SAID SECTIONS 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 RN & F INSTRUMENT N0. 7852146, RECORDS OF ADA COUNTY, NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGREE 38��7- EAST, 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8" IRON AIN; THENCE SOUTH 88 DEGREES 55'31" EAST, 1614.53 FEET' TO THE REAL POINT OF BEGINNING; THENCE NORTH 10 DEGREES 33'50" EAST, 72.37 FEET TO A POINT; 129.52 FEET ALONG THE ARC OF A NON -TANGENT CURVE TO THE RIGHT, HAVING A RADIUS OF 600.00 FEET, A'CENTRAL ANGLE OF 12 DEGREES 22'07` AND A LONG CHORD BEARING SOUTH 56 DEGREES 49'29` EAST, 129.27 FEET TO A POINT; THENC SOUTH 50 DEGREES 38'25" EAST, 4.33 FEET TO A POINT; THENCE E NORTH 88 DEGREES 55'31' WEST, 124.54 FEET TO THE POINT OF BEGINNING. PARCEL IV.E A PORTION OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, AOA COUNTY, IDAHO, MORE PARTICULARLY DESCRIBED AS FOLLOWS; COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 10 AND THE SAID SECTION 3; THENCE NORTH 0 DEGREE 38'11: EAST, 2651.19 FEET TO THE QUARTER CORNER COMMON TO SAID SECTIONS 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP & F INSTRUMENT NO. 7852145, RECORDS OF ADA COUNTY, IDAHO); FROM WHICH THE NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGREE 35'27- EAST, 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES 55'31- EAST, 1977.72 FEET TO A 5/8" IRON PIN AND THE REAL POINT OF BEGINNING; THENCE NORTH 88 DEGREES 55'31" WEST, 109.62 FEET TO A POINT; THENCE 11.06 FEET ALONG THE ARC OF A NON -TANGENT CURVE TO THE LEFT, HAVING A RADIUS OF 249.75 FEET, A CENTRAL ANGLE OF 2 DEGREES 32'16', AND A LONG CHORD BEARING NORTH 45 DEGREES 22'17" EWEST, 11 .06 FEET TO A POINT; THENCE NORTH 50 DEGREES 38'25" WEST 60.45 FEET ALONG THE ARC OF A CURVE TOTHEOLEFT, HAVINGHCE ANRADIUS OF 680.00 FEET, A CENTRAL ANGLE OF S DEGREES 05'36', AND A LONG CHORD BEARING NORTH 53 DEGREES 11'13" WEST, 60.43 FEET TO A POINT; THENCE 30.13 FEET ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING A RADIUS OF 20.00 FEET, A CENTRAL ANGLE OF 86 DEGREES 18'50", AND A LONG CHORD BEARING NORTH 12 DEGREES 34'36` WEST, 27.36 FEET TO A POINT; THENCE NORTH 30 DEGREES 34'50" EAST, 84.13 FEET TO A POINT; THENCE 269.77 FEET ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING A RADIUS OF 375.00 FEET, A CENTRAL ANGLE OF 41 DEGREES 13'04-$ AND A LONG CHORD BEARING NORTH 51 DEGREES 11'21• EAST, 263.99 FEET TO A POINT; THENCE SOUTH 0 DEGREE 30115" WEST, 369.89 FEET TO THE POINT OF BEGINNING_ PARCEL V LOTS 1 AND 52 IN BLOCK 5, AND LOT 11 IN 8LOCK 9 OF CHERRY LANE VILLAGE NO. 1 SUBDIVISION, ACCORDING TO THE PLAT THEREOF FILED IN 600K 44 OF PLATS AT PAGES 3537 THRU 3538, RECORDS OF ADA COUNTY, IDAHO. LEGAL CONTINUED EXHIBIT "A" TO MEMORANDUM OF LEASE AGREEMENT File Number: P183117 PAGE a PARCEL'VI LOTS 12 AND 21 IN BLOCK 9 AND LOT 4 IN BLOCK 11 AND LOT 53 IN BLOCK 5 OF CHERRY LANE VILLAGE NO. 2 SUBDIVISION, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 46 OF PLATS AT PAGES 3791 AND 3792, RECORDS OF ADA COUNTY, IDAHO. PARCEL VII LOT 83 IN BLOCK 5 AND LOT 14, IN BLOCK 13 CHERRY LANE VILLAGE NO. 3 SUBDIVISION ACCORDING TO THE OFFICIAL PLAT THEREOF FILED IN BOOK 58 OF PLATS AT PAGES 5473 THRU 5475, RECORDS OF ADA COUNTY, IDAHO. PARCEL. VIII LOT 28 IN BLOCK 11 AND LOT 39 IN BLOCK 13: CHERRY LANE VILLAGE NO. 4 SUBDIVISION ACCORDING TO THE OFFICIAL PLAT THEREOF FILED IN BOOK 63 OF PLATS AT PAGES 6376 AND 6377, RECORDS OF ADA COUNTY, IDAHO. PARCEL IX LOT 9 IN BLOCK 1 OF RECORD OF SURVEY N0. 802 OF ADJUSTED LOT LINES FOR LOTS 8, 9 AND 1O, IN BLOCK 1 OF THE LAKE AT CHERRY LANE, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 52 OF PLATS AT PAGES 4569 AND 4570, RECORDS OF ADA COUNTY, IDAHO. PARCEL X LOT 5 IN BLOCK 1 AND LOT 13 IN BLOCK 2, THE LAKs~ A7 CHERRY LANE N0. 2, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 54 OF PLATS AT PAGES 4882 AND 4883, RECORDS OF ADA COUNTY, IDAHO. PARCEL XI LOT 24 IN BLOCK 2 OF THE LAKE AT CHERRY LANE N0. 3 SUBDIVISION ACCORDING TO THE OFFICIAL PLAT THEREOF FILED IN BOOK 70 OF PLATS AT PAGES 7167 AND 7168, RECORDS OF ADA COUNTY, IDAHO. PARCEL XII LOT 19 IN BLOCK 1 AND LOT 46 IN BLOCK 2 OF THE LAKE AT CHERRY LANE NO. 4 SUBDIVISION, ACCORDING TO THE OFFICIAL PLAT THEREOF, FILED IN BOOK 74 OF PLATS AT PAGE 7674 AND 7675, RECORDS OF AOA COUNTY, IDAHO. END OP LEGAL DESCRIPTION EXHIBIT "A" TO MEMORANDUM OF LEASE AGREEMENT ** TOTRL PAGE.09 ** CERTIFICATF OF CLERIC OF THE CI'T'Y OF MEWDIAN I, the undersigned, do hereby certify: I • That I am the duly appointed and elected Clerk of the City of Meridian a duly incorporated City operating under the laws of the State of Idaho, with its principal office at 33 East Idaho, Meridian, Idaho, 2. That as the City Clerk of this Cit , I am the custodian of its records and minutes and do hereby certify that on the the following action has been taken and authorized- ay of tSe l , 1999, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MERIDIAN SETTING FORTH CERTAIN FINDINGS AND PURPOSES; AUTHORIZING T MAYOR TO ENTER INTO, ON BEHALF OF SAID MUNICIPALITY, ,AN HE AGREEMENT ENTITLED "LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978", DATED THE DAY OF J2 i OF MERIDIAN AND CHERRY LANE RECREATION, INC.99, By AND , EN THE CITY CORPORATION. IDAHO BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE CITY OF MERIDIAN, IDAHO: WHEREAS, it is in the best interests of the City of Meridian to enter into an agreement with CHERRY LANE RECREATION, INC„ an Idaho Corporation, denoted as "LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30,1978", a copy of which is attached hereto marked as Exhibit "A" to this Resolution, the reasons and authority for which are as set forth in said Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL, as follows: I . The Mayor and Clerk are hereby authorized to enter into and on behalf of the City of Meridian that certain agreement with CHERRY LANE RECREATION, INC., an Idaho Corporation, entitled "LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30,1978" dated the 1999, by and between the City of j day of LANE CREATION, INC., an Idaho Corporation, a copy of whi h isd CHERRY hereto marked as Exhibit "A" to this Resolution and to bind this Cit attached and conditions. V to its terms STATE OF IDAHO, County of Ada, : ss. On this da of y , in the year 1999, before me, G_ B G, JR., known or identified to me to be the City Clerklof the CTed WILLIAM of Meridian, Idaho, that executed the said instrument, and acknowled edity t me t executed the same on behalf of the City of Meridian. g hat he '41� eP ,Sr OTAR� � Nota Public for Idaho * �•s • • Conunission Expires: to AtZ"'.0 �F 1VD msg/ZAWgrk\M\yeridian 15360M\CherrvLane Land Exchan9e\C6RTofCLKforRES0LU RESOLUTION NO. BY: <�Ir e A RESOLUTION OF THE CITY COUNCIL OF THE SETTING FORTH CERTAIN FINDINGS AND PURPOSE OF MERIDIAN THE MAYOR TO ENTER INTO ON BE SES' AUTHORIZING AGREEMENT ENTITLED "LESSOR'S STA BEHALF SAID MICIPALIT•, AN AGREEMENT OF LEASE DATED OCTOBER 30, I97CONCE,RNING QDAY OF se 1-eosn. he f•. ,DATED THE OF MERIDIAN,.1999, By AND BETWEEN THE CIT -y AND CHERRY LANE , RECREATION, INC.AN IDAHO BE IT RESOLVED BY THE MAYOR AND MERIDIAN, IDAHO: COUNCIL OF THE CITY OF "EREAS, it is in the best interests of the City of Meridian t agreement with CHERRY LANE denoted as RECREATION, INC., an Idaho Corporater into an "LESSOR'S STATEMENT CONCERNING AGREE tion, DATED OCTOBER 30, 1978" a copy of which is attached her MENT OF LEASE "A" he reasons and authority for which are ato marked as Exhibit Agreement, s set forth in said to this Resolution, t NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR COUNCIL, as follows: AND CITY 1 • The Mayor and Clerk are hereby authorized to enter into a of the City of Meridian that certain agreement with CHERRY LAN and an behalf INC., an Idaho Corporation, entitled "LESSOR'S STATEMENT E RECREATION, AGREEMENT OF LEASE DATED OCTOBER 30,1978" dated t CONCERNING s o;teox,be1 .1999, by and between the Cit of he � day of LANE RECREATION, INC., an Idaho Corporation, a co Meridian wh n and CHERRY hereto marked as Exhibit "A" to this Resolution and to bind this City is attached and conditions. to its terms RESOLUTION AUTHORIZING THE MAYOR TO ENTER — PAG INTO A LESSOR'S STATEMENT CONCERNING E 1 OF 2 AGREEMENT OF LEASE DATED OCTOBER 30, 1978 PASSED D BY THE COUNCIL OF THE CITY OF MERIDIAN i� , 1999. , IDAHO, this APPROVED BY THE MAYOR OF THE CITY OF MERIDIAN �P,IDAHO, this day of 1999. ATTEST: �`GCRPOR4���'� i� CLERIC = BEAL - I ////III1111111111�111�` msg/ZAWorkVvl\Meridian 15360M\CherryLane Land Exchange\REsOLUI'ION RESOLUTION OF THE CITY OF MERIDIAN — PAGE — AUTHORIZING THE MAYOR TO ENTER INTO A LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEA DATED OCTOBER 30, 1978 SE E. LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 The City of Meridian does hereby state the following concerning that Certain Agreement of Lease dated the 30th day of October, 1978, by and between the City of Meridian, as Lessor, and Cherry Lane Recreation, Inc., an Idaho Corporation, as Lessee, (hereinafter referred to as Lease). 1. The Lease is in full force and effect, with no subsequent amendments or modifications other than the addition of a second nine (9) holes of golf, which are now subject to the terms and conditions of the Lease. 2. The real property, which is subject to the Lease, has been duly annexed into the City of Meridian. 3. The legal description of the real property, which is subject to the Lease, is attached to this statement marked Exhibit "A", and by this reference incorporated herein. 4. Cherry Lane Recreation, Inc., an Idaho Corporation, (Lessee), is exclusively entitled to all the rights, duties and responsibilities of the Lessee under the terms and conditions of the Lease, and the provisions of the Lease require that said rights, duties and responsibilities may only be so held by Cherry Lane Recreation, Inc. without the written permission of the City of Meridian to do otherwise. LESSOR'S STATEMENT CONCERNING AGREEMENT — PAGE 1 OF 2 OF LEASE DATED OCTOBER 30, 1978 LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 The City of Meridian does hereby state the following concerning that Certain Agreement of Lease dated the 30th day of October, 1978, by and between the City of Meridian, as Lessor, and Cherry Lane Recreation, Inc., an Idaho Corporation, as Lessee, (hereinafter referred to as Lease). 1. The Lease is in full force and effect, with no subsequent amendments or modifications other than the addition of a second nine (9) holes of golf, which are now subject to the terms and conditions of the Lease. 2. The real property, which is subject to the Lease, has been duly annexed into the City of Meridian. 3- The legal description of the real property, which is subject to the Lease, is attached to this statement marked Exhibit "A", and by this reference incorporated herein. 4. Cherry Lane Recreation, Inc., an Idaho Corporation, (Lessee), is exclusively entitled to all the rights, duties and responsibilities of the Lessee under the terms and conditions of the Lease, and the provisions of the Lease require that said rights, duties and responsibilities may only be so held by Cherry Lane , Recreation, Inc. without the written permission of the City of Meridian to do otherwise. LESSOR'S STATEMENT CONCERNING AGREEMENT — PAGE I OF 2 OF LEASE DATED OCTOBER 30, 1978 S. The City of Meridian has not transferred, assigned or pledged its interest in, and to, the Lease or the real property, which is subject to the Lease other than the Lease itself. d. Cherry Lane Recreation, Inc., an Idaho Corporation, (Lessee), is current in its performance of the rent payment provisions of the Lease and the City has not caused to be served, nor does it have any present plans to cause to be served, upon Cherry Lane Recreation, Inc. any notice of default of the terms of the Lease, including any present claim of indemnification as far as the City of Meridian is presently aware. 7. This statement is being issued by reason of the Lessee's request for a Lessor's Estoppel Certificate, which by the terms of the Lease the Lessor is not obligated to execute. As a courtesy to the Lessee this statement is being issued under the authority of the City Council action on the 7th day of September, 1999. At1 By. msg/, Dated this 7th day of September, 1999. LESSOR'S STATEMENT CONCERNING AGREEMENT -- PAGE 2 OF 2 OF LEASE DATED OCTOBER 30, 1978 File Number: P183117 SCHEDULE C The land referred to in this Commitment is described as follows: PARCEL I A PARCEL OF LAND BEING A PORTION OF THE WEST -HALF, SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE !MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A BRASS CAP MARKING THE SOUTHEAST CORNER OF THE NORTHEAST QUARTER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO; THENCE ALONG THE SOUTHERLY BOUNDARY OF SAID NORTHEAST QUARTER OF SECTION 3, NORTH 88 DEGREES 55129" WEST 2643.29 FEET TO A BRASS CAP MARKING THE SOUTHWEST CORNER OF THE NORTHEAST QUARTER/ THENCE LEAVING SAID SOUTHERLY BOUNDARY NORTH 75 DEGREES 30'00" WEST 1x0.00 FEET TO A 2' IRON PIPE; THENCE NORTH 40 DEGREES 00100' WEST 40.00 FEET TO AN IRON PIN; THENCE SOUTH 75 DEGREES 59'31' WEST 70.00 FEET TO AN IRON PIN; THENCE SOUTH 25 DEGREES 00100" WEST 64.19 FEET TO AN IRON PIN; THENCE NORTH 89 DEGREES 25'06' WEST 254.51 FEET TO A POINT, SAID POINT ALSO BEING THE REAL POINT OF BEGINNING; THENCE CONTINUING NORTH 89 DEGREES 25'06' EST 100.01 FEET TO A POINT; THENCE SOUTH 00 DEGREES 30'11" WEST 407,92 FEET TO A POINT; THENCE SOUTH 68 DEGREES 54'11" EAST 276.46 FEET TO A POINT MARKING A POINT OF CURVE; THENCE ALONG A CURVE TO THE RIGHT 59.46 FEET, SAID CURVE HAVING A CENTRAL ANGLE OF 34 DEGREES 04'10", A RADIUS OF 100.00 FEET, TANGENTS OF 30.64 FEET" AND A LONG CHORD OF 58,59 FEET BEARING, SOUTH 51 DEGREES 52'06" EAST TO A POINT MARKING A POINT OF TANGENTS; THENCE SOUTH 34 DEGREES 50'01' EAST 292,99 FEET TO A POINT; THENCE SOUTH 89 DEGREES 48'41" EAST 147.34 FEET TO A POINT; THENCE NORTH 35 DEGREES 00'00 WEST 109.03 FEET TO A POINT; THENCE NORTH 51 DEGREES 45'00" WEST 580.00 FEET TO A POINT; THENCE NORTH 00 DEGREE 29'44" EAST 335.18 FEET TO THE POINT OF BEGINNING. PARCEL II A PARCEL OF LAND LYING IN PORTIONS OF THE SOUTH HALF OF THE NORTH HALF AND THE NORTH HALF OF THE SOUTH HALF OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A POINT MARKING THE NORTHWEST CORNER OF THE SAID NORTH HALF OF THE SOUTH HALF OF SECTION 3; THENCE SOUTH 89 DEGREES 25'06" EAST 2,077.73 FEET ALONG THE NORTHERLY BOUNDARY OF THE SAID NORTH HALF OF THE SOUTH HALF OF SECTION 3 TO A POINT, ALSO SATO POINT BEING THE REAL POINT OF BEGINNING; THENCE SOUTH 0 DEGREE 29'44' WEST 335.18 FEET TO A POINT; THENCE SOUTH 51 DEGREES 45'00" EAST 580.00 FEET TO A POINT; THENCE SOUTH 35 DEGREES 00100" EAST 285.33 FEET TO A POINT; THENCE SOUTH 22 DEGREES 15'00" WEST 60.05 FEET TO A POINT; THENCE SOUTH 43 DEGREES 58'10" EAST 238.75 FEET TO A POINT; THENCE SOUTH 29 DEGREES 00'OO" EAST 110.00 FEET TO A POINT; THENCE. NORTH 61 DEGREES 00'00" EAST 81.19 FEET TO A POINT OF CURVE; THENCE LEGAL CONTINUED EXHIBIT "A" TO LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1-978 File Number: P183117 PAGE 2 PARCEL II (CONT.) NORTHEASTERLY ALONG A CURVE TO THE LEFT 147.14 FEET, SAID CURVE HAVING A CENTRAL ANGLE OF 48 DEGREES 10'28", A RADIUS OF 175.00 FEET, TANGENTS OF 78.23 FEET AND A LONG CHORD OF 142.84 FEET BEARING NORTH 36 DEGREES 54'46„ EAST TO A POINT OF ENDING OF CURVE; THENCE NORTH 56 DEGREES 30'00" WEST 151.38 FEET TO A POINT; THENCE NORTH 41 DEGREES 30'00" WEST 203.92 FEET TO A POINT; THENCE NORTH 17 DEGREES 15'00" WEST 94.14 FEET TO A POINT; THENCE NORTH 22 DEGREES 15'00" EAST 147.00 FEET TO A POINT; THENCE 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 68 DEGREES 00'00" EAST 61.48 FEET TO A POINT; THENCE SOUTH 71 DEGREES 33'25" EAST 88.05 FEET TO A POINT; THENCE SOUTH 60 DEGREES 00'00" EAST 108.33 FEET TO A POINT OF BEGINNING OF CURVE; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT 139.32 FEET, SAID CURVE HAVING A CENTRAL ANGLE OF 25 DEGREES 35'19 A RADIUS OF 311.95 FEET, TANGENTS OF 70.84 FEET AND ALONG CHARD OF 138.16 FEET BEARING NORTH 56 DEGREES TS OF EAST TO A POINT OF TANGENT; THENCE NORTH 69 DEGREES 00'00- EAST 115.05 FEET TO A POINT OF CURVE; 'THENCE NORTHEASTERLY ALONG A CURVE TO THE LEFT 125.75 FEET, SAID CURVE HAVING A CENTRAL ANGLE OF 24 DEGREES 25'220, A RADIUS OF 295.00 FEET, TANGENTS DEGREEOF 63.84 FEET AND A LONG CHORD OF 124.80 FEET BEARING NORTH 56 EAST TO A POINT OF ENDING OF CURVE; THENCE S 47'19" NORTH 44 DEGREES 00100° WEST 79,63 FEET TO A POINT; THENCE NORTH 57 DEGREES 45'00" WEST 150.00 FEET TO A POINT; THENCE SOUTH 65 DEGREES 50'00" WEST 244.67 FEET TO A POINT; THENCE NORTH 50 DEGREES 30'00" WEST 114,35 FEET TO A POINT; THENCE NORTH 44 DEGREES 00'00" EAST 90,00 FEET TO A POINT; THENCE NORTH 17 DEGREES 00'00° WEST 175.00 FEET TO A POINT; THENCE NORTH 12 DEGREES 00'00` EAST 280.00 FEET TO A POINT; THENCE NORTH 77 DEGREES 30'00' WEST 170.00 FEET TO A POINT; THENCE SOUTH 68 DEGREES OO'00- WEST 265.00 FEET TO A POINT MARKING 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 DEGREES 00'00" WEST 40.00 FEET TO A POINT; THENCE SOUTH 75 DEGREES 59'31- WEST 70.00 FEET TO A POINT; THENCE SOUTH 25 DEGREES 00'00- WEST B4.19 FEET TO A POINT ON THE SAID NORTHERLY BOUNDARY OF THE NORTH HALF OF THE SOUTH HALF OF SECTION 3; THENCE NORTH 89 DEGREES 25'06" WEST 254.51 FEET ALONG THE SAID NORTHERLY BOUNDARY OF THE NORTH HALF OF THE SOUTH HALF OF SECTION 3 TO THE POINT OF BEGINNING. EXCEPT THAT PORTION LYING WITHIN THE FOLLOWING SUBDIVISIONS: CHERRY LANE VILLAGE N0. 1 SUBDIVISION, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 44 OF PLATS AT PAGES 3537 AND 3538, RECORDS OF ADA COUNTY, IDAHO; CHERRY LANE VILLAGE NO. 2 SUBDIVISION, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 46 OF PLATS AT PAGES 3791 AND 3792, RECORDS OF ADA COUNTY, IDAHO; THE LAKE AT CHERRY LANE, ACCORDING TO THE PLAT THEREOF FILED IN BOOK 52 OF PLATS AT PAGES 4569 AND 4570, RECORDS OF ADA COUNTY, IDAHO; THE LAKE AT CHERRY LANE NO. 2, ACCORDING TO THE PLAT THEREOF FILED IN BOOK 54 OF PLATS AT PAGES 4882 AND 4683, RECORDS OF ADA COUNTY, IDAHO; LEGAL CONTINUED EXHIBIT "A" TO LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 File Number; P183117 PAGE 3 PARCEL II (CONT.) THE LAKE AT CHERRY FILED IN BOOK 74 OF IDAHO. LANE N0. 4 SUBDIVISION, ACCORDING TO THE PLAT THEREOF, PLATS AT PAGES 7674 AND 7675, RECORDS OF ADA COUNTY, PARCEL III -A A PORTION OF THE WEST HALF OF SECTION 3, FOLLOWS; TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 3; THENCE 10 AND THE SAID SECTION NORTH 0 DEGREE 38'11' EAST 2651.19 FEET TO THE QUARTER CORNER COMMON TO SAID SECTIONS 3 AND 4 AS SAME WAY REESTABLISHED BY LS 972 (CP & F INSTRUMENT NO. 7852146, RECORDS OF ADA COUNTY, IDAHO); FROM WHICH THE NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGREE 38'27" EAST 2697.49 FEET; THENCE NORTH 0 DEGREE 38'274 EAST 22.64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES 55'31" EAST 379.53 FEET TO THE REAL POINT OF BEGINNING; THENCE CONTINUING SOUTH 88 DEGREES 55'31" EAST 182.65 FEET TO A POINT; THENCE SOUTH 8 DEGREES 18'10" EAST 440.66 FEET TO A POINT; THENCE SOUTH 16 DEGREES 18'25" WEST 218.04 FEET TO A POINT; THENCE NORTH 89 DEGREES 13'51" EAST 540.22 FEET TO A POINT; THENCE NORTH 71 DEGREES 43'34" EAST 442.46 FEET TO A POINT; THENCE NORTH 10 DEGREES 33'50' EAST 487.84 FEET TO A POINT; THENCE SOUTH 88 DEGREES 55.31" EAST 124.84 FEET TO A POINT; THENCE SOUTH 50 DEGREES 38'25' EAST 89.99 FEET TO A POINT; THENCE 165.33 FEST ALONG THE ARC OF A CURVE TO CENTRAL ANGLE OF 37 DEGREES THE RIGHT, HAVING A RADIUS OF 250.25 FEET, A DEGREES 42'52" 51'08", AND A LONG CHORD BEARING SOUTH 31 EAST 162.34 FEET TO A POINT; THENCE NORTH 89 DEGREES 29'44" WEST 120.24 FEET -TO A POINT; THENCE SOUTH 4 DEGREE 27'17" EAST 80,30 FEET TO A POINT; THENCE SOUTH 0 DEGREE 30'16" WEST 230.52 FEET TO A 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 SOUTH 50 DEGREES 50.29' WEST 134-39 FEET TO A POINT; THENCE SOUTH 71 DEGREES 28'48" WEST 120.64 FEET TO A POINT; THENCE SOUTH 82 DEGREES 43'52" WEST 225.84 FEET TO A POINT; THENCE SOUTH 89 DEGREES 02'57" WEST 67.30 FEET TO A POINT• THENCE NORTH 89 DEGREES 10'41" WEST 825.06 FEET TO A POINT; THENCE NORTH 77 DEGREES 29'20' WEST 148.07 FEET TO A POINT; THENCE NORTH 89 DEGREES 10'41" WEST 160.40 FEET TO A POINT LYING 65.00 FEET EAST OF THE WEST BOUNDARY OF SAID SECTION 3; THENCE ALONG A LINE 65.00 FEET' EAST OF AND PARALLEL TO THE WEST BOUNDARY OF SAID SECTION 3 NORTH 0 DEGREES 38'11" EAST 247.64 FEET TO A POINT; THENCE SOUTH 89 DEGREES 21'49" EAST 156,03 FEET TO A POINT; THENCE NORTH 45 DEGREES 03116" EAST 163.61 FEET TO A POINT; THENCE NORTH 5 DEGREES 39'31' EAST 502.42 FEET TO THE POINT OF BEGINNING. LEGAL CONTINUED EXHIBIT "A" TO LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 File Number: P183117 PAGE 4 PARCEL II1-9 A PORTION OF THE WEST HALF OF SECTION 31 TOWNSHIP BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, MORE FOLLOWS: 3 NORTH, RANGE 1 WEST, l` PARTICULARLY DESCRIBED AS COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 3; THENCE 10 AND THE SAID SECTION NORTH 0 DEGREE 38'11 " EAST 2651.19 FEET TO THE QUARTER CORNER COMMON TO SAID SECTIONS 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP & F INSTRUMENT NO. 7852146, RECORDS OF ADA COUNTY, IDAHO); FORM WHICH THE NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGREE 38'27' EAST 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES 56'31" EAST 1977.72 FEET TO A 5/8- IRON PIN AND THE REAL POINT OF BEGINNING; THENCE SOUTH 0 DEGREE 30'15° WEST 413.59 FEET TO A POINT; THENCE NORTH 68 DEGREES 54'11" WEST 26.71 FEET TO A POINT; THENCE NORTH 68 DEGREES 54.11" WEST 26.71 FEET TO A POINT; THENCE NORTH 0 DEGREE 30'15' EAST 217.93 FEET TO A POINT; THENCE 211.88 FEET ALONG THE ARC OF A CURVE TO THE LEFT, HAVING A RADIUS OF 248.75 FEET, A CENTRAL ANGLE OF 48 DEGREES 36'25' AND A LONG CHORD BEARING NORTH 23 DEGREES 47'57" WEST 205.58 FEET TO A POINT; THENCE SOUTH 88 DEGREES 55'31- EAST 109.62 FEET TO THE POINT OF BEGINNING. PARCEL IV -A A PORTION OF SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 3; THENCE g, 10 AND THE SAID SECTION NORTH 0 DEGREE 38'11" EAST, 2651-19 FEET TO THE QUARTER CORNER COMMON TO SAID SECTION 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP $ F INSTRUMENT NO. 7852146, RECORDS OF ADA COUNTY, THENCE IDAHO); FROM WHICH THE NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGREE 38'27' EAST, 2697,49 FEET; NORTH 0 DEGREE 36'27- EAST 22,64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES 55'31" EAST, 379.53 FEET TO THE REAL POINT OF BEGINNING; THENCE NORTH 5 DEGREE 39'31" EAST, 290.28 FEET TO A POINT; THENCE 46.45 FEET ALONG THE ARC OF A NON -TANGENT CURVE TO THE RIGHT, HAVING A RADIUS OF 250.00 FEET, A CENTRAL ANGLE OF 10 DEGREES 38'-.6•, AND A LONG CHORD BEARING SOUTH 49 DEGREES 22'43' EAST, 46.39 FEET TO A POINT; THENCE SOUTH 44 DEGREES 03'20' EAST, 136.41 FEET TO A POINT; THENCE SOUTH 8 DEGREES 18110- EAST, 165.80 FEET TO POINT; THENCE A NORTH 88 DEGREES 55'31' WEST, 152,65 FEET TO THE POINT OF BEGINNING. PARCEL IV -8 A PORTION OF GOVERNMENT LOT 4 AND THE SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 33 TOWNSHIP 3 NORTH, RANGE 1 WEST MERIDIAN, ADA COUNTY , BOISE MERIDIAN, , IDAHO MORE PARTICULARLY DESCRIBED AS FOLLOWS: LEGAL CONTINUED EXHIBIT "A" TO LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 File NuMber: P183117 PAGE 5 PACREL IV,B (CONT.) COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 3; THENCE 10 AND THE SAID SECTION NORTH 0 DEGREE 36'11" EAST, 2651.19 FEET TO THE QUARTER CORNER COMMON TO SAID SECTION 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP & F INSTRUMENT N0. 7852146, RECORDS OF ADA COUNT(, CORNER OF SAID SECTION 3 BEARS NORTH IDAHOO DEGREE 3ROM WHICH THE NO2THWES-49 FEET; THENCE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES 55'31° EAST, 834.71 FEET TO A POINT; THENCE NORTH 1 DEGREE 04'29" EAST, 77.45 FEET TO THE REAL POINT OF BEGINNING; THENCE 199.31 FEET ALONG THE ARC OF CURVE TO THE RIGHT HAVING A RADIUS OF 270.00 FEET, A CENTRAL ANGLE OF 42 DEGREES 17'41" AND A LONG CHORD BEARING NORTH 65 DEGREES 12111" WEST, 194.81 FEET TO A POINT; THENCE NORTH 44 DEGREES 03'20" WEST, 198.06 FEET TO A POINT; THENCE NORTH 37 DEGREE 38"05" EAST, 125.90 FEET TO A POINT; THENCE NORTH 4 DEGREES 26'20" WEST, 178,94 FEET TO A POINT; THENCE NORTH 49 DEGREES 13'43" WEST, 619,18 FEET TO A POINT; THENCE NORTH 89 DEGREES 21'33" WEST, 39.72 FEET TO A POINT; THENCE NORTH 0 DEGREE 38'27" EAST, 178.61 FEET TO A POINT; THENCE SOUTH 89 DEGREES 21.'33" EAST, 104.94 FEET TO A POINT; THENCE NORTH 26 DEGREES 46155' EAST, 453.73 FEET TO A POINT; THENCE NORTH 13 DEGREES 05'08' EAST, 186.18 FEET TO A POINT; THENCE SOUTH 89 DEGREES 23'04' EAST, 221.37 FEET TO A POINT; THENCE SOUTH 0 DEGREE 36'56" WEST, 30,00 FEET TO A POINT; THENCE NORTH 89 DEGREES 23'04" WEST, 114.43 FEET TO A POINT; THENCE SOUTH 10 DEGREES 38'11` WEST, 162.48 FEET TO A POINT; THENCE SOUTH 5 DEGREES 36'09" EAST, 160.95 FEET TO A POINT; THENCE SOUTH 48 DEGREES 58'55" WEST, 66.41 FEET TO A POINT, THENCE SOUTH 10 DEGREES 49.04^ WEST, 123,62 FEET TO A POINT; THENCE SOUTH 12 DEGREES 00.00- EAST, 85.00 FEET TO A POINT; THENCE SOUTH 53 DEGREES 26'21' EAST, 142.60 FEET TO A POINT; THENCE SOUTH 6 DEGREES 51'51° WEST, 151.05 FEET TO A POINT; THENCE SOUTH 41 DEGREES 14'74' EAST, 171.06 FEET TO A POINT; THENCE SOUTH 89 DEGREES 12'26• EAST, 122.33 FEET TO A POINT; THENCE SOUTH 43 DEGREES 03'05" EAST, 60.00 FEET TO A POINT; THENCE SOUTH 0 DEGREE 36'15" WEST, 571.50 FEET TO THE POINT OF BEGINNING. PARCEL IV -C A PORTION OF THE NORTHWEST QUARTER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, MORE -PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 10 AND THE SAID SECTION 3; THENCE NORTH 0 DEGREE 38'11' EAST, 2651.19 FEET TO THE QUARTER CORNER COMMON TO SAID,SECTIONS 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP & F INSTRUMENT NO. 7652146, RECORDS OF ADA COUNTY, IDAHO); FROM WHICH THE NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGREE 38'27" EAST, 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27- EAST 22.64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES S5131" EAT, 1784,61 FEET TO A POINT; THENCE NORTH 1 DEGREE 04'29' EAST, 303.15 FEET TO THE REAL POINT OF BEGINNING; THENCE LEGAL CONTINUED EXHIBIT "A" TO LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 File Number: P183117 PAGE 6 PARCEL IV -C (CONT.) NORTH 66 DEGREES 28'40" WEST, 157.70 FEET TO A POINT; THENCE NORTH 56 DEGREES 56'39" WEST, 717.37 FEET TO A POINT; THENCE NORTH 89 DEGREES 23'44• WEST, 36.12 FEET TO A POINT; THENCE NORTH 0 DEGREE 36'28° EAST, 5.00 FEET TO A POINT; THENCE 154.59 FEET ALONG THE ARC OF A NON -TANGENT CURVE TO THE LEFT, HAVING A RADIUS OF 225,00 FEET, A CENTRAL ANGLE OF 39 DEGREES 22'001-, AND A LONG CHORD BEARING NORTH 19 DEGREES 04'45" WEST, 151.57 FEET TO A POINT; THENCE NORTH 38 DEGREES 45'45" WEST, 39.00 FEET TO A p NORTvIn'; THENCE H 51 DEGREES 14.715° EAST, 110.00 FEET TO A POINT; THENCE NORTH 26 DEGREES 11'31" WEST, 134,78 FEET TO A POINT; THENCE NORTH 4 DEGREES 04'20^ WEST, 277.45 FEET TO A POINT; THENCE NORTH 31 DEGREES 46'35" WEST, 241.56 FEET TO A POINT; THENCE NORTH 0 DEGREE 36'56^ EAST, 132.59 FEET TO A POINT; THENCE NORTH 89 DEGREES 23'04" WEST, 110.00 FEET TO A POINT; THENCE NORTH 0 DEGREE 36'56' EAST, 30,00 FEET TO A POINT; THENCE SOUTH 89 DEGREES 23'04- EAST, 175,94 FEET TO A POINT; THENCE SOUTH 78 DEGREES 05'29" EAST, 71.13 FEET TO A POINT; THENCE SOUTH 63 DEGREES 13'16' EAST, 65.34 FEET TO A POINT; THENCE SOUTH 56 DEGREES 28'32- EAST, 79.07 FEET TO A POINT; THENCE SOUTH 53 DEGREES 15'Og" EAST, 86.07 FEET TO A POINT; THENCE SOUTH 42 DEGREES 31'18" EAST, 70.53 FEET TO A POINT; THENCE SOUTH 35 DEGREES 28'22° EAST, 77.08 FEET TO A POINT; THENCE SOUTH 5 DEGREES 49'06" EAST, 249.89 FEET TO A POINT; THENCE SOUTH 8 DEGREES 16'07" EAST, 125.42 FEET TO A POINT; THENCE SOUTH 13 DEGREES 56'20^ EAST, 26.6.06 FEET TO A POINT; THENCE SOUTH 42 DEGREES 43'29' EAST, 283,07 FEET TO A POINT; THENCE NORTH 61 DEGREES 49'13" EAST, 165.37 FEET TO A POINT; THENCE NORTH 11 DEGREES 00.42" WEST, 399-24 FEET TO A POINT; THENCE SOUTH 89 DEGREES 18'49" EAST, 398.40 FEET TO A POINT; THENCE SOUTH 79 DEGREES 02'15- EAST, 61.16 FEET TO A POINT; THENCE SOUTH 60 DEGREES 40'15" EAST, 164.39 FEET TO A POINT; THENCE SOUTH 85 DEGREES 10'18" -EAST, 136.30 FEET TO A POINT; THENCE SOUTH 0 DEGREE 30'15" WEST, 235.93 FEET TO A POINT; THENCE NORTH 89 DEGREES 29'45" WEST, 80.00 FEET TO A POINT; THENCE SOUTH 78 DEGREES 33'49" WEST, 182.71 FEET TO A POINT; THENCE SOUTH 11 DEGREES 45'15" WEST, 185,77 FEET TO A POINT; THENCE SOUTH 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 63 DEGREES 04'11" WEST, 283 BEGINNING. ,33 FEET TO THE POINT OF PARCEL IV•0 A PORTION OF THE SOUTHEAST QUARTER OF TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE IDAHO, MORE PARTICULARLY DESCRIBED AS THE NORTHWEST QUARTER OF SECTION 3, MERIDIAN, MERIDIAN, ADA COUNTY, FOLLOWS: COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 3; THENCE 10 AND THE SAID SECTION LEGAL CONTINUED EXHIBIT "A" TO LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 File Number: P183117 PAGE 7 PARCEL IV -D (CONT.) NORTH 0 DEGREE 38'11" EAST, 2651.19 FEET TO THE QUARTER CORNER COMMON 70 SAID SECTIONS 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CF & F INSTRUMENT N0. 7852146, RECORDS OF ADA COUNTY NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH �0 DEGREE 38'27" IDAHO); FM AST�THE 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8" SOUTH 88 DEGREES 55'31" IRON PIN; THENCE THENCE EAST, 1614.53 FEET TO THE REAL POINT OF BEGINNING; NORTH 10 DEGREES 33'50" EAST, 72.37 FEET TO A POINT; THENCE 129.52 FEET ALONG THE ARC OF A NON -TANGENT CURVE TO THE RIGHT, HAVING A RADIUS OF 600,00 FEET, A CENTRAL ANGLE OF 12 DEGREES 22'07', AND A LONG CHORD BEARING SOUTH 56 DEGREES 49'29• EAST, 129-27 FEET TO A POINT; THENCE SOUTH 50 DEGREES 38'25' EAST, 4.33 FEET TO A POINT; THENCE NORTH 88 DEGREES 55'31' WEST, 124.84 FEET TO THE POINT OF BEGINNING. PARCEL 1V -E A PORTION OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 3 TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAHO, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 10 AND THE SAID SECTION 3; THENCE NORTH 0 OEGREE 38'11: EAST, 2651.19 FEET TO THE QUARTER CORNER COMMON TO SAID SECTIONS 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP g F INSTRUMENT NO. 7852145, RECORDS OF ADA COUNTY, IDAHO); FROM WHICH THE NORTHWEST CORNER OF SAID SECTION 3 BEARS NORTH 0 DEGREE 38'27- EAST, 2697.49 FEET; THENCE NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 5/8" IRON PIN; THENCE SOUTH 88 DEGREES 55'31• EAST, 1977.72 FEET TO A 5/8" IRON PIN AND THE REAL POINT OF BEGINNING; THENCE NORTH 88 DEGREES 55'31° WEST, 109.62 FEET TO A POINT; THENCE 11.06 FEET ALONG THE ARC OF A NON -TANGENT CURVE TO THE LEFT, HAVING A RADIUS OF 249.75 FEET, A CENTRAL ANGLE OF 2 DEGREES 32'16', AND A LONG CHORD BEARING NORTH 49 DEGREES 22'17" WEST, 11.06 FEET TO A POINT; THENCE NORTH 50 DEGREES 38.25" WEST, 94.32 FEET TO A POINT; THENCE 60.45 FEET ALONG THE ARC OF A CURVE TO THE LEFT, HAVING A RADIUS OF 680.00 FEET, A CENTRAL ANGLE OF 5 DEGREES 05'36", AND A LONG CHORD BEARING NORTH 53 DEGREES 11'13" WEST, 60.43 FEET TO A POINT; THENCE 30.13 FEET ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING A RADIUS OF 20.00 FEET, A CENTRAL ANGLE OF 86 DEGREES 18'50", AND A LONG CHORD BEARING NORTH 12 DEGREES 34'36- WEST, 27.36 FEET TO A POINT; THENCE NORTH 30 DEGREES 34'50" EAST, 84,13 FEET TO APPOINT; THENCE 269.77 FEET ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING A RADIUS OF 375-00 FEET, A CENTRAL ANGLE OF 41 DEGREES 13'04", AND A LONG CHORD BEARING NORTH 51 DEGREES 11'21' EAST, 263.99 FEET TO A POINT; THENCE SOUTH 0 DEGREE 30115" WEST, 369.89 FEET TO THE POINT OF BEGINNING. PARCEL V LOTS 1 AND 52 IN BLOCK 5, AND LOT 11 IN BLOCK 9 OF CHERRY LANE VILLAGE NO. 1 SUBDIVISION, ACCORDING TO THE PLAT THEREOF FILED IN BOOK 44 OF PLATS AT PAGES 3537 THRU 35382 RECORDS OF ADA COUNTY, IDAHO. LEGAL CONTINUED EXHIBIT "A" TO LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1.978 File Number: P183117 - PAGE 8 PARCEL VI LOTS 12 AND 21 IN BLOCK 9 AND LOT 4 IN BLOCK 11 AND LOT 53 IN BLOCK 5 OF CHERRY DANE VILLAGE NO, 2 SUBDIVISION, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 46 OF PLATS AT PACES 3791 AND 3792, RECORDS OF ADA COUNTY, IDAHO. PARCEL. VII LOT 83 IN BLOCK 5 AND LOT 14, IN BLOCK 13 CHERRY LANE VILLAGE NO. 3 SUBDIVISION ACCORDING TO THE OFFICIAL PLAT THEREOF FILED IN BOOK 58 OF PLATS AT PAGES 5473 THRU 5475, RECORDS OF ADA COUNTY, IDAHO_ PARCEL VIII LOT 28 IN BLOCK 11 AND LOT 39 IN BLOCK 13 CHERRY LANE VILLAGE NO. 4 SU5DIVISION ACCORDING TO THE OFFICIAL PLAT THEREOF FILED IN BOOK 63 OF PLATS AT PAGES 6376 AND 6377, RECORDS OF ADA COUNTY, IDAHO. PARCEL IX LOT 9 IN BLOCK 1 OF RECORD OF SURVEY NO. 802 OF ADJUSTED LOT LINES FOR LOTS 8, 9 AND 1.0, IN BLOCK 1 OF THE LAKE AT CHERRY LANE, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 52 OF PLATS AT PAGES 4569 AND 4570, RECORDS OF ADA COUNTY, IDAHO. PARCEL X LOT 5 IN BLOCK 1 AND LOT 13 IN BLOCK 2, THE LAKE AT CHERRY LANE NO. 2, ACCORDING TO THE PLAT THEREOF, FILED IN HOOK 54 OF PLATS AT PAGES 4882 AND 4883, RECORDS OF AAA COUNTY, IDAHO. PARCEL XI LOT 24 IN BLOCK 2 OF THE LAKE AT CHERRY LANE NO. 3 SUBDIVISION ACCORDING TO THE OFFICIAL PLAT THEREOF FILED IN BOOK 7b OF PLATS AT PAGES 7167 AND 7168, RECORDS OF ADA COUNTY, IDAHO. PARCEL XII LOT 19 IN BLOCK 1 AND LOT 46 IN BLOCK 2 OF THE LAKE AT CHERRY LANE NO. 4 SUBDIVISION, ACCORDING TO THE OFFICIAL PLAT THEREOF, FILED IN BOOK 74 OF PLATS AT PAGE 7674 AND 7675, RECORDS OF ADA COUNTY, IDAHO. END OF LEGAL DESCRIPTION EXHIBIT "A" TO LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 TOTAL PAGE.09 ** RESOLUTION NO. 25-/ BY: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MERIDA, SETTING FORTH CERTAIN FINDINGS AND PURPOSES; AUTHORIZING THE MAYOR TO ENTER INTO, ON BEHALF OF SAID MUNICIPALITY, AN AGREEMENT ENTITLED "LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30,1978", DATED THE QDAY OF �e f�vN-her , 1999, BY AND BETWEEN THE OF MERIDIAN AND CHERRY LANE RECREATION, INC., AN IDAHO CITY CORPORATION. BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE CITY OF MERIDIAN, IDAHO: WHEREAS, it is in the best interests of the City of Meridian to enter into an agreement with CHERRY LANE RECREATION, INC., an Idaho Corporation, denoted as "LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978", a copy of which is attached hereto marked as Exhibit "A" to this Resolution, the reasons and authority for which are as set forth in said Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL, as follows: I. The Mayor and Cleric are hereby authorized to enter into.and on behalf of the City of Meridian that certain agreement with CHERRY LANE RECREATION, INC., an Idaho Corporation, entitled "LESSOR'S STATEMENT CONCERNING . AGREEMENT OF LEASE DATED OCTOBER 30, hL� 1978" dated the day of 1999, by and between the City of Meridian and CHERRY LANE RECREATION, INC., an Idaho Corporation, a copy of which is attached hereto marked as Exhibit "A" to this Resolution and to bind this City to its terms and conditions. RESOLUTION AUTHORIZING THE MAYOR TO ENTER — PAGE 1 OF 2 INTO A LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 PASSED BY THE COUNCIL OF THE CITY OF MERIDI2-VN, IDAHO, this day ofc�/� � 6P�-- �_, 1999. APPROVED BY THE MAYOR OF THE CITY OF MERIDIAN, IDAHO, this -77�k-- day of JP i` hn A,,, '1999. ATTEST: - CLERK - SEIM �O "'r T sl CQ`C/N f Y , \D ms9'ZAW0"\M\Meridian I5360M\CherryC.ane Land Exchange\R£SOLUTION RESOLUTION OF THE CITY OF MERIDIAN — PAGE — AUTHORIZING THE MAYOR TO ENTER INTO A LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 CERTIFICATE OF CLERIC OF THE CITY OF MERIDIAN 1, the undersigned, do hereby certify: i That I am the duly appointed and elected Clerk of the City of Meridian, a duly incorporated City operating under the laws of the State of Idaho, with its principal office at 33 East Idaho, iVleridian, Idaho. 2. That as the City Clerk of this City, I am the custodian of its records and minutes and do hereby certify that on the - the following action has been taken and aut� o delay of sQ ' 7Z� 1999 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF -MERIDIAN, SETTING FORTH CERTAIN FINDINGS AND PURPOSES; AUTHORIZING THE MAYOR TO ENTER INTO, ON BEHALF OF SAID MUNICIPALITY, AN AGREEMENT ENTITLED "LESSOR'S STATEMENT CONCERt�iING AGREEMENT OF LEASE DATED OCTOBER 30, 1978", DATED THE .DAY OF j OF MERIDIAN ASID CHERRY LANE CREATION, INC., 1999, BY AND AN _ EN THE CITY CORPORATION.IDAHO BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE CITY OF MERIDIAN, IDAHO: WHEREAS, it is in the best interests of the City of Meridian to enter into an agreement with CHERRY LANE RECREATION, INC., an Idaho Corporation; denoted as "LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978", a copy of which is attached -hereto marked as Exhibit "A" to this Resolution, the reasons and authority for which are as set forth in said Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL, as follows: 1- The Mayor and Clerlc are hereby authorized to enter into and on behalf of the City of Meridian that certain agreement with CHERRY LAiNE RECREATION, INC., an Idaho Corporation, entitled "LESSOR'S STATEMENT CON AGREEiV[ENT Off' LEASE DATED OCTOBER 30, 1978" dated the CER1r1ING ,-5` �`_ 1999, by and between the City of 1Vler day of LANE RECREATION, INC., an Idaho Corporation, a copy of whi h is CHERRY hereto marked as Exhibit "A" to this Resolution and to bind this Cicy t attached and conditions. - o its terms `l OF MF, '• 0V p ry STATE OF IDAHO, County of Ada, ss. ''VILL A'k,I G. BERG, CITY CLERIC On this da of y - , in the year 1999, before me, a Notary Pu, app G. B G, JR., kno,,vn or identified to me to be he City Clerk iof the i t, and acicno�vledCr d-wILLZAiYI executed the same on behalf of the City of Meridiacknowledged to me that he Meridian, Idaho, that executed the said instrumen an, Q Tq Nota Public for Idaho * ` Commission Expires: Q AUB LI f OF ID Q m'9/Z:\W0rkW W ,ddian 15360M\CherryLane Land- Exchange\CERToFCLICforR ES0LU 0 SOP 12 02 02:24p Msridian CjtU nttorneI :; LAW OFFICE2 JAH66 E, R190H RI.P7cH, Goss & INSINGER OAVIO O. OOSS 407 WEST JEFFCRSQ14 STRCp R.JOHN INSIHGER p W. JOHN THIEL BOISE_ &LEIyWCIdE IDAHO 65942 (P0 E PHON �7+ HATTHEW J. OUSTAVEL _ TCL.CFAx 1208) 3a5.99®e September 14, 1999 BU CER11F JED x4rAIL TURN CEIPT #P 478 77313.33 City of Meridian Meridian City Hall 33 E. Idaho Avenue Meridian, Idaho 83642 RE: Cherry Lane Recreation, Inc. Lease Dear City of Meridian: RECEIVED SEP 1 S 1999 CITY OF A ERIMM Notice is hereby given that Cherry Lane Recreation, Inc_, an Idaho Corporation, the Lessee under that certain Agreement of Lease dated October 3, 1978 by and between the City of Meridian as Lessor and Cherry Lane Recreation, Inc. as Lessee, hereby gives notice, pursuant to Article 15 of said Agreement ofLease that the Lessee exercises its option to renew upon the same terms and conditions for an additional term of thirty (30) years, to commence on expiration of the initial twenty-five (25) year term specified in Article 2 of the said Agreement of Lease. Very Trul s, OHN INSINGER RJI:sh cc: Mr. William F. Gigray, III (via facsimile) _ CERTIFICATE OF CLERIC OF THE CITY OF MERIDIAN I, the undersigned, do hereby certify: I That I am the duly appointed and elected Clerk of the City of Meridian, a duly incorporated City operating under the laws of the State of Idaho, with its principal office at 33 East Idaho, Meridian, Idaho. 2. That as the City Clerk of this City, I am the custodian of its records and minutes and do hereby certify that on the 2 day of the following action has been taken and authorized: '� 1999, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MERID SETTING FORTH CERTAIN FINDINGS AND PURPOSES; AUTHORIZING THE IAN, PRESIDENT OF THE CITY COUNCIL TO ISSUE, ON BEHALF OF SAID MUNICIPALITY, A DOCUMENT ENTITLED "CONSENT TO LESSEE ASSIGNMENT WITH RIGHT OR REASSIGNMENT BY DEED OF TRUST". BE IT RESOLVED BY THE PRESIDENT OF THE CITY COUNCIL AND COUNCIL OF THE CITY OF MERIDIAN, IDAHO: WHEREAS, it is in the best interests of the City of Meridian to issue that certain document entitled, "CONSENT TO LESSEE ASSIGNMENT WITH RIGHT OR REASSIGNMENT BY DEED OF TRUST", a copy of which is attached hereto marked as Exhibit "A" to this Resolution, the reasons and authority for which are as set forth in said document. NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT OF THE CITY COUNCIL AND CITY COUNCIL, as follows: I • The President of the City Council and Clerk are hereby authorized to issue on behalf of the City of Meridian that certain document entitled "CONSENT TO LESSEE ASSIGNMENT WITH RIGHT OR REASSIGNMENT BY DEED OF N RESOLUTION NO. 25-4— BY: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MERIDIAN, SETTING FORTH CERTAIN FINDINGS AND PURPOSES; AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO ISSUE, ON BEHALF OF SAID MUNICIPALITY, A DOCUMENT ENTITLED "CONSENT TO LESSEE ASSIGNMENT WITH RIGHT OR REASSIGNMENT BY DEED OF TRUST". BE IT RESOLVED BY THE PRESIDENT OF THE CITY COUNCIL AND COUNCIL OF THE CITY OF MERIDIAN, IDAHO: WHEREAS, it is in the best interests of the City of Meridian to issue that certain document entitled, "CONSENT TO LESSEE ASSIGNMENT WITH RIGHT OR REASSIGNMENT BY DEED OF TRUST", a copy of which is attached hereto marked as Exhibit "A" to this Resolution, the reasons and authority for which are as set forth in said document. NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT OF THE CITY COUNCIL AND CITY COUNCIL, as follows: 1. The President of the City Council and Clerk are hereby authorized to issue on behalf of the City of Meridian that certain document entitled "CONSENT TO LESSEE ASSIGNMENT WITH_RIGHT OR REASSIGNMENT BY DEED OF TRUST", dated the 21St day of September, 1999, by and between the City of Meridian and CHERRY LANE RECREATION, INC., an Idaho Corporation, a copy of which is attached hereto marked as Exhibit "A" to this Resolution. RESOLUTION AUTHORIZING THE -- PAGE I OF 2 PRESIDENT OF THE CITY COUNCIL TO ENTER INTO A CONSENT TO LESSEE ASSIGNMENT WITH RIGHT OR REASSIGNMENT BY DEED OF TRUST PASSED BY THE COUNCIL OF THE CITY OF MERIDIAN, IDAHO, this �l day of _r,7-�� 1999. APPROVED BY THE MAYOR OF THE CITY OF MERIDIAN, IDAHO, this 2 day of 1999. cc/-). C2 CHARLES ROUNTREE, PRESIDENT OF CITY COUNCIL ATTEST: .y am b/ CITY CLERIC - SEAL - msg/ZAWork\M\Meridian 15360M\CherryLane Land Exchange\Reno(>!i{mal7pr"t ,esseeDof RESOLUTION OF THE CITY OF MERIDIAN — PAGE -- AUTHORIZING THE MAYOR TO ENTER INTO A LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 c STATE OF IDAHO, ) : ss: County of Ada, ) On this —c2g— day of September, 1999, before me, the undersigned, a Notary Public in and for said State, personally appeared CHARLES ROUNTEE and WILLIAM G. BERG, JR., known to me to be the President of the Meridian City Council and the City Clerk of the City of Meridian, Idaho, and who executed the within instrument, and acknowledged to me that the City of Meridian executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. Nota Public for Idaho Residing at: t My Commission Expires: ZAWorklMUddian 15360KCherryLane Land ExchangelConsentLesseeAssignmtRightReassignmtDofr092199 CONSENT TO LESSEE ASSIGNMENT WITH RIGHT -- PAGE 2 OF 2 OR REASSIGNMENT BY DEED OF TRUST M ADA COUNTY REcCOP ER �.:l`;r'r 14A r s AGREEMENT Parties: City of Meridian Idaho Independent Bank and Cherry Lane Recreation, Inc. ., P1ECLRO-7o a REQUEST OF '4&�rE dEFI'; ` 10001 7942 1V'1ER1QAN CI]=y THIS AGREEMENT is made and entered into this / S� day of &L by and between the City of Meridian, Idaho, a music" corporation, ereinafter referred to as "Cit municipal Idaho corporation, hereinafter referred to s `Bank', and Cherry Lane Rendent creation, and Inc., and Idaho corporation. rY ecreatrorl, 1. RECITALS: 1.1 WHEREAS the City of Meridian has issued a conditional use permit to Cherry Lane Recreation, Inc. for the Golf Course Clubhouse, Parking Lot and Temporary Clubhouse at 4200 Talainore Blvd. Meridian Idaho; and 1.2 WHEREAS the Conditional use permit contains the following condition: "Y'1.20 The temporary clubhouse shall be used for a period not to exceed seven (7) months from the date of this order. Prior to moving of the temporary clubhouse, a letter of credit or cash shall be received by the City of Meridian as a guarantee for completion of the permanent clubhouse and parking lot in the amount of Five Hundred Thousand and No/100ths ($500,000.00) Dollars."; and 1.3 WHEREAS, in order to comply with condition 1.20 of the Conditional Use Permit and to construct the improvements permitted by the Conditional Use Permit, Cherry Lane has requested loans and other financial accommodations from Bank which the Bank is willing to provide upon various conditions, which conditions include as security a leasehold deed of trust upon Cherry Lane's lessees' interest in the real property, which is the subject of the Agreement of Lease, and in AGREEMENT - Page 1 addition the Bank requires the City to agree during the terns of the leasehold deed of trust that no modifications of the Agreement of Lease be undertaken without the City first notifying the Bank, in writing at least 90 days prior to the effective date of any modification, of the City's intention to modify the Agreement, and that in the event of default by Cherry Lane under the terms of the Agreement of Lease the City would notify the Bank of such default in writing a least 30 days prior to taking any action to enforce any of the City's Rights under the Agreement of Lease, during which time the bank would have the option to cure the default or take such other action as may be necessary to protect the Bank's security interest in the Agreement of Lease; and 1.4 WHEREAS Meridian is willing to enter into such an agreement to provide the Bank such notice only upon the consideration that Cherry Lane agree that the funds received from any loan from the Bank which is secured by the Leasehold deed of trust be used exclusively for capital improvements in the construction of the improvements referenced in the Conditional Use Permit and/or for meeting condition no. 1.20 of the Conditional Use Permit, and that the Bank and Cherry Lane agree that Meridian upon a default of Cherry Lane and foreclosure by the Bank of the Leasehold Deed of Trust shall have the exclusive first option to purchase from the Bank the note and all collateral, in the amount equal to the total amount then owed to the Bank by Cherry Lane together with all costs, expenses, and fees of the Bank which could not be exercised until a time subsequent to the expiration of the Letter of Credit issued by the Bank pursuant to condition no. 1.20 of the Conditional Use Permit; and that in the event of a default and in the event Cherry Lane fails to maintain the golf course Meridian ,upon 7 days prior written notice in the case of imminent peril with risk of loss to fairway or greens, could elect to maintain the golf course and premises to avoid loss of fairway or greens, and to be reimbursed for said reasonable costs only in the event either Cherry Lane or the Bank fails to provide written assurance to Meridian to take steps to prevent such loss, and that the Agreement of Lease be amended to provide that lessee shall provide proof of Casualty loss insurance for a reasonable amount of coverage for replacement of improvements, including sprinkler system, fairway and greens, clubhouse, parking facilities and any and all other improvements thereon and liability insurance in an amount commensurate with the coverage as carried by other 18 hole golf course facilities which are privately managed in the Ada/Canyon County region AGREEMENT - Page 2 of Idaho, and in no event less than the amount of liability provided under the State of Idaho Tort Claims Law presently codified at I.C. § 6- 926, or as it may be amended in the future with Meridian being designated on said insurance coverages as a co-insured. 1.5 WHEREAS Bank and Cherry Lane are agreeable to the consideration required by Meridian 2. DEFINITIONS: 2.1 Conditional Use Permit: means and refers to that certain Conditional Use Permit which was issued by the City of Meridian to Cherry Lane Recreation, Inc., an Idaho Corporation for the construction, use and maintenance of a Golf Course Clubhouse, Parking Lot and Temporary Clubhouse at 4200 Talamore Blvd, Meridian Idaho in City of Meridian Case No. CUP -99-009, as may be amended from time to time. 2.2 Meridian: means and refers to the City of Meridian, a municipal corporation having as its principle address 33 E. Idaho, Meridian, ID 83642. 2.3 Bank: means and refers to the Idaho Independent Bank, an Idaho corporation with its principle address at 317 N. Th Ave., Boise, ID 83702. 2.4 Cherry Lane: means and refers to Cherry Lane Recreation, Inc., an Idaho corporation with its principle offices at 4200 W. Talamore, Meridian ID 83642. 2-5 Agreement of Lease: means and refers to that certain Agreement of Lease by and between Meridian and Cherry Lane dated October 3, 1978, 2.6 Leasehold Deed of Trust: means and refers to that Certain Leasehold Deed of Trust by and between Bank and Cherry Lane which secures the Bank's loan to Cherry Lane in the leasehold interest of Cherry Lane to the Agreement of Lease. 2.7 Golf Course: means and refers to the golf course which has been developed and is the subject of the Agreement of Lease. AGREEMENT - Page 3 NOVV, THEREFORE, in consideration of the covenants and conditions set forth herein, the parties agree as follows: 3. INCORPORATION OF RECITALS: 3.1 That the above recitals are contractual and binding and are incorporated herein as if set forth in full. 4. AGREEMENT BETWEEN BANK, CHERRY LANE AND MERIDIAN: The provisions of this section shall be binding upon Bank, Cherry Lane and Meridian as follows: 4.1 During the term of the Leasehold Deed of Trust no modifications of the Agreement of Lease shall be under taken without Meridian first notifying the Bank, in writing at lease 90 days prior to the effective date of any modification, of the City's intention to modify the Agreement of Lease, and that in the event of default by Cherry Lane under the terms of the Agreement of Lease, Meridian shall notify the Bank of such default in writing at least 30 days prior to taking any action to enforce any of Meridian's rights under the Agreement of Lease, during which time the bank is given the option to cure the default or take such other action as may be necessary to protect the Bank's security interest in the Agreement of Lease. No modification of the Agreement of Lease nor any right of default of the Agreement of Lease shall accrue to Meridian until this provision has been complied with. 4.2 Meridian shall have the exclusive first option to purchase from the bank the note and all collateral, in the amount equal to the total amount then owed to the Bank by Cherry Lane together with all costs, expenses, and fees of the Bank. This option to purchase may be exercised at any time subsequent to the expiration of the letter of credit issued by the bank pursuant to condition number 1.20 of the conditional use permit but must be exercised prior to 3:00 p.m. Mountain time, on the business day prior to the date of any scheduled foreclosure sale. In the event Meridian determines to exercise its option as provided herein, it shall deliver the option price in cash to bank by no later than 3:00 p.m:, Mountain time, on the business day prior to any scheduled foreclosure sale. The Bank shall give Meridian notice of foreclosure and of date of sale which shall include notice of this exclusive first option. Meridian may file a request for a copy of notice of default or notice of sale, AGREEMENT - Page 4 pursuant to I.C. § 45-1511, and the Bank shall provide Meridian with the necessary- information on the recording of the Leasehold Deed of Trust to enable Meridian to so file the request for notice and the Bank shall also cause Meridian to receive notice in the manner provided for in Z.C. § 45-1505 at the address of Meridian herein provided even in the event Meridian fails to record a request for notice. 4.3 In the event of a default of the Leasehold deed of trust by Cherry Lane and in the event Cherry Lane fails to maintain the golf course Meridian upon 7 days prior written notice to Bank and that Cherry Lane in the case of imminent peril of risk of loss to fairway or greens Meridian has elected to maintain the golf course and premises to avoid loss of fairway or greens and shall be reimbursed for said reasonable costs, but only in the event either Cherry Lane or the Bank fails to provide written assurance to Meridian to take steps to prevent such loss. Meridian shall provide written notice of costs incurred under this section to Bank and Cherry Lane which shall then become due and payable within 30 days of the date of written notice. Any sum so paid by bank to Meridian shall be immediately due and owing by Cherry Lane to Banlc and until paid to Bank, shall be secured by leasehold deed of trust granted by Cherry Lane in favor of the Bank. 5. AGREEMENT BETWEEN CHERRY LANE AND MERxDZAN: The provisions of this section shall be binding upon Cherry Lane and Meridian as follows: 5.1 The funds received from any loan from the Bank which is secured by the Leasehold deed of trust will be used exclusively for capital improvements in the construction of the improvements referenced in the Conditional Use Permit and/or for meeting condition no. 1.20 of the Conditional Use Permit, and Cherry Lane shall provide written proof at such time written request made by Meridian for such information to the Bank of the application of said fund as herein provided and Cherry Lane herein agrees that the Bank may provide such information to a duly authorized agent of Meridian. Request for such written proof made by Meridian shall be directed to Cherry Lane with a copy to the Bank and Cherry Lane shall respond within 21 days of the date of the request. In the event Meridian determines there has been a default of this section, it shall notify Cherry Lane and the Bank in writing of the claim of default and Cherry Lane shall have 30 days from the date of Notice AGREEMENT - Page 5 to cure the default. In the event the default is not cured, the Bank shall release all such information to Meridian. 6. INSURANCE: The provisions of this section shall be binding upon Cherry Lane and Meridian and shall serve as an amendment to their Agreement of Lease as follows. 6.1 Agreement of Lease be and is hereby amended to provide that lessee shall provide proof of Casualty Loss Insurance for a reasonable amount of coverage for replacement of improvements, including sprinkler system, fairway and greens, club house, parking facilities and any and all other improvements thereon and liability insurance in an amount commensurate with the coverage as carried by other 18 hole golf course facilities which are privately managed in the Ada/Canyon County region of Idaho, and in no event less than the amount of liability provided under the State of Idaho Tort Claims Law presently codified at I.C. § 6- 926, or as it may be amended in the future with Meridian being designated on said insurance coverages as a co-insured and certificates of such insurance coverage provided to Meridian. 7. DEFAULT: 7.1 A default of this agreement by the Bank is a failure to provide Meridian notice of Foreclosure of the Leasehold deed of trust and or a failure to pay reasonable costs incurred by Meridian pursuant to section 4 of this agreement. 7.2 A default of this agreement by Cherry Lane is a failure to apply funds obtained from the Bank for the Loan and/or supply information as required in section 5.1 and/or a failure to pay reasonable costs incurred by Meridian pursuant to section 4.3 of this agreement and a default of requirement to carry insurance pursuant to section 6 of this agreement. 8. REMEDIES: 8.1 In the event of default of Bank no foreclosure sale shall occur in the event of a notice default and in the event of failure to pay reasonable costs as provided in Section 4.3, the amount of costs plus interest at the statutory rate from the date of notice of the amount of costs incurred was given by Meridian. AGREEMENT - Page 6 8.2 In the event of default of Cherry Lane, it shall hold the Bank harmless from any claim herein of default by Meridian, and in the event of a failure to apply funds received from the Bank from the loan and or to provide information as provided in section 5. 1, Cherry Lane shall be in default of the Agreement of Lease and in the event of failure to pay reasonable costs as provided in Section 4.3, the amount of costs plus interest at the statutory rate from the date of notice of the amount of costs incurred was given. 9. GENERAL PROVISIONS Section 9. l: Non -Waiver. The failure of a party hereto to insist upon strict performance of observance of this agreement shall not be a waiver of any breach of any terms or conditions of this agreement by any other party. Section 9.2: Conflicts of Agreement with Applicable Law. In the event any provision or section of this agreement conflicts with applicable law, or is otherwise held to be unenforceable, the remaining provisions shall nevertheless be enforceable and carried into effect. Section 9.3: Attorneys Fees. In the event any litigation arising under, or as a result of, this agreement or arising from any of the acts to be performed hereunder or the alleged breach of this agreement, except for an agreed declaratory judgment action sought to clarify the responsibility and or authority of the "Parties" hereunder, the prevailing party shall recover its costs and reasonable attorneys' fees. Section 9.4: Idaho Law. This agreement shall be governed and interpreted by the laws of the State of Idaho. Section 9.5: No Assignment. No party may assign this agreement' -or any interest therein. Section 9.6: Notices. All notices, requests, demands and other communications under this agreement shall be in writing and shall be deemed to have been duly given on the date of service if served personally on the party to whom notice to be given, or on the third day after mailing, if mailed to the party to whom notice is to be given, by first class mail, registered or certified, postage prepaid, and unless either AGREEMENT - Page 7 C-,! party should notify the other of a change of address, properly addressed as follows: City of Meridian Attention: City Cleric 33 E. Idaho Meridian ID 83642 Idaho Independent Bank 317 N. 9"' Ave. Boise ID 83702 Cherry Lane Recreation, Inc. 4200 W. Talamore Meridian ID 83642 Section 9.7. This agreement shall be executed by the 'Parties" in three (3) counterparts, and each such counterpart shall be deemed an "original". Section 9.8: Requirement for Recordation: City may record either a memorandum of this Agreement or this Agreement, and submit proof of such recording to the parties. AGREEMENT - Page 8 IN WITNESS WHEREOF, the parties have executed this Agreement at �r County, Idaho, the date written below. , Ada Attest: I 'r-� Z /-;�' -.,. (X? 84CRK BY RESOLUTION NO. 2 AGREEMENT - Page 9 CITY OF MERIDIAN By: YOR R BERT D. CORRIE �o SEAL _ Co 7 Cu 1 � IDAHO INDEPENDENT BANK Cherry Lane Recreation, INC. By: _ Wallace D. Lovan By: Venita �ILov�an ACKNOWLEDGMENTS STATE OF IDAHO) :ss County of Ada ) On this /S�- day of in the year 2CdD , before me, a Notary Public, personally appeared Robert D. Corrie and William G. Berg, Jr., known or identified to me to be the Mayor and Clerk, respectively, of the City of Meridian, who executed the instrument or the person that executed the instrument of behalf of said City, and acknowledged to me that such City executed the same. `•••••e••••• • (SEAL) ■ Y • � I STATE OF IDAHO)" ago,,* � . COUNTY OF ADA ) :Ss Nota blic for Idaho Commission expires: q/26/DD On this 3rd day of r Notary Public, personally appeared 411 A IQ�1�-,�e year °2DD/> ,before me, a 5vr► , known or identified to me to be the ll�ce Pr�s�dt�-�t� acknowledged to me that he exeI' rof the Idaho Independent Bank, andu5cute the instrument as j?e, �o,,i�cf n-,[rla of such bank. - E. N a. (SEAL) •�0,� P P r :U. G s E OVti AGREEMENT -Page 10 5) -1hAA01 Notary Public for Idaho Commission expires: /0/a7)_-L0a3 STATE OF IDAHO) :ss COUNTY OF ADA ) n On this day of 7-_�, in the year 20y0 , before me a Notary Public, personally appeared Wallace D. Lovan and Venita I. Lo known knownn or identified to me to be the 2Es r ��.iy—and _ S �c2ET-�}� Lane Recreation, Inc. respectively, and acknowledged to me that theyexecuted Cherryof same as he P2Es�n�,�v and Sc-c2Er•4✓� Recreation, Inc. of Cherry Lane NO (SEAL) p.RY . o z as russo tic �o ,,40 .."%4 TE OV. ��. Notary Public for Idaho Commission expires: 1011-21 �2-pO ,3 eY/Z:\work\M\Meridian 15360M\Cherry Lane Estates\CityBankRec.Agr AGREEMENT - Page 11 RESOLUTION NO. 2 ,?t5 BY:L�/��L A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MERIDIAN, SETTING FORTH CERTAIN FINDINGS AND PURPOSES; AUTHORIZING THE MAYOR TO ENTER INTO, ON BEHALF OF SAID NIUNICIPALITY, AN AGREEMENT ENTITLED "AGREEMENT", BY AND BETWEEN THE CITY OF MERIDIAN, IDAHO INDEPENDENT BANK, AND CHERRY LANE RECREATION, INC., AN IDAHO CORPORATION. BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE CITY OF MERIDIAN, IDAHO: WHEREAS, it is in the best interests of the City of Meridian to enter into an agreement ivith IDAHO INDEPENDENT BANK AND CHERRY LANE RECREATION, INC., an Idaho Corporation, denoted as "AGREEMENT", a copy of which is attached hereto marked as Exhibit "A" to this Resolution, the reasons and authority for which are as set forth in said Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL, as follows: I. The Mayor and Cleric are hereby authorized to enter into and on behalf of the City of Meridian that certain agreement with IDAHO INDEPENDENT BANK AND CHERRY LANE RECREATION, INC., an Idaho Corporation, entitled "AGREEMENT", by and between the City of Meridian and IDAHO INDEPENDENT BANK AND CHERRY LANE RECREATION, INC., an Idaho Corporation, a copy of which is attached hereto marked as Exhibit "A" to this Resolution and to bind this City to its terms and conditions. RESOLUTION AUTHORIZING THE MAYOR TO ENTER'— PAGE I OF 2 INTO AN AGREEMENT WITH IDAHO INDEPENDENT BANK AND CHERRY LANE RECREATION, INC. PASSED BY THE COUNCIL OF THE CITY OF IViERIDIA;N, IDAHO, this day of �Ycz.c 2000. APPROVED BY THE MAYOR OF THE CITY OF IVIERIDIAN, IDAHO, this day of 6Yk2000. W lltllItIIfirrrr, :~ G cos - SEAL � OR �r tsl . 1���``�' ATTEST: 4CITYLERIC msg/ZAWork\MWeridian I53601v(\CherryLane Land Exchange\IdIndepntBkCherryLanAgmt.Res RESOLUTION OF THE CITY OF MERIDIAN - PAGE - AUTHORIZING THE MAYOR TO ENTER INTO A LESSOR'S STATEMENT CONCERNING AGREEMENT OF LEASE DATED OCTOBER 30, 1978 CERTIFICATE OF CLERK OF THE CITY OF MERIDIAN 1, the undersigned, do hereby certify: 1. That I ani the duly appointed and elected Cleric of the City of Meridian, a duly incorporated City operating under the laws of the State of Idaho, with its principal office at 33 East Idaho, Meridian, Idaho. 2. That as the City Cleric of this Citya I am the custodian of its records and minutes and do hereby certify that on the J S day of L the following action has been taken and authorized: 2Q0p' A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MERIDIAN, SETTING FORTH CERTAIN FINDINGS AND PURPOSES; AUTHORIZING THE MAYOR TO ENTER INTO, ON BEHALF OF SAID MUNICIPALITY, AN AGREEMENT ENTITLED "AGREEMENT", BY AND BETWEEN THE CITY OF MERIDIAN AND IDAHO INDEPENDENT BANK AND CHERRY LANE RECREATION, INC., AN IDAHO CORPORATION. BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE CITY OF MERIDIAN, IDAHO: WHEREAS, it is in the best interests of the City of Meridian to enter into an agreement with IDAHO INDEPENDENT BANK AND CHERRY LANE RECREATION, INC., an Idaho Corporation, denoted as "AGREEMENT", a copy of which is attached hereto marked as Exhibit A to this Resolution, the reasons -and authority for which are as set forth in said Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL, as follows: I. The Mayor and Clerk are hereby authorized to enter into and on behalf of the City of Meridian that certain agreement with IDAHO INDEPENDENT BANK AND CHERRY LANE RECREATION, INC., an'Idaho Corporation, entitled "AGREEMENT", by and between the City of Meridian and IDAHO INDEPENDENT BANK AND CHERRY LANE RECREATION, INC., an Idaho Corporation, a copy of which is attached hereto marked as E.\hibi[ "A" to this Resolution and to bind this City to itsd terms an condltlons. `��rirnrrr!rrr4rri 114 Q 4 S12A liVILLIAI�I G. BERAGJJ o CITY CLERK �: �,sT iso • .� ,: STATE OF IDAHO, ss. County of Ada, ABE—ROn this Sr day of g L �1, in the year 2000, before me G,�R-, elb e. �crr;�, known or identified to me to be he City Clerk a Notary lof the CityGoff ILLIAM Meridian, Idaho, that executed the said instrument, and acknowledged to me that he executed the same on behalf of the City of Meridian. .• -� �== UG 00 (SEAL) ,4,r~it :' ,� �`� •� \` r O]F ID • • •QNRUI• Nota lic for Idaho Commission Expires: V a�,00 msg/ZAWork\M\Meridian 15360M\CherryLane Land Exchange\CERToFCLIUorIDlndedpr$kCherryLaneforRES EXHIBIT B ASSUMPTION AGREEMENT Loan No. 51112$9 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 Guarantor") 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/100 ($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-1 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 23/100ths 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 00/100ths 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 fiu-ther 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 $273,050.03 ("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 00/100ths 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, X A PARCEL OF DASD SEINE A PORTION OF TRE WEST�HAL.F, SECTION 30 ToWsN$N jp j, NORTH, RANGE a *$T, BOISE MERIDIAN MERIDIAN, ADA CGUk1T r, 10ARG AND MORE PARTICULARLY DESCRIBED AS FOLLOWS., ®EGINNINa At A 8RASS GAp MARKING THE SOUTHL"AST C47F�AIESi OF THE A1{3iRTIi�ST yyD���ee1ASyt,� IA TBA I7;� �Sy,E'GTryI�S3y��,tl1Ty t Tr�OItI+i�Sq.H:IP.p3 ,NORTH, RANGE 1 WEST, WISE MC-RIDIAN, 1YI4;,RID . Nq .kCl'i�4. ViflYF 1, r0AHO; THENr ALONG THE. 30UTNERLY :SOUNDARY OF $A10 NORTHEAST C.IIARTER Sof SECTXON 3, NORTH 68 DEGREES 53'29` FEST 2643.29 FEET TO A BRASS DAP MARK.raa THE SOUTHWEST CORNER OF THE NORTHF-AST QUARTER/ THENCE L15AVrNG SATD SOa[ITAlEALY sOU'NOARy NORTH 75 DEGREES 30'00" WEST f.90. 00 FEj T 3'D A 2' IRON PIPE; THEKOE NORTH 40 DEOREES 00-00' 'WEST 40.00 FEET TO AN IRoSW PI1V ; TI[E`NCE SOS 75 DEGREES 56131- WeST 70.00 FEET TO AN ,IRON PIN' T�fESwi SOUTH 25 DEORFXS 00#00Q WEST 64.19 FEET TO AN IRON PIN- THENCE+CE NORTH 8o OEGAEES 25'06' MST 254.51 FEET" TO A POINT, SAID POINT ALSO BEING THE RRL POINT OF BEGINNING; THENC8 CONTINUING NORTH 89 DEGREES 25105' EST 1OG.Oi FEET TO A POINT; TmeNc',E SOUTH 00 DWREES 30'11' WEST 407.92 FEET TO A POINT; THENCE SOUTR 68 DEGREES 34 ° 11 " EAST 276.40 FEE1' TO A POINT � MARKING A POINT 4F CURVE; THENCE ALONG A CURVE TO THE RIGHT 559.46 FEET, SAID CURVE, HAVING A OENT RAL ANGLE OP" 34 DEGREES 04110', A RADIUS OF 100.00 FEET, TANGENT'S OF 36.64 FEi AND A LONG GHORO OF S6,SB FEEi BEAaINa SOUTH 61 DEGREES 520064 EAST TO A ,pour tKIN6 A POINT OF TANGENTS; TT EA10E SOUTH 34 DEAREES' 90'01" EAST 292.OR FEET TO A POfft; THENCE SOUTH 99 DEGREES 48141" EAST 147,34 FEET TO A PINT; THENCE NORT" 35 DEGR"S 00'00' WEST" 109..03 FEET TO A POINT; TF[EIICE NORTH 51 DEGREES 45100" WEST 6156.00 FEET TO A POINT; THENCF NORTH 06 4EGIRGE 29.44" EAST` 335.18 FPE'r TO THE POINT OF DECihi�VlStG. PAROEL II A PARCEL OF LAND LYING IN PORTIONS OF THE SOUTH KAL,P OF THE NORTH HALF AND THE NORTH HALF OF THE SOUTH HALF OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUN7Y, IDAHO ANDMOREPARTICULARLYOWRISED AS FOLLOWS; mrNNIN6 AT A POINT MARKING THE NORTHWEST CORNER OF THE SAID NORTH HALF OF THE SOM HALF OF SECTION 3; THENCE - S4UT14 69 DEGREES 25'00- EAST 2,077.73 FEET ALONG THE NORTHERLY BOUNDARY OF "ME! SAID NORTH HALF OF THE SOUTH HALF OF SEOTION 3 TO A POINT, ALSO SAID POINT BEING THE .REAL POINT OF BEGINNING; THENCE SOUTH 0 OEOREE 2 *44" WEST 355.18 FEET TO A POINT; THENCE SOUTH 81 DEGREES 4610011 EAST 680.00 FEET TO A POINT] TK6NCE SoUllI 35 DE6CIEE$ 00'00" EAST 2.85.33 n'ET TO A P'OINT; THENCE SOUTH 22 4EGRES S 15'00'" WEST 60.05 FEET TO A PorMT; THENCE $010714 43 DEGREES 53" 10" EAST 238.75 FEET TO A POINT; rNENIOE SOUTH 29 DEGREES 00'00- EAST 110.00 FEET TO A POINT, 714UNCE "OnTH 81 DEGREES 00400' EAST 51.19 FEET TO A POINT OF CURVE; THENCE LSOAL C-ONTiNU'Ep PARCEL II MONT. ) NORTHEASTERLY ALONG A CURVE TO THE WT 147,1 el FEET, SAID CURVIi HAVING A CENTRAL ANGLe, 4F 48 CEI EES 10'2:0', Ai. RADIUS OF 575.00 FEET, TAp4C&.gTS E.1F 79.23 FEET- AND A LONO CHORD OF 142.54 FEET 5EAiRING NORU 36 DE;GREi S 54'46' EAST TO A POINT OF E:hIUM OF CURVE; THENCE= NORTH 56 OC-aAEES 3d' 00' WEST 151 ,38 FEET, TO A Pi3IEiT 7 FiEhfGL 40ATH 41 DEGREES 30'00° WEST 203.0'2 FEET' TO A PORT; IitHEiiCE NaRT1H 47 DEGREES 15'00• WEST 04.14 FEEL' to A POINT; THENCE WRTEH 2,2 DEGREES 15100-, EAST 147.00 FEET TO A POINT' THENCE 14ORTH 65 DMR'EES 50' OO ". EAST 45.00 FEET Ti} A POINT; a THENCE SOUTH 87 DEGREES 20'00' EAST 76,40 PE'Ee` TO A POINT- THENCE: SOUTH 66 DE'GREEE$ 00'00- EAST 61.48 FEET TQ A POINT' THENCE SOUTH 71 DEGREES 33'25" EAST" 86.03 FEET TO A POINT{ THENCE SOUTH 60 DEGREES 634'00" EAST 106.33 FEET TO A POINT OF SE:6I07C G Or CUave; THENCE NORTHEASTERLY ALONG A CURVE To THE RIGHT 139,32. FEET SAIO CURVE HAVING A CENTRA, ANGLE OF 25 DE.GIRiEES 381199, A F1AE,IIUS OF 311.95 FEET, T,tMOENTS OF 70.64: FEET AND ALONG CHORD OF 186-t6 FEET ePr4RM6 NORTH 56 0E6R8E5 12' 20" FAST TO A POINT OF TANGENT; THENCE ROATH 69 REOAEES 00'00' MT 115.0$ FEET TO A POINT OF CURVE; THENCE NoRn'F-ASTERLY ALONG A CURVE To THE LEFT 125.7S FEET, SAID CURVE HAVING A CEWMAL ANGLE OF 24 DEGREES 25'22', A RADIUS OF 295.00 rtFT, TANGENTSOF • 64 FEET AND A LONG CHORD OF 124,80 FEET SEARING NORTH 56 DEGREES 47.10* EAST TO A POINT OF ENOUG OF GUAVE; THENCE NORTH 44 DEGREES 00100,1 WEST 79.63. FEET TO A POINT; THENCE NORTH G? D6i1REES 45' 00° WEST 150.00 FEET TO A POINT; THENCE SOUTH 55 OEai3Ei ES 50"00" WEST 244.67 FEET TO A POINT- THENcE NORTH So DEGREES 30'001 WEST 114.35 FEET TO A POINT; ; Tr1Et4GE NORTH 44 DEGREES 00, 00" FAST 90.00 FEET TO A POINT; THENCE NORTH 17 DEGAEES 40'ao" WEST" 175.00 FEET T4 A POINT; THENCE NORTH 12 OEGREES 00.00, EAST 280.00 FEET TO A POINT; THENCE NORTH 77 DEGREES 30'00, WEST 170.00 FEET TO A# POINT; THENCE SOS 68 DEGREES OO' OO' WEST 265.40 MT TO A POWW%RK.ING THE NORTHEAST CORNER OF'THE SOUTHWEST OUARreR OF THE SAID SECTION 3; THENCE NORTH 75 DEGRE65 3Q,00" WEST 190.00 FEET T10 A POINT; THENCE NORTH 40 DEGREES 00,00" WEST 40.00 FEET TO AI POINT; � THENCE: SOUTH 7S DEGREE'S 59' 31 " WEST 70-00 FEET TO Ah POINT; 7TiEidCE SOUTH 25 DEGREES 510' OE}" WEST 64.19 FEST TO A POINT ON THE SAID NORTHERI Y 600HPARY OF THE NORTEK HALFOf THE SOUTH HALF OF SECTION a, THENCE NORTH 89 DEGREES 2S' 06' WE=ST 264.61 FEET ALONG THE: SAID ND'RTEINEIE;LY BOUNDARY OF THE AIORTij HALF OF THE SOUTH HALF OF SECTION 3 TO TKE POINT OF SE MMING, EXCEPT THAT PORTION- E.YTNG WITHIN THE FOLLOWING SLEE30IvISIONS ; FILEDCHERA LAOO VILLAGE Na. 1 8URDIVISrON, ACCORDING Til THE PLAT' TEiERE OF, FiLEp iN 6apK' 44 OF PLATS AT PAGES 3537 AND 3538, RECORDS OF ADA COUNTY, IDAHO; GNERRY t A NE! VILLAGE NO. 2 SUBDIVISION, +�OE�OFIE]iiNi; TCL THE PLAT i"F1EElEt?E= � FILED IN aQOK 46 OF PLATS AT PAi3E_S :37"91, ANi7 3792, TCL THE OF AOA OF . IDAHO; THE LAKE- AT CWRAY LANE, ACCORDING TO ME PLAT THEMOF FILED IN 0000 52 OF PLATS AT PAGES 4559 AND 4.570, RECORDS OF ADA COUNTY, IDAHO; Tom' LAKE AT Ch1FE;RY LANE IA{3. 2 $*� 4F , ACCORDING TO THE PEAT THEREOF FILED IN BOOK PLATS AT PAGES 4952 AND 4863, 95CORDS OF ADA COUNTY, IDAHO; -EaAL COFf mueD PARChL 11 (CURT.) THE LAKE AT CNEARY LANE 40. 4 SUBDIVISION ACCORDING TO TE PLAT THEREOF, Ind E1t3O9f 74 �? SiFAFSFI. PLATS AT PAGES 7874 AMD 7'675, RECORDS OF ADA COUNTY, PARCEL 1;11-A ,A PORTi4N OF THE NEST HALF OF SECrm 3, TOW SIJIP 3 NORTH, RANGE T WEST, BOISE MERIOIAN, MERIDIAN, ACA COi NTN, IDAHO, FOLLOWS; 4AORE PARTICULARLY Y CIESCR.JsEO aS COM LACING AT THE CORNER COMMON TO S%TLONS a, 9, FO AND ME SATO SECTION3; THENCE. NORTH .0 DECREE 38 P f 1 " EASr 2051,10 FEET TO TETE QUARTER CORNER COMMON TO SAID SECTIOMS 3 AND 4 AS SAME WAY REE5TA6LISNED 8Y LS 972 (OP & F 'NSTRUMENT NO. 7'852146, RECORDS OF ADA COUNTY, IDAHO); FROM VMICH THE NORTMEST CORNeS OF SAID SECTION 3 SEARS NOATN.:0 DEGREE 88'27" EAST 2697.49 FEET.; THENCE NORTH 0 KGREE 38-27- EAST 22-64 FEET TO A 5 f 6' IRON FiN; THENCE SOUTH Be DEGREE'S SS'31 " EAST 37'9.63 FEET TO THE REAL �P�FINT QF REGXNRaNG; THENCE CONTIMUiNQ SOUTH 68 DEGREES 55'3i' EAST 18.2.$5 FEET TO A POINT" THENCE SOUTH 8 DEGREES 18110` EAST 440.68 FEET TO A POINT; THENCE xaUTH 16 DEGREES Tg'25" WEST 218.04 FEET TO A POINT; THENCE NORTH 89 DECREES 1.3181" EAST $40.22 PEET TO A POINT; THENCE NORTH 71 OEGREES 43'34" EAST 442,46 FEET TO A POINT; THENCE 10 OEGAEE9 33r6a" EAST 487.94 FELT TO A POINT; THENCE SOUTH 88 DEGREES 55,314 EAST 124.941 FEET TO A pol"T. Ti{ENCE SOUTH SO DEGREES 38'26' EAST 88.99 FEET TO A POINT;' TKENGE iss.33 FEET ALONG THE ARC OF A CURVE TO 371E RIGHT, HAVING A RADIUS OF 250.2.5 ,FEET, A CENTRAL ANGLE OF 37 DEIREES 51'p8", AND A LONC3 CHORD SEARING SOUTH 31 DEGREES 42,52" EAST 162.34 FEET TO A POINT; THENCE NORT" 89 DEORE'ES 29'44' WCST 120.24 FEET -TO A POINT; THENCE SOUTH 4 DEGREE 27' 17•" EAST 00.30 FLET TO A POINT; THENCE SOUTH 0 DEGREE' 30'16' VIEST 230.52 FEET TO A POINT; THENCE SOUTH 10 OE0998S 31120' WEST 123.51 FEET TO A POINT; rHENCE $OWN 30 DEGREES 14'07" WEST 119.57 FEET TO A POINT TYIF;NCE SOUTH 50 DEGREES 50'2s• WFST 134.39 PERT TO A POINT; THENCE SOUTH 71 DEGREES 26,45" WEST 120.54 PERT TO A POINT; THENCE SOUTH 82 DEGREES 45'8.2" 'WEST 226.84 FEET TO A POINT; THENCE SOUTH Be DEGREES 02'57` WEST 67.30 FEET TO A POINT; THENCE NORTH 89 DEGREES 10141* WEST 825, 06 !'EFT TO A POiN7; THENCE NORTH 77 DEGREES 29120" 1VIEST 148.07 FEET To A POINT • TNH5NCE NORTH 80 DEGREES 10'•41° NEST 160,40 FEET TO A POINT LYING 85.50 FEET EAST OF THE WEST OOUNDARY DF SAID SECTION 3; THENCE ALONG A LINE 65.00 FEET CAST OF AND PARALLEL 1O THE 'WES'T BOUNDARY 4F SAID SECTION 3 NORTH 0 DEGREES 38' 11 " EAST 247.64. FEET TO A POINT; TF i5NC6' SOUTH 89 09GREES 21'49" EAST 166.03 FEW TO A POINT, THENCE NORTH 45 OEGRE'ES O8 1{3" EAST 163.61 FEET TO A POIKT THENCE NORTH 5 DEGREES 39'3-1. 1rAsr 502.442 FEET TO T" PolMT OF SEGINNING. LEGAL CONTINUED PARCEL ZII-E A PORTION OF THE WEST RALF OF SEG1'10N 3, TOYMSHtP 3 NORTK,. RAU05 i VEST, BOISE ME:RID.I/1N, MERIDrAlli ADA COUNTY, ILMO, MORE PARTICULARLY D SGRISED AS FOLLOWS: 3; TIREXG� COMMENCING 47 FLLE CORNEA CO JON TO SE'C'TIONS 4, 9, 10 AND TUE SATO' SECi"rON NORTH 0 DEGREE 38411w EAST 2651,19 FEET TO THE OUA4ITEA CORNER COMMON, TO SA X0 SECTIONS 3 AXO 4 AS SAME WAS RIIESTABLISHED BY LS 972 ((+P & F IClSUU&MNT N0. 7852146, RSCORO S OF ADA COUNTY, NORTHWEST CORNER OF SAID SECTION 3 S ,RS IDAHO); FORM 1'JH.iCl9 THE NORTH 0 ,DEGREE W27' EAST 2607.49 FEET; THENCE NOR17i 0 DEGREE 38'27- EAST 22..64 FeZT TO A $/s' IRON PIN; THENCE SOUTH 88 OEOREES 56'31- Edi` 1977,72 FEET TU A 5184 IRON PIN AMC THE .REAL. POINT OF BEGINNING; TIIE'NCE SCUM 0 DEGREE Sa'95w WEST 413.69 FEET TO A POINT; THENCE NORTH 68 DEGREES 54111'" WEST 26.7i FEET TO A POINT; THENCE NORTH 68 DEGREES 54-11- VIEST 26.71 FEET` TO A POINT; THIFUCE NORTH O DEGREE 14'16" EAST 217.93 FEET TO A P ALONG THE ARC OINT; THENCE 211,08 FEET OF A CURVE TD THE LEFT -4 A RAOIdJS OF 211 FEET, A D A LONG CHORD BEA CENTRAL ANGLE OF 8 DEGREE 36'25- AND NORM 23 DIFORRS 47'$7- WEST 205.58 FEET TO A POINT' THENCE SOVM 86 06GREES 56131• EAST 109.62 FEET T6 THE POINT OF BEGINNIRG, PARCEL, IV -A A PORTION OF SOUTFiIMW QUARTER OF THE MORTMEST QUARTER OF SECTION 3, TOWNSHIP 3 �lOf�LARL i eSC-r' 6015E MERIDIAN, NERIDtAN, AOA COUNTY, IDAHO, TFi, OR, PARTI'CUANEY DSCR188p AS FOLLOWS: 3; T14ENCEEWGING AT THE CORNER COMMON TO S'E'CTIONS 4, 9, 10 AND THE SAXD SECTION �; THENCE SAID O E 38' 11 "' EAST, SECTION 2651.19 FEET TO THE QUARTER CORNIER CO,'N4AON Till 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 .ICP & F INSTAUFNE NT CORNER6OF1SA.IDRECORDS SECTIONpF ADA 3 SEARSONORTH 00OGGREE 8'27�E EAST, NORTPo4�'EST THENCE , 269 '.49 FEET; NORTH 0 OEGACE 38'27' EAST 22.64 FEET TO A 6/84 IRON PIN; THENCE SOUTH 88 DE-GRERS 55'31" EAST, 3791.53 .FEET To THE REAL POINT OF BE6INNINC; THENCE NaR7W 5 DEGREE 39'31 " EAST, 290.28 FEET TO A POINT; THENCE 46.45 FEET ALONG THE ARC OF A NON-TANGL;NT CURVE TO THE RIGHT, HAVING A RADIUS OF 250.00 FEET, A CENTRAL ANGLE OLS'10 DEGREES 38'46`, AND A LONG CNOHD BEARING SOUTH 49 'OEGREES 22'+43' EAST, 46.38 FEET TO A POINT; THENCE SOUTH 44 DE-1314EES 03'20" EAST, 136.41 FEET TO A POYNr; THENCE SOUTH 8 DEGfiEES 18'10' EAST+ 165.80 FEET TO A POINT • T1tENGE NORTH 88 DEGRESS 55'31 • WIEST, 182.65 .PECT TO TIE POINT OF 8E+GINNrNG PARCEL IV•B A4 PORTION OF GOVeRNMENT LOT 4 AND THE 90I,TtMEST O QUARTER OF SECTION 31 TOWNSHIP 3 NOU%;RTER OF THE h[OFiTHYY>r3T RTH, PCANGE i WEST, BOISE HElitpl" MERIDIAN, AICA COUNTY, IDAHO MORE PARTICULARLY DESCA18 D AS FOLLOWS: LEGAL CONTINUED PACR6'L, XV-9 poNT.) . COMMENCING AT THE- CORNER COMMON TO SECTIONS 4. 9, 10 ,AND THE SATO SECTION 3; THENCE 11ORTH 0 DFGREF 38111" EAST, 201.1.0 FEET TO THE QUARTER COR,,jER CghlMON To SAIL SECTION 3 AND 4 AS SAME VIAS RE8.3TASLTSHEQ OY L5 972 OCP S F= ICjSTRUMENT' NO. 7852145, RECORDS OF ADA coUnTY', IDAJ40) ; FROMd WHICH THC HQRTHWC-$T CORNER OF SAID SECTION 3 SEAR$ NORTH 0 DEOREE 38'27" EAST', 2697.4$ FEET;. THENCE WORTH 0 DEGREE 98427- EAST 22.B4 FEET TO A 5/$' iRON PIN; THEXGE SOUTH 88 DEGREES 55'31' EAST, 83+1.71 FEET TO A POINT; THEMJCE NORTH 1 DEOAEE 04'29" FAST, 77.45 FEET TO THE REAL. POINT OF BEGINNING; THENCE 1$9.31 FEET ALONG THE ARC OF CURVE TO THE RIGHT HAVING A RADIUS OF 270.00 FEET, A CENTRAL ANGLE OF 42 DEGREES 17'41- AND A LONG CHORD BEARING NOM3TH 65 DEGAFES 12'11" WEST, 194.81 FUT TO A POINT; THENCE NORTH 44 1363DiEES 03.20, weS-r j 198.06 FEET TO A POINT, IWEMCE NORTH 37 DEGREE 38*05" EAST$125.90 FEET TO A PQI1vT; THENCE NORTH 4 DEGREES 26'20' WEST, 17'8.94 FEET TO A POINT; THENCE NORTH 49 DEGRgES 13.43- WEST$ 619,18 FEET TO A POENT; THEraOE NORTH 89 DEGREES 21'33" WEST, 35.72 FEET TO A POINT," THENCE 'NORTH 0 DEGREE 38'27" EAST, 1713.61 FEET TO A POINT; THENCE SOUTH 89 DEGREES 21'39" FAST., 104,94. FEET T4 A POINT', THENCE NORTH 26 OEGDIL�ES 46`55" EAST, 463.7.3 FEET TO A POINT, THENCE NORTH 13 DEOREIrS 05'08- EAST, 186.18 FEET TO A POINT; THENCE SOUTH 89 DEGREES 23'04- EAST, 221.37 FEET TO A POINT; THENCE SOUTH 0 QEGREE 38'Sg. WEST, 30.00 FEET TO A POINT; THENCE NORTH 89 DEGREES 23'04- WEST, 114.43 FEET TO A POINT; THENCE SOUTH 10 DEGREES 36"11- Vi'>r$T, 162.48 FEET TO A POY 6aU171 5 DEGREES 36' 09" EAST, 1V'T; THENCE 180.85 FEET TO A POINT; THENCE SOUM 48 DEGREES 58,55• MST, 66.41 FEET TO A POINT; THENCE SOUTH 10 DEGREES 49'04' WEST, 123,62 FEET TO A POINT; TH514CIE SOUTH 12 DEGREES 00"00" EAST, 83.00 FEET TO A POINT; THENCE SOUTH 83 DEGREES 26'21" EAST, 142.60 FEET TO APOINT,' THENCE SOUTH 8 DEGREES 51181" MST, 151,06 FEET TO A POINT; TKENGE SOUTH 41 DEGREES 74'14' EAST, 171, G6 M`EEi TO A POW; THENCESOUTH 85 DEGREES 12'26• EAST, 122.33 FEET TO A POINT; THENCE SOUTH 43 DEGREES 03'05' EAST, '10.00 FEET TOA POINT; THENCE SOUTH 0 DEGREE 36115- WEST", 671,50 FEET TO 'T'HE POINT OF BEGINNING. PARCEL xV.0 A PORTION OF THE NORTHWEST QUARTER OF 3ECTION 3, TGWNSH7:P S NORTDI, AANGE 1 WEST' BOISE �EFiiDIA6V, MERIDI M, ADA COU�MIV, ,IDAHO, MORE PARTICULARLY DESCRIBED AS FOLLOWS: C0MMENCING AT THE CORNER OOMU DPI AND THE SAID STO SEC7'IONB 41 9, 10 EC'ti0u 3; THENCE NORTH 0 OEGDEE S8' 11. eAST, 2651.1.0 DEET TO THE QUARTER CORNER COMMON TO SAID SECTIOKS 3 AND 4 AS SAME WAS REESTABLISHED By L5 972 (CP & F INSTRUMENT NO, 7852146, RECORDS OF ADA COUNTY, IDAHO) ; FROM yfijrCt4 THE M1Q11TM ES'T CORNEA aF SAF.D SECTION 2091".48 FEET; TH@J'VCE 3 BEARS NORTH O DECREE 38-27- EAST, NORTH 0 DEGREE 3.8127" EAST 22.84 FEET TO A 5/8" IRON PIN; THENCE SQ(ITH 88 DEGREES 53'31" EAT, 1784. al F'EE'T TO A POi NORTH 1 DEGREE 04'29 I�T; THENCE THEiQCF EAST, 303.15 FEET To THE REAL, POINT OF BEGINNING; LFGAL CONTINUED PARCEL Iy.0 (CONT.) NORTH 69 ©EOREES 28'40' WEST, 157.70 F-ET TO A PwNr THENCE NORTH SE DEGREES .56'39- WEST, 717,37 FEET` TO A POINT`f THENCE NORM 89 DEGREES 23'44" 'NEST', ;M-12 FEET M A �'Ork-r, TT�ENCE: 1$4NOR75 (? DEGREE G 2 E FAST', 5.CgO F'EE'T" TO A4 POINT; THENCE 154.59 FEET A(-OfO THE ARC OF A NOTA-TANGENT CURVE TO THE LEFT, WING .RAMS OFj�2p�2y}S�.y00 FEET �, A /CENTR,�I(L ANGL" , OF 39yDEGREE �Sti 22'�4p�Cy", AND A .LONG RkrN/�1OiR7}Vp +B'E1�L76mI3 kWoRTn 119 D��pL��y�.�S�y�Wy4�iy�451, +7k�EST, 1511 �5ylp�+LITpy�0i�+�k.�A�ek�w, �����! �� ����1.�� y�,I�VjRTH 038 /D�{E��1yY/Ry GEES 45*45d WEST ti7.y7'+V�T{yy��C�T T4//y lYA POINT'; -F�{i�7'&IVtjrtG NORTH fi wi i/G47FIG 14'15EAST, 110-00 0.00 FEET TO A POINT' .' I HENCE NORTH 26 DEGREES 11'31- MST", 134.78 FEET To A POINT! THENCE NORTH A OEGe'1EES 04'20" WEST, 277.45 FIEET TO A POINT • THENCE MORTH 31 0EGi1EES 48' 35 "' WEST, 241.$6 FEET TO A POINT, THENGL NORTH D DEGAE,E 36"56' EAST, 132.55 FE:GT TO Ai POINT; THEINCE NORTH 69 DEGREES 23'04" WEST, 11O+4�D FRET TO A POINT; THENCENORTH SOUTH 69 DEGREES 23'04" EAST, 175.34 FEET TO A.POZNT; THENCE SOUTH 75 OEIGMES 05.29. FAST, 71-73 FELT TO A POIAlT• TH15NCE �S+�OU'ni 63 DEGREES 13,1 B' EAiST, 65-34 FEET TOA O a POINT; THENCE d1Pa11�3 56 DEGA IES 28#32- EAST, 79.07 FEET TO A POINT' HENCC- SOUT11 53 DEGREES 15y oom FAST, 86.07 FEET TO A POINT, TrHENGE SOi�TT[ 42 DEME�ES 3111a- E'AST� 7"C).53 FEET TO A POINT'; THENCE SOUTH 35 DEGREES 28'.22` E,4ST, 77.08 FEET TO A POINT; THENCE SOUTH 5 DECREES 49,1Q6` F. AST, 249.89 FEET To A P01NT; THENCE SOUTH 8 DEQREC-S 16' 07" EAST, 125.42 FEET TO A PO INT - THeNCE SOUTH 13 OEGRERS 5$'20' EAST, 266.86 FEET TO A POIMT- THENCE SOUTH 42 DEGREES 43199- EAST, 293.07 .FEET TO A POINT' THENCE N�IRTH 67 DEGREES 49"13, EAST', NORTH 71 168.37 FEET TO A POINT; THEME DEGREES 0!0' 42• WEST, 399.24 FEET TO A POINT' TTiENCE SOUTH 89 DEGREES 1814$. EAST, 398.40 FEET TO A POINT4 THENCE SO" 79 DEGREES 02'15' EAST', 61.16 FEET' TO A POINT; � THENCE SOUTH 60 DEGREES 40'15" EAST, 164.36 FEET TO A POINT' THENGE SOLFTt•T 85 DEGREES 1O' 18" •EASrt, 136.3Q FEET TO A POINT THENCE O �1E(TAEE 30'15" $T, 235.93 FEET TO A POINT; THENCE. NORTH 69 DEGREES 29'4V WEST, 80-00 FEET TO A POINT; Tk#ENCT: SOUTH 78 DEGREES 33149'' WEST 182.71 FEET TO A PAINT; THENCE SOUTH 11 DEGREES 45'151" MT, 105.77 FEET TO A POINT; THENCE SOUTH 0 DEGREE 3011S" WEST, 164.10 ME t TO A POINT; THENCE 288.86 MEET ALONG 7WE ARC OF A, NON-TANGeNT "Ve TO THE LEFT, HAVING A ROkDIUS OF 425.00 FEr`6", A CENTRAL ANGLE OF 38 DEGREES 5631', AND A LONG BEGINNING. INC. �pC S0dlT�! 93 DEGREES 04-11- WEST, 283.33 FEET TO THE POINT OF 68GINC1IN0. PARCOL IV•8 A PORTION OF THE SCUrtTE,gST QUARTER TC SHiP 3 NdgTTdOF THE ROATHWeST OWTER OF SEOTYQ�1 3, , RANGE t WEST, 8015E MEA101AN, �EAIT?FAIM, AM COUPFT`1�Y IDAHO, MORE PAA rlCU ABLY DESCt1IB1rD AS FOLLOWS: GHAT THE Ci]FTT�T?R CD1�ddH TO 3;; TTHENCEENce SECTIONS 40 so 10 AND irmE SAID SECTION 0 A''n*, no%koM.....-r PARCEL IV -0 (GOVT.) SAtDNORTH o DEGREE 38"11' EAST, 26'51.10 FeET TO 73•1E QUARTVai ConujJ Fi C062,to.pa TU SECT IL4No AND 4 A5 INST No.R1r ZaD SA&i V+AS REESTABLISHED D'Y LS 9'72 (CF' & F iN3T. 78 2146, RECORDS OF ADA COUNTY, IDAfjo) ; pRo Lf 1vHjc}1 1l4E NORTHWEST CORNER OF SAID 5Ec7TON 3 oEG Or -ARS NOl1T'H ca 11EF 3,5"27- FAST, 2697.49 FEET; THENCE NORD' 0 DEGREE 38'27" EAST 22.64 FEET TO A 518" IROK PIN THENCE SOUTHTHENCE 88 DE.d"sREES $5 °31 " EAST, 1814-5:3FEET TO THE REAL P01,NT OF SEGINNTN. G; NORTH 10 DEGREES 32050- .EAST, 72.37' FEET" TO A POINT; THENCE 129.52 FEET ALONG THE ARG OF A UON•TANQENT CURVE To THE RIGHT, HAVING A RADIUS OF 600,00 FEET, A CENTRAL ,ANGLE OF 12 DEGBtEES 22#07-, AND A LONG CHORD SEARING SOUTH 56 DEGREES 49'29■ EAST, 129.2,7 FEET TO A POINT; THEUCE SOUTH 50 DEOAEES SS -25' MT, 4.33 F'EE'T TO'A POINT; THENCE NORTH 88 DEGRiEE.S 5B'31" WEST, 124.84 FEET To THE POINT OF 6EI$INNING. PARCEL IV- E A PORTION OF Tt1E SOUTHEAST QUARTER OF THE NORTMEST QUARTPA OF SECTION 2, TOWNSHIP 3 NORTH, RAGE i WEST. MOREABODE MERrOIAN, MEAIp7644, ADA GOUNTvUt.ARLY DESCRIBED AS FO[.h.ON. ' THCi E AT THE GOANE} CCi#Afw'ON 3TO SECTIONS 4, 9t 10 AND THE SAID SECTION 3; THE1+lCE NORTH Q DEGREE aw 71 : FAST, 2651,79 FEET TO THE SAID SECTIONS 3 Asap 4 A5 QUARTER CORNER COMMON T 0 5grtE 1YA5 FiEEa7ABE.ISHED 8Y LS 9T2 (CP F INSTRUMENT NO. 7852146, RECORDS OF ADA COUNTY NoRr WYEST CORNER OF SAID WTZON 3 BEARS NORTH�0 DEGREE X09 WHICH THE 2697.49 FEET; THENCE 35 27' EAST, NORTH 0 ogoREE 38'27' EPZT 22.64 FEET TO A 5I9" IRON PIN; I -MERGE SOUTH 88 DEGREES 65'31' EAST, 1S77.72 FEET TO A 618' IRON PIN AND THE RFA1 POINT OF 81 GINNrNG; THFNCE NOATN 68 DEGREES 56'01" WEST, 109.6E FEET TO A POINT; THENGE 11.08 FEET ALONG THE ARC OF A NON -TANGENT CURVE To T1dE LEFT, HAVING A IVW;U$ OF 249.75 FEET, A C60RAL ANGLE OF 2 OEGAEES 32'16•, AND A LONG CHORO BEARING NORTH 49 DEGREES 22'17' WEST, T1°0B FEET TO A POINT; THENCE NORTH 5o OEGREES selz5- WEST, 94.32 FEET TO A POINT; THENCE 60.45 FEET ALDNO THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 680 .00 FEET, A CENTRAL ANGLE OF 5 DEGAEES 06"28-, ANDA LONG CHORD DEARINO NOR111 53 DEGREES 11'13" WEST, 64.43 FEET TO A POINT; THENCE 30.13 FEET ALON13 THE ARG OF A CURVE To THE, RIS, HAVIUG A RADIUS OF 20.00 FEET, A CENTRAL ANGLE OF 86 DEGREES 18050" ANO A LONG CHORD BEARING NORTH 12 DEGREES 34'36' WEST, 27.36 FEET TO A,PoinT; THENCE NORTH 30 DEGREES 34',x0" EAST, +84°13 PEET TO A POINT; THME 269-77 FEET ALONG THE AHC OF A CURVE TO THE RIGHT, HAVING A RAD?US OF 275.00 FEET, A CENTRAL. ANGLE OF 41 DEOREES 13►04', AND A LONG CHORD SEARING t'OR- Ti 51 DeGREES 11 '21 " EAST, 283.94 ,FEET TO A POINT; THENCrE. 50UT" 0 OeGREE 30'15" WEST, 3$9.69 FEET TO THE! POINT OF 6EGINNING. PARCEL V LOTS 1 AND 52 IN BLOCK 5, AND LOT 17 IN ULGGK 9 OF CHERRY LANE VILLAM NO. 1 SUBDIV1810N., ACCONOM TO THE PLAT THEREOF FILED IN 600K PA14S 3537 THRU 3938, RECORDS OF ADA COUNTY, IDAHO. �4 OF Pt AT$ AT LEGAL CONTftep PARCEL V1 LOTS 12 ANO 21 IN BLOCK .9 AND LOT 4 IN OLOCK 11 AND LOT 53 IN SSLOCK 5 OF FILED LANE '1�$4.L�lOF N0. 2 SUODIVXSYON, ACCt1ADWO TO THE PLAT THE'REOF'+ I�ILL:L) rry 41OOK 46 OF FLATS AT PAGE'S 3791 AND 376?., RECORDS OF ADA COONgY, Ii1AND, PARCEL VII LOT 83 IN BLOCK S AND LOT 14, IN BLOCK 13 CHERRY LANE V'ILLAOL: No. 3 SUDDIVISZON. ,ACCORDING TO -n'E OFFICIAL PLAT THUEOF FlUD IN BOOK .58 OF PLATS AT PAGES 5473 THRU 5475, REMAOS OF ADA COUNTY, IDAHO. PARCEL Vi.TI LOT 28 IN BLOCK 11 AND LOT 3$ .IN BLOCK 13 CHERRY LANE VILLAGE N0. "DIVISION ACCORDING TO THE OFFICIAL PLAT THEREOF F.ILEU IN BOOK 03 �OF PLATS AT PAGER 9276 ANO 6377, dRECOAD5 OF ADA COUNTY, IDAHO. PARCEL IX LOT 0 IN! BLOCK 1 OF REOOAQ OF SURVEY N0. LOTS A02 OF ADJUSTED LOT LINTS FFOR11, 9 AiVO 1p, IN BLOCK 7 OF TWE LAKE AT CHERAY LANE, ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 52 OF PLAYS AT PAGES 456V AND 4s7c, RECORDS OF . ADA COUNTY, IDAHO. PARCEL, X LOT 5 IN BLOCX 1 Am LOT 13 IN BLOCK 2, THE LAKE AT CHERRY LANE NO. 2, ACCORDING TO THE PLAT TfWREOF, FILED IN BOOK 54 OF PLATS AT PAGES 4882 AND 4889, REDOLR03 OF AOA COUNTY, IDAHO. PARCEL X1 LOT 24 IN BLOCK a OF TNk LAKE AT CHERRY LANE fid. 3 SUBO21{ISION ACCORDING TO THE OFFICIAL PLAT THEREOF PILED IN BOOK 70 OF PLATS AT PAGES' 7168, RECORDS OF ADA CpL,9M, jOMO, 7167 AND PARCEL XII LOT 18 IN BLOCK 1 AND LOT 4.6 IN BLOCK 2 OF THE LAKE AT (CHERRY LANE NO. 4 SUBOlV181ON' ACCORDING TO THE D IN BOOK 74 OF OFFICIAL PLAT THEREOF, 1"IL.L: PLATS AT PAGE 7674 Acro 7675, RECORDS OF ACA COUNTY, EDAHOL 6110 O1= ILIGAL 083CRIP-Mots EXHIBIT D CAPITAL, PROJECTS 2Um4that WMWbM skroot roug r arr 1 �t :1�m'me�rrm�,er 1Tom inch PM -CM ga 2 T*u Wablia 1100 Wftmrb x-prp Wadoubhe d* t INN n idea LMu3pigpr AW*M Gnft xbg FV pan and too :b w j4womn 1 DAW4 d god �rt�ze�ap dar 1SOM d6duaw lawd vbft afitmugn Thom imv poll toot #j9AKkw We are 8G a& Trt� the walw1we to the f 1ti pam r� ei uoM4 [ 6 �:t 00 NPbdt of 62~jpUROMM CBMWAie ftwcPdd4 W* 40 NeWedwad ers'a'teRIM an the owpontm � � ��� end thf� �mml� bo �ra�t o� 1�1Bod�'tlae'tt�f mdt� TM*BM nem It"o Cart haft 400 etd�ad. wt � eu�k a��11f1 wo ��prJcca�mptrams ��e�pll�aw���� b�ltfit'',fNIS � tultdpa�� � ibo a sfr� � - ... c Eresrda at tow ate I�1f �7 ttd� m41 uu� war to nkrblsb,& i Wb pin � � t� frrt4 t1� � ht11t1 XA� 1d 1d � 1� �rmedbb�m 1 11. M Cud13 IW bg bxpnwd jd& kyt&&ft odbftft �ca®11ea1: paras �ra�.���a� �.be iia rad dm a ec el�p Mare art apt& Wcal f the Th 2 f� wltl 6a bmf rain mt^ rAher 2 WF" 'w,41%AWtyjWp m�,4vAllbe 4 ,to cobMw cot on irgpdobMUMAMc . fa bftwsm.bs�ft and &km UW enrta�"WvF4e� ftMI ryr,OJ, ednow , Wr bed�srtbiry�r EXHIBIT E CORPORATE MEMBERSHIP AGREEMENTS CHERRY LANE RECREATION, INC. AND CITY OF MERIDIAN CORPORATE MEMBERSHIP (CORPORATE MEMBER) WHEREAS, the CITY OF MERIDIAN, Idaho, hereafter referred to as "LESSOR", has title to and awns 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 of TEN THOUSAND and NO/100 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, I?, the CORPORATE MEMBER, above named, is hereby awarded and given ONE GOLF ED passes per year for w t fll 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- q 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 Rd pmt, and 4) holder e s he tee Pa WAQ e r" t Ca b11 ler desires to use duolfu a cru th with LESSEE. a 1 he must make prior arrangements 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 S day of /2 ,1996. CITY CLERK CHERRY LANE RECREA'T'ION, INC. AND CITY OF MERIDIAN CORPORATE MEMBERSHIP Inc, (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; RRY ECREATION, INC., hereafter referred to as entered itWHEREAS, LeasOflthEe COURSEforR he management, operation and maintenance Of the "LESSEE", as E, 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 in holes, either of which has a value of TEN THOUSAND and NO/100 DOLLARS ($10,00e ec and WHEREAS, LESSOR and LESSEE desireto 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 tw n LANE GOLF COURSE, which passes LQZ years, for greens fees to play golf at the CHERRY 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 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 VXIPLto-play_, and 4) holder a e t ri t 1 t "f h 1d!1;!:J1 o co u o r e t or cond with LESSEE, u t th s c a he must make prior arrangements 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 9� day of Ina -61 199 6 \\,,,,1111111,711,1, CLERK 4 ti '��1''111111 lilt111\\\\' CHERRY LANE- RECRE A?f'ION, INC, AND CITY OF MERIDIAN CORPORATL, MEMBERSHIP M- � =T000r �tim (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 OINentered ia Lease of ther referred e "LESSEE", has and maintenance of theSE; 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 of TEN THOUSAND and N0/100 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 tai (0 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 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 o f , and 4) holder needs to e t e i t 1 t Passesco 1 tou m o with LESSEE. t c du ter ' e 1 pja--y he must make priory arrangements 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 , 199S . • II II. • �I YOR CITY CLERK u CHERRY LANE RECREATION, INC. AND CITY OF MERIDIAN CORPORATE MFMBERSHIp (CORPORATE MEMBER) WHEREAS, the CITY OF MERIDIAN, Idaho, hereafter referred to as "LESSOR", has title to and owns the land upon which CHERRY LANES 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., entered into a Lease of the hereafter referred to as "LESSEE", has 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 of TEN THOUSAND and NO/100 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 MEMBE=R, above named, is hereby awarded and given ONE HUNDRED passes per year for LANE GOLF COURSE, which passesmayyeu ed individually or jointly and may be used by the ears, for greens fees to play golf at the CHERRY CORPORATE MEMBER, its directors, officers, employees, guests, or may be donated or given away. A pass 1) must be surrendered to LESSEN, of 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 pto tQ�lav, and 4) holder n t a t ti a i t ra d ct u ee res t uto Se with LESSEE, a ia1 he must snake prior arrangements 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 ifLESSIEE 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 ,1996. C R 3, ORPis IDENT~ CITY CLERK ' „• ; ��,�•�1., ,_ �r I �; �k: SECRETA CHERRY LANE RECREATION, INC. AND CITY OF MERIDIAN CORPORATE MEMBERSHIP (FAMILY MEMBERSHIP) 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 the COURSE; of entered WHEREAS, CHERRY LANE RECREATION, INC., hereafter referred to as "LESSEE", has 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 of TWO THOUSAND FIVE HUNDRED and NO/100 DOLLARS ($2,500.00); and WHEREAS, LESSOR and LESSEE desire to reward CORPORATE MEMBER for his, their, or its labor, services or early payment. NOW, THEREFORE, the CORPORATE MEMBER, above named, is hereby awarded and given TWENTY FIVE passes per year for Iminty M years, for greens fees to play golf at the CHERRY LANE GOLF COURSE, which passes may be used individually or jointly and may be used by the CORPORATE MEMBER, guests, or may be donated or given away. A pass 1) must be surrendered to LESSEE, or its employees, at the club house prior to tee off, 2) entitles the user to no more rights than to be allowed to play golf, 3) must have been in the user's possession pror_plaX, and 4) holder ds t e e a o f l ut ' de desf o u ou t n t h ' 1 he must make prior arrangements w th LESSEE, uct a If LESSEE'S Lease of the COURSE terminates on October 2, 2003, but LESSEE has an option to renew its Lease for a period long enough to honor the passes for twenty (20) years, but if LESSEE does lessee. not exercise its option LESSOR shall honor them or see that they are recognized and honored by a new Dated this day of OPCVt4�f .,,RRY LANE R TilF IO I P11 5 YO = SEliLi2ESID$NT CITY CLERK .`���•� 4SECTAC 3` CHERRY LANE RECREATION, INC. AND CITY OF MERIDIAN CORPORATE MEMSERSI1IP k erdafe (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 "LESSE", has entered into a Lease of the COURSE for the management, operation and maintenance of the COURSE; E 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 of TEN THOUSAND and NO/100 DOLLARS ($10,000,00); and WHEREAS, LESSOR and LESSEE desire its labor, services or early payment. to reward CORPORATE MEMBER for his, their, or NOW, THEREFOR$' the CORPORATE MEMBER, above named, is hereby awarded and given ONE HUNDRED passes per year forhEMIY p � 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 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 VKiQK1q4AaQX,and 4) holder t to t' es JULde d e I u o 1use with LESSEE, e d of e I [ he must make prior arrangements 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 cognized and honored by a new lessee. Dated this 0 X -- — day of - 1994. CITY CLERK 01 "N III I r„Harr OF BEAL O rnUrun n n�utirr```rr �D+RRY I ANE 1r7F�pl.}r��N�INC - EXHIBIT F GROUNDS MAINTENANCE SERVICES MANAGEMENT PLAN DURING THE ACTIVE GOLF SEASON (GENERALLY MAY 1sT TO SEPTEMBER 15T11) 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 FAIRWAYS 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 EVALUATE PONDS AND CART PATHS WEEKLY S. SERVICE PUMPS AND WATER SYSTEM DAILY DURING THE OFF-SEASON (GENERALLY, SEPTEMBER 16 TO APRIL 30TH) THE LESSEE SHALL UNDERTAKE THE ABOVE TASKS ON AN AS -NEEDED BASIS